Xelpmoc Design and Tech Limited held its 11th Annual General Meeting on September 30, 2026, approving audited financial statements for FY26 and multiple employee stock option schemes.

The meeting, conducted via video conferencing in compliance with MCA circulars and SEBI Listing Regulations, saw the passage of all six resolutions put to vote. These included the adoption of standalone and consolidated financial statements, the re-appointment of a director, and the approval of new ESOP frameworks for employees and subsidiaries.

Key Resolutions Passed

All businesses transacted at the meeting were approved with the requisite majority through remote e-voting or e-voting at the meeting. The specific resolutions included:

• Adoption of audited standalone and consolidated financial statements for the financial year ended March 31, 2026.
• Appointment of Mr. Jaison Jose as director in place of himself, who retired by rotation and offered himself for re-appointment.
• Approval of the Xelpmoc Design and Tech Limited Employees Stock Option Scheme – 2026.
• Extension of the ESOP 2026 scheme to employees of subsidiary companies.
• Approval for grant of options under ESOP Scheme 2020 and ESOP Scheme 2026 to identified employees, equal to or exceeding 1% of issued capital in any one year.

Meeting Proceedings and Attendance

Mr. Tushar Trivedi, Chairman of the Company, occupied the chair from Mumbai. The Managing Director and CEO, Mr. Sandipan Chattopadhyay, briefed members on the business of the company. Other directors present included Mr. Srinivas Koora (Whole-time Director and CFO), Mr. Jaison Jose (Whole-time Director), and Mrs. Vandana Badiany (Independent Director).

A total of 39 members participated through video conferencing, ensuring the requisite quorum was met. The Statutory Auditors and Secretarial Auditors were also present. The independent auditors' report on the company's financial statements was unmodified, with no qualifications or adverse observations noted in the statutory or secretarial audit reports.

Governance and Compliance

The meeting adhered to the provisions of the Companies Act, 2013, and SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015. The proceedings were deemed conducted at the registered office in Bengaluru, serving as the deemed venue. Voting results will be separately intimated to stock exchanges and uploaded on the company's website.

Xelpmoc Design and Tech approved the sale of its equity investment in Woovly India Private Limited for ₹14.58 crore on September 11, 2026. The transaction value was determined based on a valuation report from a registered valuer.

The company’s Audit Committee and Board of Directors authorized the disposal of the equity shares held in the investee company. The total consideration for the sale stands at ₹14,58,36,810.

Transaction Details

The approval was disclosed under Regulation 30 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015. The move reflects a strategic decision to liquidate this specific equity holding.

Vaishali Shetty, Company Secretary and Compliance Officer, signed the disclosure letter addressed to the listing departments of BSE Limited and National Stock Exchange of India Limited.