HandsOn Global Management (HGM) Limited has submitted a postal ballot notice to BSE and NSE seeking shareholder approval for material related party transactions (RPTs) worth US$ 15.95 Million for the financial year 2026-27. The company filed the notice dated February 14, 2026, under Regulation 30 of SEBI (Listing Obligation and Disclosure Requirements) Regulations, 2015.

Transaction Overview

The postal ballot encompasses four ordinary resolutions for material related party transactions with different entities. All transactions are structured as service contracts in the ordinary course of business and at arm's length pricing basis.

Conversion rate considered: 1 US$ = INR 90

E-Voting Schedule

The company has established a comprehensive e-voting timeline for shareholder participation:

Transaction Details and Rationale

The largest transaction involves Aideo Technologies LLC, a wholly owned subsidiary of HGM, providing business support services to HealthAxis Group LLC worth US$ 8.70 Million. HealthAxis Group LLC operates in the United States healthcare sector, offering advanced core administrative processing systems and business process services.

XBP Europe Limited, a UK-based pan-European integrator of bills and payments solutions, represents the second-largest transaction at US$ 6 Million. The company had existing transactions with XBP Europe Limited worth ₹ 39.19 Crores in the current financial year up to the preceding quarter.

SourceHOV LLC and HOVG LLC, both US-based entities specializing in business process outsourcing and technology-enabled services, complete the transaction portfolio. These entities are group companies of Exela Technologies, Inc., in which HGM holds investments.

Regulatory Compliance and Governance

The Audit Committee reviewed and approved all proposed transactions on February 14, 2026, confirming they are in the best interests of the company and shareholders. The Board of Directors subsequently approved the transactions, subject to shareholder consent through the postal ballot process.

All transactions comply with Regulation 23(4) of SEBI Listing Regulations and Section 188 of the Companies Act, 2013. The company has appointed Mr. Prajot Tungare, Practicing Company Secretary, as Scrutinizer for the e-voting process to ensure fair and transparent conduct.

Company Background

HandsOn Global Management (HGM) Limited, formerly known as HOV Services Limited, operates from its registered office in Pune, Maharashtra. The company specializes in business process outsourcing and technology-enabled services, serving clients across multiple geographies including the United States and Europe.

HandsOn Global Management (HGM) Limited has announced its financial results for Q3FY26 ended December 31, 2025, revealing contrasting performance between standalone and consolidated operations. The company's Board meeting held on February 14, 2026, approved the quarterly results and several material related party transactions under Regulation 33 of SEBI LODR Regulations.

Standalone Financial Performance Shows Mixed Results

The company's standalone operations demonstrated strong revenue growth despite reduced profitability. Revenue from operations surged to ₹1,297.22 lakh in Q3FY26 from ₹579.53 lakh in Q3FY25, marking a substantial increase.

Despite the revenue growth, net profit declined significantly to ₹37.60 lakh from ₹132.60 lakh in the corresponding quarter of the previous year. This decrease was primarily attributed to increased employee benefits expense, which rose substantially to ₹1,096.74 lakh from ₹451.50 lakh year-over-year.

Consolidated Operations Report Significant Loss

Consolidated operations painted a challenging scenario, with the company reporting a loss of ₹312.32 lakh in Q3FY26 compared to a profit of ₹132.29 lakh in Q3FY25.

The consolidated loss was primarily driven by significantly higher employee benefits expense of ₹1,364.88 lakh and other expenses of ₹300.99 lakh, compared to ₹451.50 lakh and ₹43.30 lakh respectively in the previous year.

Nine-Month Performance Analysis

For the nine-month period ended December 31, 2025, standalone operations showed improved performance with profit increasing to ₹410.06 lakh from ₹290.06 lakh in the corresponding period of FY25. However, consolidated operations reported a loss of ₹90.08 lakh against a profit of ₹289.45 lakh in the previous year.

Material Related Party Transactions Approved

The Board approved several material related party transactions in the ordinary course of business, subject to shareholder approval through postal ballot:

These transactions will require approval from shareholders through a postal ballot process, with the notice to be sent to shareholders in due course.

Corporate Details and Regulatory Compliance

The company, formerly known as HOV Services Limited, operates under CIN L72200PN1989PLC014448 with its registered office at 3rd Floor, Sharda Arcade, Pune Satara Road, Bibwewadi Pune. The company trades on BSE with scrip code 532761 and on NSE with symbol HGM.

The Board meeting commenced at 9:00 AM and concluded at 9:30 AM on February 14, 2026. The financial results were reviewed by Lodha & Co LLP, the company's auditors, for the reporting period. The company maintained its paid-up equity share capital at ₹1,259.50 lakh with a face value of ₹10 per share.