Birlasoft Limited , a leading global technology services company, has issued a postal ballot notice seeking shareholder approval for the re-appointment of Angan Guha as Chief Executive Officer (CEO) and Managing Director (MD) for an additional two-year term. The proposed re-appointment, if approved, would be effective from December 1, 2025, to November 30, 2027.

Key Details of the Proposed Re-appointment

The postal ballot notice outlines the following terms for Angan Guha's re-appointment:

Compensation Structure and Performance Metrics

The proposed compensation package for Angan Guha includes a mix of fixed and variable components:

1. Fixed Component: Basic salary and allowances ranging from ₹3.06 crore to ₹3.52 crore per annum.
2. Variable Component: Annual performance bonus with a target of ₹1.37 crore, which can go up to 120% based on achievement.
3. Long-term Incentive: Grant of 2,85,000 Performance Stock Units (PSUs) vesting over two years.

The performance parameters for both the variable pay and PSUs are based on:

1. Revenue
2. Earnings Before Interest, Taxes, Depreciation, and Amortization (EBITDA) margin

For the variable pay, a minimum threshold of 90% achievement is required, below which the payout becomes zero. For PSUs, the threshold is set at 80% achievement.

Additional Compensation from Subsidiary

In addition to his role at Birlasoft Limited, Angan Guha also serves as the CEO & MD of Birlasoft Solutions Inc., a wholly-owned subsidiary. His compensation from this subsidiary includes:

• Annual Base Salary: $857,500
• Performance-based incentive: $367,500
• Additional benefits including medical, dental, and 401(k)
• Grant of 665,000 PSUs under Birlasoft Share Incentive Plan

Shareholder Voting and Approval Process

The e-voting period for shareholders to cast their votes on this resolution is scheduled from October 29, 2025, to November 27, 2025. It's important to note that the appointment requires Central Government approval as Angan Guha is not a resident of India.

Corporate Governance Considerations

The re-appointment and remuneration proposal have been recommended by the Nomination and Remuneration Committee and approved by the Board of Directors. The company states that the continued association of Angan Guha would be in the best interest of Birlasoft, citing his knowledge of company affairs and contribution to the company's growth.

Shareholders will need to consider the proposed terms, including the substantial variable component of the compensation package, which aligns with performance-based executive remuneration practices. The requirement for Central Government approval adds an additional layer of scrutiny to the re-appointment process.

As Birlasoft seeks to navigate the competitive global technology services landscape, the decision on Angan Guha's re-appointment could have significant implications for the company's leadership stability and strategic direction in the coming years.

Birlasoft shares jumped over 10% on Thursday, October 23, marking the biggest single-day gain since May 2021. The surge came as a relief to Indian IT firms following the Trump administration's clarification on H-1B visa fees.

Sharp Rise in Trading Volume

The Pune-based IT services company experienced heavy trading, with volumes reaching a four-month high of around 70 lakh shares, significantly above the 20-day average of 2.40 lakh. This surge in trading activity indicates renewed investor interest in the stock.

Technical Breakout

The stock broke above key technical levels, crossing its 50-day moving average at ₹366.00 and 100-day moving average at ₹391.00. This technical breakout could potentially signal further upside for the stock in the near term.

H-1B Visa Fee Clarification

The rally was primarily attributed to relief from the Trump administration's clarification that the $100,000 H-1B visa fee will not apply to:

• F-1 student visa holders
• L-1 intra-company transferees
• Current H-1B visa holders seeking renewals or extensions

This clarification provides significant relief to Indian IT firms, as Indians account for about 70% of all new H-1B visa allocations. Currently, around 300,000 Indian workers are in the US on H-1B visas.

Impact on Indian IT Sector

The H-1B visa program is crucial for Indian IT companies, allowing them to send skilled workers to client sites in the United States. The clarification on visa fees is expected to ease concerns about rising costs and operational challenges for these firms.

Birlasoft's Recent Performance

Despite the recent rally, it's worth noting that Birlasoft stock remains down 32% year-to-date and had fallen 22% in the previous year. This suggests that while the visa news has provided a short-term boost, the company still faces broader challenges in the current market environment.

Company Initiatives

While not directly related to the stock surge, it's noteworthy that Birlasoft recently published its Sustainability Report for the previous fiscal year, themed "Responsible Change, SustAInable Progress." This report showcases the company's ongoing commitment to creating long-lasting value for stakeholders by aligning growth with responsibility, digital transformation with climate consciousness, and business performance with environmental and social positive impact.

As the IT services landscape continues to evolve, investors will be closely watching how companies like Birlasoft navigate regulatory changes, market dynamics, and sustainability initiatives in the coming quarters.