Sagility Limited has received a GST demand order of Rs 90,44,596 from the Department of Commercial Taxes, Karnataka for the period April 2022 to March 2023. The order, dated June 03, 2026, was issued under Section 73(9) of the Karnataka Goods and Services Tax Act, 2017 and the Central Goods and Services Tax Act, 2017. The demand includes tax, interest, and penalty arising from alleged violations related to the export of services and the denial of input tax credit on certain credit notes. The company disclosed that the said order has no material impact on its financials, operations, or other activities.

Details of the Demand

The Deputy Commissioner of Commercial Taxes (Audit-4.10), Bengaluru, passed the order in Form GST DRC-07. The authorities have invoked GST on the export of services and denied input tax credit on credit notes related to these exports for the specified period. The total demand of Rs 90,44,596 is broken down into tax, interest, and penalty components.

Company Response and Impact

Sagility Limited maintains that the demand is not maintainable. Based on advice from its tax advisors, the company is in the process of filing an appeal before the Joint Commissioner of Commercial Taxes (Appeals), Bengaluru. The appeal will be filed within the prescribed timelines under the relevant GST provisions.

Sagility Limited has announced a postal ballot to seek shareholder approval for the Sagility Limited – Employee Stock Options and Performance Stock Units Scheme 2026. The scheme aims to incentivize employees by offering equity-based compensation, comprising a pool of options and performance stock units (PSUs). The resolutions also seek approval to extend these benefits to employees of subsidiary companies and to provide financial assistance to the Sagility ESOP Trust for implementing the scheme.

Scheme Details

The proposed ESOS 2026 includes a ceiling of 3,09,10,845 employee stock options and 12,36,43,222 PSUs. These instruments are convertible into equity shares of face value of ₹10 each upon exercise. The scheme will be administered through the Sagility ESOP Trust, an irrevocable employee welfare trust. The vesting period for options and PSUs ranges from a minimum of one year to a maximum of three years from the date of grant, subject to continuous employment and the achievement of predefined performance criteria for PSUs.

Financial Assistance for Trust

Shareholders are also requested to approve the provision of funds to the Sagility ESOP Trust to facilitate the acquisition of shares. The company proposes to provide a loan, guarantee, or security not exceeding 5% of the aggregate of its paid-up capital and free reserves. This financial assistance will be interest-free, with the tenure linked to the term of the scheme, and repayable from the proceeds realized upon the exercise of options or permitted sale of shares.

E-Voting Schedule

The company has engaged MUGF Intime India Private Limited to facilitate the remote e-voting process. The voting schedule is outlined below:

Only members whose names appear on the register of members or list of beneficial owners as on the cut-off date are entitled to vote. The results will be declared on or before June 30, 2026, and will be available on the company's website.