Mindteck (India) Limited has successfully concluded its postal ballot voting process, with shareholders decisively approving the appointment of Mr. Javed Gaya (DIN: 01481518) as a Non-Executive Director of the company. The voting results were announced on March 03, 2026, marking the completion of the e-voting period that commenced following the postal ballot notice dated January 30, 2026.

Voting Results and Participation

The postal ballot witnessed substantial shareholder participation, with the resolution receiving overwhelming support from the voting community. The company had 32,950 total shareholders on the record date of January 23, 2026.

Category-wise Voting Breakdown

The voting results demonstrated strong support across different shareholder categories, with both promoter and public shareholders backing the resolution.

Scrutinizer and Process Details

Gopalakrishnaraj H H from Gopalakrishnaraj H H & Associates served as the appointed scrutinizer for the postal ballot process. The scrutinizer, holding membership number 5654, was appointed by the Board of Directors on January 30, 2026, and submitted the final report on March 03, 2026.

The e-voting process was conducted through Central Depositories Services (India) Limited (CDSL) platform at www.evotingindia.com . In accordance with MCA circulars, the postal ballot notice was sent only in electronic form to members who had registered their email addresses with the company or depository participants.

Resolution Details

The ordinary resolution focused on the appointment of Mr. Javed Gaya as a Non-Executive Director of the company. The promoter and promoter group confirmed they had no interest in this particular agenda item. The voting period concluded at 5:00 p.m. on March 03, 2026, after which the electronic voting report was generated.

Regulatory Compliance

The postal ballot process was conducted in full compliance with Regulation 44 of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, and Section 110 of the Companies Act, 2013. The voting results and scrutinizer's report have been made available on the company's website at www.mindteck.com , ensuring transparency and accessibility for all stakeholders.

The successful completion of this postal ballot process enables Mr. Javed Gaya to assume his role as Non-Executive Director, contributing to the company's board composition and governance structure.

Mindteck (India) Limited announced its unaudited financial results for the quarter and nine months ended December 31, 2025, showing mixed performance with revenue growth offset by exceptional charges impacting profitability. The company also announced the appointment of Mr. Karim Dhanani as Chief Executive Officer.

Standalone Financial Performance

The company's standalone operations demonstrated revenue growth despite profitability challenges. Revenue from operations increased 7.1% year-on-year to Rs 3,843 lakhs in Q3FY26 compared to Rs 3,587 lakhs in Q3FY25. However, net profit declined significantly by 34% to Rs 217 lakhs from Rs 329 lakhs in the corresponding quarter of the previous year.

Impact of New Labour Codes

A significant factor affecting the quarter's performance was the implementation of new Labour Codes. On November 21, 2025, the Government of India notified provisions of the Code on Wages, 2019, the Industrial Relations Code, 2020, the Code on Social Security, 2020, and the Occupational Safety, Health and Working Conditions Code, 2020. These Labour Codes consolidate twenty-nine existing labour laws into a unified framework governing employee benefits.

The company assessed the financial implications of these changes, resulting in an exceptional charge of Rs 530 lakhs. This amount represents increased gratuity liability arising from past service cost and increased leave liability. The company presented this as "Impact of new Labour Codes" under exceptional items, considering its non-recurring nature.

Consolidated Results Overview

On a consolidated basis, the company's performance reflected similar trends. Revenue from operations decreased 3.4% to Rs 10,046 lakhs in Q3FY26 from Rs 10,402 lakhs in Q3FY25. Net profit declined 36% to Rs 505 lakhs compared to Rs 793 lakhs in the previous year quarter.

Nine-Month Performance

For the nine months ended December 31, 2025, standalone performance showed improvement with net profit increasing 5.6% to Rs 1,221 lakhs from Rs 1,156 lakhs in the corresponding period of FY25. Revenue remained relatively stable at Rs 11,273 lakhs compared to Rs 11,648 lakhs in the previous year.

Consolidated nine-month results showed revenue declining 5.3% to Rs 30,339 lakhs from Rs 32,040 lakhs, while net profit decreased 2.4% to Rs 2,136 lakhs from Rs 2,188 lakhs in the previous year.

Geographical Revenue Distribution

The company's consolidated revenue from external customers showed varied performance across geographical segments:

Leadership Appointment

Mindteck announced the appointment of Mr. Karim Dhanani as Chief Executive Officer, in addition to his current position as CEO of Mindteck, Inc. Mr. Dhanani brings over 30 years of experience in the global Banking, Financial Services and Insurance (BFSI) industry. A graduate of New York University's Stern School of Business, he began his career at AIG in 1983 and held various senior roles across finance, operations, business development, and strategy organizations.

Prior to joining Mindteck, Mr. Dhanani served as a Consultant – Finance at RGP and held the position of Assistant Vice President – Finance at Assurant. At AIG, he held multiple senior leadership roles including Director – Finance Zone (South), Excellence Director – Operations, and Director – Financial Planning & Analysis.

Corporate Developments

During the nine months ended December 31, 2025, the company witnessed several corporate actions. A total of 42,000 ESOPs were exercised by employees under various Mindteck Employee Stock Option Schemes, resulting in an increase in equity share capital by Rs 4.2 lakhs and securities premium account by Rs 53 lakhs. Additionally, 70,000 ESOPs were granted under the ESOP Scheme 2008 while 41,666 ESOPs were forfeited.

The company also amended the objectives of the Mindteck Employees Welfare Trust to include employee welfare activities following the winding-up of the ESOP Scheme 2020, effective from November 12, 2024. The Trust's financials were merged with the company's standalone financial statements from this date.

Management Commentary

Chairman Mr. Javed Gaya commented on the quarter's performance, noting that the company reported lower-than-expected revenue primarily due to the transitional phase of the leadership team. He emphasized that while some short-term disruptions were inevitable during the onboarding of new executives, this period has strengthened the company's foundations for the future. The company remains committed to boosting profitability through targeted cost-cutting initiatives, efficiency enhancements, and optimization of resource allocation while prioritizing higher-margin revenue channels.