Aditya Infotech Limited has issued a comprehensive postal ballot notice dated February 12, 2026, seeking shareholder approval for six special resolutions that will shape the company's employee compensation framework and governance structure.

Key Resolutions for Shareholder Approval

The postal ballot encompasses several critical corporate actions that require special resolution approval:

Employee Stock Option Plan Details

The company's ESOP ratification represents a significant milestone following its IPO listing on August 5, 2025. The Aditya Infotech Employee Stock Option Plan 2024 covers up to 31,70,100 options convertible into equal number of fully paid-up equity shares with face value of Re. 1/- each.

Key ESOP features include:

• Minimum vesting period: 1 year from grant date
• Maximum vesting period: 4 years from grant date
• Exercise period: Maximum 4 years from each vesting date
• Eligibility: Company employees, directors (excluding independent directors), and group company employees
• Individual limit: No employee can receive options equal to or exceeding 1% of issued capital

Executive Remuneration Revisions

The company proposes substantial remuneration increases for its three executive directors, effective April 1, 2026:

Chairman Hari Shanker Khemka

Managing Director Aditya Khemka

Whole-time Director Ananmay Khemka

Governance and Voting Process

The postal ballot will be conducted exclusively through remote e-voting, with no physical ballot forms distributed. The voting schedule is structured as follows:

Mr. Anuj Gupta (Membership No. A31025), Company Secretary in Practice, has been appointed as the Scrutinizer to conduct the postal ballot process. The company has engaged National Securities Depository Limited (NSDL) for facilitating the remote e-voting process.

Articles of Association Amendment

A significant governance proposal involves inserting Article 102A to formalize Dixon Technologies (India) Limited's nomination rights. Under this provision, Dixon Technologies will retain the right to nominate one director to the board as long as it maintains at least 4% shareholding in the company. This right cannot be transferred to any other entity.

Regulatory Compliance

The ESOP ratification is mandated under Regulation 12 of the SEBI (Share Based Employee Benefits and Sweat Equity) Regulations, 2021, which requires post-listing shareholder approval for employee stock option schemes formulated prior to listing. The remuneration revisions require special resolution approval under Regulation 17(6)(e) of SEBI Listing Regulations, as the aggregate remuneration to promoter executive directors exceeds 5% of net profits.

Shareholders can access the complete postal ballot notice and related documents on the company's website at https://adityagroup.com/ , NSDL's e-voting portal, and stock exchange websites. The company will communicate results to stock exchanges and publish them on relevant platforms within the stipulated timeframe.

Source: None/Company/INE819V01029/9911897b-68a4-43d5-949d-58a2eddeace7.pdf

Dixon Technologies (India) Limited has announced a significant reduction in its shareholding in aditya infotech Limited through open market transactions, as disclosed under SEBI regulations on February 25, 2026. The disposal represents a strategic divestment that has substantially reduced Dixon's stake in the target company.

Transaction Details

The share disposal transaction involved the sale of 44,95,880 equity shares, representing 3.82% of Aditya Infotech's total share capital and 3.75% of the total diluted share capital. The transaction was executed through open market sales on February 25, 2026.

Shareholding Changes

Prior to this disposal, Dixon Technologies held 73,05,805 shares in Aditya Infotech, representing 6.20% of the total voting capital and 6.10% of the total diluted share capital. Following the transaction, Dixon's shareholding has been reduced to 28,09,925 shares.

Regulatory Compliance

The disclosure was made pursuant to Regulation 29(2) of SEBI (Substantial Acquisition of Shares and Takeovers) Regulations, 2011. Dixon Technologies clarified that it does not belong to the promoter or promoter group of Aditya Infotech Limited. The company has filed the necessary disclosures with both BSE Limited and National Stock Exchange of India Limited, where Aditya Infotech shares are listed.

Company Capital Structure

Aditya Infotech Limited's equity share capital remains unchanged at INR 11,77,98,084, comprising 11,77,98,084 equity shares with a face value of INR 1 each. The total diluted share capital stands at INR 11,98,02,254, comprising 11,98,02,254 equity shares with the same face value.

The disclosure was signed by Ashish Kumar, President-Chief Legal Counsel & Group Company Secretary of Dixon Technologies, ensuring compliance with regulatory requirements and maintaining transparency in shareholding changes.