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Mindteck (India) Ltd Board/Management Information 2025

May 23, 2025

60261_rns_2025-05-23_66eedf07-b730-45d4-a28d-fd9c770f4f4d.pdf

Board/Management Information

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==> picture [122 x 27] intentionally omitted <==

Mindteck (India) Limited (CIN: L30007KA1991PLC039702) Regd. Office: AMR Tech Park, Block 1, 3rd Floor #664, 23/24, Hosur Road, Bommanahalli Bengaluru - 560068. India

Tel: +91 80 4154 8000/4154 8300 Fax: +91 80 4112 5813

www.mindteck.com

Ref: MT/SG/2025-26/07

May 23, 2025

Scrip Code: ‘517344’ Symbol: “Mindteck”

To, To, BSE Limited National Stock Exchange of India Limited Phiroze Jeejeebhoy Towers, Exchange Plaza, C-1, Block G, Dalal Street, Bandra Kurla Complex, Mumbai- 400001. Bandra (E), Mumbai – 400 051.

Dear Sirs/Madam,

Subject: Outcome of Board Meeting Pursuant to Regulation 30 read with Schedule III of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 held on May 23, 2025, commenced at 01:30 p.m. IST and concluded at 05:30 p.m. IST.

The Board of Directors have, inter alia, considered and approved the following in addition to the Audited Financial Results for the Quarter and Year ended March 31, 2025:

1. Approval of Final Dividend for the FY 2024-25

The Board of Directors have recommended a Dividend of 10% (Re. 1 per equity share of Rs. 10 each) for FY 2024-25, subject to the approval of the Shareholders.

2. Appointment of Chief Financial Officer

The Board of Directors has appointed Mr. Santosh Nandiyath, Interim Chief Financial Officer, as the Chief Financial Officer of the Company w.e.f. May 24, 2025. The details under Regulation 30 of SEBI (LODR) Regulations, 2025, read with SEBI Circular SEBI/HO/CFD/CFD-PoD-1/P/CIR/2023/123 dated July 13, 2023, is attached herewith as Annexure-1 .

3. Appointment of Secretarial Auditor

The Board has appointed Mr. S Kannan, a practicing Company Secretary and a fellow member of Institute of Company Secretaries of India, holding Certificate of Practice Number: 13016, and holds a valid peer review certificate, as the Secretarial Auditor of the Company for a period of five (5) years from the FY 2025-26. The details under Regulation 30 of SEBI Listing Regulations, read with SEBI Circular SEBI/HO/CFD/CFD-PoD-1/P/CIR/2023/123 dated July 13, 2023, is attached herewith as Annexure-2 .

4. Re-appointment of Internal Auditor

The Board has re-appointed Vasan & Sampath LLP (LLPIN: AAJ-7762) as the Internal Auditor of the Company for the FY 2025-26. The details under Regulation 30 of SEBI Listing Regulations, read with SEBI Circular SEBI/HO/CFD/CFD-PoD1/P/CIR/2023/123 dated July 13, 2023, is attached herewith as Annexure-3 .

5. Grant of ESOP

The Board of Directors have granted 70,000 options under Mindteck Employee Stock Option Scheme 2008 to the eligible employees at Rs. 229.72 being the closing price of the previous day of the NSE.

UNITED STATES INDIA SINGAPORE MALAYSIA BAHRAIN UNITED KINGDOM

==> picture [122 x 27] intentionally omitted <==

Mindteck (India) Limited (CIN: L30007KA1991PLC039702) Regd. Office: AMR Tech Park, Block 1, 3rd Floor #664, 23/24, Hosur Road, Bommanahalli Bengaluru - 560068. India

Tel: +91 80 4154 8000/4154 8300 Fax: +91 80 4112 5813

www.mindteck.com

6. Change in the Relieving Date of Anand Balakrishnan, Managing Director and CEO

With reference to our earlier communication (Letter No. MT/SG/2024-25/65 dated March 04, 2025), wherein the relieving date of Mr. Anand Balakrishnan, Managing Director & Chief Executive Officer, was stated as May 31, 2025, we wish to inform you that the Board of Directors has approved a revision in the said date. Accordingly, Mr. Anand Balakrishnan will now be relieved from his duties with effect from the close of business hours on May 26, 2025.

You are requested to take the above intimation on record and acknowledge.

Thanking you,

Yours Truly,

For Mindteck (India) Limited

Sathya Raja G

Digitally signed by Sathya Raja G Date: 2025.05.23 17:41:14 +05'30'

Sathya Raja G.

AVP, Legal and Company Secretary

UNITED STATES INDIA SINGAPORE MALAYSIA BAHRAIN UNITED KINGDOM

==> picture [122 x 27] intentionally omitted <==

Mindteck (India) Limited (CIN: L30007KA1991PLC039702) Regd. Office: AMR Tech Park, Block 1, 3rd Floor #664, 23/24, Hosur Road, Bommanahalli Bengaluru - 560068. India

Tel: +91 80 4154 8000/4154 8300 Fax: +91 80 4112 5813

www.mindteck.com

Annexure-1

Disclosures under Regulation 30 of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 and SEBI Circular SEBI/HO/CFD/CFD-PoD-1/P/CIR/2023/123 dated July 13, 2023.

Sl.
No.
Particulars Details
1. Reason for change i.e.,
appointment~~/~~
~~reappointment/~~
~~resignation, removal, death~~
~~or otherwise~~.
Mr. Santosh Nandiyath has been appointed as the Chief Financial
Officer (CFO) of the Company w.e.f. May 24, 2025.
2. Date
of
appointment~~/~~
~~reappointment / cessation~~
and Term of Appointment
Appointed on May 23, 2025 w.e.f. May 24, 2025.
3. Brief profile in case of
appointment
Mr. Santosh Nandiyath, a Chartered Accountant with 15 years of
experience in audit, financial reporting, and budgeting. Santosh has
worked with renowned firms such as Deloitte and Ernst & Young (EY)
GDS. His career highlights include roles at CitiusTech and Altisource,
where he demonstrated strong capabilities in financial management
and systems integration.
4. Disclosure of relationship
between Directors (in case
of appointment of Director)
Not Applicable
5. Date and Time of Material
Event
From the closing hours of May 23, 2025

UNITED STATES INDIA SINGAPORE MALAYSIA BAHRAIN UNITED KINGDOM

==> picture [122 x 27] intentionally omitted <==

Mindteck (India) Limited (CIN: L30007KA1991PLC039702) Regd. Office: AMR Tech Park, Block 1, 3rd Floor #664, 23/24, Hosur Road, Bommanahalli Bengaluru - 560068. India

Tel: +91 80 4154 8000/4154 8300 Fax: +91 80 4112 5813

www.mindteck.com

Annexure-2

Disclosures under Regulation 30 of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 and SEBI Circular SEBI/HO/CFD/CFD-PoD-1/P/CIR/2023/123 dated July 13, 2023.

Sl.
No.
Particulars Details
1. Reason for change i.e.,
appointment~~/~~
~~reappointment/~~
~~resignation, removal, death~~
~~or otherwise~~.
Mr. S Kannan, a practicing Company Secretaryhas been appointed as
the Secretarial Auditor of the Company for a term of five (5) years
from the FY 2025-26.
2. Date
of
appointment~~/~~
~~reappointment / cessation~~
and Term of Appointment
Appointed on May 23, 2025, for a term of 5 years from the FY 2025-
26.
3. Brief profile in case of
appointment
S Kannan And Associates is a Consultant Company Secretaries Firm
operating from Bangalore, established in the year 2014. S Kannan
And Associates is represented by Mr. S Kannan, a Fellow Member of
the Institute of Company Secretaries of India. Mr. S Kannan has over
30 years of work experience in sectors such as Banking, Data
Management, IT Enabled Services, etc. He was the Head of Registry
Division of a leading Registrar in India at Bangalore for well over 13
years and closely worked with several listed companies for over two
decades. Prior to taking up Practice, he was working with a Company
listed with Bombay Stock Exchange, as Company Secretary &
Compliance Officer and Head Legal between 2008 and 2013.
4. Disclosure of relationship
between Directors (in case
of appointment of Director)
Not Applicable
5. Date and Time of Material
Event
From the closing hours of May 23, 2025

UNITED STATES INDIA SINGAPORE MALAYSIA BAHRAIN UNITED KINGDOM

==> picture [122 x 27] intentionally omitted <==

Mindteck (India) Limited (CIN: L30007KA1991PLC039702) Regd. Office: AMR Tech Park, Block 1, 3rd Floor #664, 23/24, Hosur Road, Bommanahalli Bengaluru - 560068. India

Tel: +91 80 4154 8000/4154 8300 Fax: +91 80 4112 5813

www.mindteck.com

Annexure-3

Disclosures under Regulation 30 of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 and SEBI Circular SEBI/HO/CFD/CFD-PoD-1/P/CIR/2023/123 dated July 13, 2023.

Sl.
No.
Particulars Details
1. Reason for change i.e.,
appointment~~/~~
~~reappointment/~~
~~resignation, removal, death~~
~~or otherwise~~.
Vasan & Sampath LLP (LLPIN: AAJ-7762) has been re-appointed as the
Internal Auditor of the Company for the FY 2025-26.
2. Date
of
appointment~~/~~
~~reappointment / cessation~~
and Term of Appointment
Appointed on May 23, 2025 and term is 1 year.
3. Brief profile in case of
appointment
Vasan & Sampath is a Bangalore-based firm of Chartered
Accountants that was setup in 1970. They serve the business needs
of clients of all sizes, in various sectors. Their multi-faceted practice is
driven by the need to be seen by each client as valued and trusted
advisors rather than an external agency that helps stay within the
letter of the law.
4. Disclosure of relationship
between Directors (in case
of appointment of Director)
Not Applicable
5. Date and Time of Material
Event
From the closing hours of May 23, 2025

UNITED STATES INDIA SINGAPORE MALAYSIA BAHRAIN UNITED KINGDOM