Hexaware Technologies MD, chairman, board of directors and AGM
NSE: HEXTBSE: 544362IT - SoftwareSmall Cap
Share price at the NSE close on 23 Oct 2026. Previous close ₹591.45.
- Next results date: the board meets on 28 Oct 2026 to consider: financial results.
- Market capMarket capitalisation. Share price times the number of shares: what the whole company is worth at the day's price. The rank is by average market value over the six months to Jun 2026, among listed companies.
- ₹36,099 Cr254th largest listed
- P/EPrice to earnings, trailing. Market cap divided by the profit of the last twelve months (the latest four quarters, or two half years for a company that reports half-yearly) that belongs to the company's own shareholders, after the share of the other owners of its subsidiaries: what investors pay for each rupee of a year's profit. The filing of 29 Jul 2026
- 26.9
- P/BPrice to book. Market cap divided by the net worth that belongs to the company's own shareholders, its assets less everything it owes and less the other owners' share of its subsidiaries, on its latest balance sheet. The filing of 29 Jul 2026
- 5.4
- Dividend yieldDividend yield. Dividends paid per share in the twelve months to the day, as a percentage of the day's share price.
- 1.44%
- ROEReturn on equity. Profit over the last twelve months (the latest four quarters, or two half years for a company that reports half-yearly) that belongs to the company's own shareholders, as a percentage of their net worth, the money they have in the business. Net worth is the average of the latest balance sheet and the one a year before it. The filing of 29 Jul 2026
- 21.5%
- ROCEReturn on capital employed. Operating profit after depreciation (revenue less operating expenses and depreciation, without other income and one-off items) as a percentage of all the money the business runs on: the whole group's net worth, the other owners of its subsidiaries included, plus borrowings. Lease liabilities are not counted: the results filings do not state them. The profit is over the last twelve months (the latest four quarters, or two half years for a company that reports half-yearly); net worth and borrowings are on the latest balance sheet. The filing of 29 Jul 2026
- 26.4%
- Debt to equityDebt to equity. Borrowings divided by the whole group's net worth, the other owners of its subsidiaries included: rupees borrowed for each rupee of equity in the business. Lease liabilities are not counted: the results filings do not state them. From the balance sheet at the end of Jun 2026. The filing of 29 Jul 2026
- 0.00
- Volume, NSEVolume. Shares traded on the last trading day; delivery is the part buyers kept rather than sold again the same day.
- 6,24,43041.7% delivered
Hexaware Technologies board of directors
At the end of the quarter to Sep 2026, as the company filed it; changes since are in its announcements.Their trades in its shares
- ChairpersonJOSEPH MCLAREN QUINLAN
- Company Secretary and Compliance OfficerGunjan Methi
9 directors3 independent1 executive5 non-executive
- JOSEPH MCLAREN QUINLAN · ChairpersonIndependent · joined Feb 2022 · 60 months as independent · 1 listed board · 1 as independent
- JULIUS MICHAEL GENACHOWSKINon-executive · joined Nov 2021 · 0 months as independent · 1 listed board
- SANDRA JOY HORBACHNon-executive · joined Nov 2021 · 0 months as independent · 1 listed board
- LUCIA DE FATIMA SOARESNon-executive · joined Nov 2021 · 0 months as independent · 1 listed board
- NEERAJ BHARADWAJNon-executive · joined Nov 2021 · 0 months as independent · 2 listed boards · 1 as independent · 1 committee seat
- KAPIL MODINon-executive · joined Nov 2021 · 0 months as independent · 1 listed board · 1 committee seat
- SUKANYA KRIPALUIndependent · joined Aug 2024 · 36 months as independent · 7 listed boards · 7 as independent · 8 committee seats, 1 as chair
- ALOK CHANDRA MISRAIndependent · joined Feb 2026 · 36 months as independent · 4 listed boards · 4 as independent · 1 committee seat, 4 as chair
- SRIKRISHNA RAMAKARTHIKEYANExecutive · joined Oct 2014 · reappointed Mar 2023 · 60 months as independent · 1 listed board
An independent director has no business or family tie to the company, its promoters or its managers beyond the seat. Listed boards counts the boards of listed companies the director sits on, this one included, and "as independent" how many of those seats are independent ones. Committee seats are audit and stakeholder committee seats across those companies. Months as independent is filed for independent directors only, whose terms the rules cap. Disqualified is the company's own mark that a director may not serve under company law.
3 directors who left
- MILIND SARWATE, left 24 Apr 2026: Tenure Completion
- SHAWN ALBERT DEVILLA, left 22 Apr 2026: Others
- VIVEK SHARMA, left 23 Feb 2026: Others
Committees and meetings
Who sits on each, and how often they met.Board meeting notices and outcomes
Board
- 2 Sep 20268 of 9 present3 independent · 34 days in between
- 29 Jul 20268 of 9 present3 independent · 69 days in between
- 20 May 20267 of 9 present2 independent · 13 days in between
- 6 May 20268 of 9 present3 independent · 33 days in between
1 earlier meeting
- 2 Apr 202611 of 11 present4 independent
Audit Committee
Chair ALOK CHANDRA MISRA
SUKANYA KRIPALU, KAPIL MODI
- 28 Jul 20263 of 3 present2 independent · 82 days in between
- 6 May 20263 of 3 present2 independent
Nomination and remuneration committee
Chair SUKANYA KRIPALU
JOSEPH MCLAREN QUINLAN, KAPIL MODI, ALOK CHANDRA MISRA
- 30 Sep 20263 of 4 present3 independent · 27 days in between
- 2 Sep 20263 of 4 present3 independent · 125 days in between
- 29 Apr 20263 of 4 present2 independent
Stakeholders Relationship Committee
Chair SUKANYA KRIPALU
KAPIL MODI, NEERAJ BHARADWAJ
No meeting listed in the filing.
Risk Management Committee
Chair JOSEPH MCLAREN QUINLAN
KAPIL MODI, ALOK CHANDRA MISRA
No meeting listed in the filing.
Corporate Social Responsibility Committee
Chair JOSEPH MCLAREN QUINLAN
NEERAJ BHARADWAJ, JULIUS MICHAEL GENACHOWSKI
No meeting listed in the filing.
ESG Committee
Chair ALOK CHANDRA MISRA
SUKANYA KRIPALU, NEERAJ BHARADWAJ
No meeting listed in the filing.
Meetings in the quarter filed and the one before it. The days in between are as the company files them, neither meeting's day counted; the rules allow at most 120. A quorum is the least number of members who must attend for the meeting to decide anything.
Statutory auditor
Named in the results for the quarter to Mar 2026.
- BSR & Co. LLPPeer-review certificate valid to Jul 2028
1 earlier auditor
- B S R & Co LLPNamed in the filing for the quarter to Mar 2025
A statutory auditor checks the company's accounts and signs its results. Peer review is the accountants' institute's check of an audit firm's own work, which a listed company's auditor must hold a valid certificate of.
Hexaware Technologies AGM and shareholder votes
Each resolution, how the votes went, and how institutions voted apart from the promoters. A postal ballot is a vote by post or online, held without a meeting.Hexaware Technologies dividend history
Postal ballot, 9 Oct 2026
1,23,264 shareholders on the register on 2 Sep 2026; votes counted by Mr.SN Viswanathan / Mr. SN Ananthasubramanian and Co.The company's voting result (opens in a new tab)
- Approval of the Hexaware Restricted Stock Unit Plan 2026 (RSU Plan)of the Company through the trust routeSpecial84.59% for15.41% against
Against: promoters 0.00% · institutions 77.50% · other public 0.25%
Turnout: all 93.81% · promoters 100.00% · institutions 95.90% · other public 13.72%
- Approval of extension of benefits under Hexaware Restricted Stock UnitPlan 2026 (RSU Plan) to the employees of Subsidiary CompaniesSpecial84.59% for15.41% against
Against: promoters 0.00% · institutions 77.50% · other public 0.27%
Turnout: all 93.81% · promoters 100.00% · institutions 95.90% · other public 13.72%
- Approval for implementation of the Hexaware Restricted Stock Unit Plan 2026 (RSU Plan) through the trust routeSpecial84.59% for15.41% against
Against: promoters 0.00% · institutions 77.50% · other public 0.24%
Turnout: all 93.81% · promoters 100.00% · institutions 95.90% · other public 13.72%
- Approval for acquisition of shares of the Company by the Hexaware Employee Benefit Trust (Trust) by Secondary acquisition for the purposes of the Hexaware Restricted Stock Unit Plan 2026Special84.59% for15.41% against
Against: promoters 0.00% · institutions 77.50% · other public 0.25%
Turnout: all 59.64% · promoters 100.00% · institutions 95.90% · other public 1.35%
- Approval of the amendment of the existing Employee Stock option Plan of the Company i.e. the Hexaware Employees Stock Option Plan 2024 ( ESOP Plan)Special84.59% for15.41% against
Against: promoters 0.00% · institutions 77.50% · other public 0.25%
Turnout: all 93.81% · promoters 100.00% · institutions 95.90% · other public 13.72%
- Approval of the amendment of the existing Employee Stock Option Plan of the Company i.e Hexaware Employees Stock option Plan 2024 (ESOP Plan)Special85.64% for14.36% against
Against: promoters 0.00% · institutions 72.18% · other public 0.81%
Turnout: all 60.04% · promoters 100.00% · institutions 95.90% · other public 1.37%
in excessApproval of the grant, issue and allotment of stock options under the Hexaware Employees Stock Option Plan 2024 (ESOP Plan) Hexaware Restricted Stock Unit Plan 1016(RSU Plan) and or any other share based employee Schemes of the Company, equal to or in excess of 1% of the issued paid up equity share capital of the CompanyMoreLess
Special85.07% for14.93% againstAgainst: promoters 0.00% · institutions 75.05% · other public 0.80%
Turnout: all 59.64% · promoters 100.00% · institutions 95.90% · other public 1.35%
- Approval to the amendment to the incentive payment agreement with Mr. R.SrikrishnaOrdinary59.88% for40.12% against
Against: promoters 0.00% · institutions 41.95% · other public 0.29%
Turnout: all 19.51% · promoters 0.00% · institutions 95.90% · other public 13.72%
For and against are per cent of the votes cast. Turnout is the votes cast as a per cent of the shares each group holds. Institutions are funds, insurers, banks and foreign investors. An ordinary resolution passes with more than half the votes cast, a special one with at least three quarters.
Annual general meeting, 5 May 2026, 5 resolutions
1,27,102 shareholders on the register on 28 Apr 2026; present: 2 promoters and 188 others; votes counted by SN Viswanathan / SN ANANTHASUBRAMANIAN AND CO.The company's voting result (opens in a new tab)
To receive, consider and adopt the Audited Standalone Financial Statements and Audited Consolidated Financial Statements of the Company for the year ended 31st December, 2025 together with the Reports of the Board of Directors and Auditors thereonMoreLess
Ordinary100.00% for0.00% againstAgainst: promoters 0.00% · institutions 0.01% · other public 0.45%
Turnout: all 92.80% · promoters 100.00% · institutions 96.06% · other public 0.38%
- To confirm payment of Interim Dividends of INR 11.50 on equity shares of INR 1 each for the year 2025Ordinary100.00% for0.00% against
Against: promoters 0.00% · institutions 0.00% · other public 0.27%
Turnout: all 92.80% · promoters 100.00% · institutions 96.06% · other public 0.38%
- Re-appointment of Mr. Julius Michael Genachowski (DIN: 09365873), who retires by rotation, and being eligible, seeks re-appointmentOrdinary99.07% for0.93% against
Against: promoters 0.00% · institutions 4.64% · other public 20.29%
Turnout: all 92.80% · promoters 100.00% · institutions 96.06% · other public 0.38%
- Re-appointment of Mr. Kapil Modi (DIN: 07055408), who retires by rotation, and being eligible, seeks re-appointmentOrdinary98.87% for1.13% against
Against: promoters 0.00% · institutions 5.70% · other public 0.00%
Turnout: all 92.79% · promoters 100.00% · institutions 96.06% · other public 0.38%
- Appointment of Mr. Alok Chandra Misra (DIN: 01542028) as a Non-Executive Independent Director for term of three consecutive yearsSpecial100.00% for0.00% against
Against: promoters 0.00% · institutions 0.00% · other public 0.00%
Turnout: all 92.79% · promoters 100.00% · institutions 96.06% · other public 0.38%
For and against are per cent of the votes cast. Turnout is the votes cast as a per cent of the shares each group holds. Institutions are funds, insurers, banks and foreign investors. An ordinary resolution passes with more than half the votes cast, a special one with at least three quarters.
Annual general meeting, 30 Apr 2025, 14 resolutions
1,22,864 shareholders on the register on 23 Apr 2025; present: 1 promoter and 55 others; votes counted by MALATI KUMAR / S.N. ANANTHASUBRAMANIAN & CO.The company's voting result (opens in a new tab)
- ADOPTION OF FINANCIAL STATEMENTSOrdinary100.00% for0.00% against
Against: promoters 0.00% · institutions 0.00% · other public 0.00%
Turnout: all 93.36% · promoters 100.00% · institutions 89.47% · other public 19.37%
- TO CONFIRM PAYMENT OF INTERIM DIVIDENDOrdinary100.00% for0.00% against
Against: promoters 0.00% · institutions 0.00% · other public 0.00%
Turnout: all 93.36% · promoters 100.00% · institutions 89.47% · other public 19.37%
- RE-APPOINTMENT OF MR. SHAWN ALBERT DEVILLAOrdinary100.00% for0.00% against
Against: promoters 0.00% · institutions 0.00% · other public 0.01%
Turnout: all 93.36% · promoters 100.00% · institutions 89.47% · other public 19.37%
- REAPPOINTMENT OF MR. NEERAJ BHARADWAJOrdinary98.83% for1.17% against
Against: promoters 0.00% · institutions 6.20% · other public 0.01%
Turnout: all 93.36% · promoters 100.00% · institutions 89.47% · other public 19.37%
- TO CONSIDER AND APPROVE AMENDMENTS TO 'HEXAWARE EMPLOYEES STOCK OPTION PLAN' ("ESOP 2024"/ "PLAN")Special86.73% for13.27% against
Against: promoters 0.00% · institutions 70.61% · other public 0.01%
Turnout: all 93.34% · promoters 100.00% · institutions 89.36% · other public 19.37%
- RATIFICATION OF THE ‘HEXAWARE EMPLOYEES STOCK OPTION PLAN 2024’ (“ESOP 2024”/ “PLAN”)Special86.73% for13.27% against
Against: promoters 0.00% · institutions 70.61% · other public 0.01%
Turnout: all 93.34% · promoters 100.00% · institutions 89.36% · other public 19.37%
RATIFICATION OF THE EXTENSION OF THE BENEFITS OF EMPLOYEE STOCK OPTIONS TO THE EMPLOYEES OF SUBSIDIARY COMPANY(IES) OF THE COMPANY UNDER ‘HEXAWARE EMPLOYEES STOCK OPTION PLAN 2024’ (“ESOP 2024”/ “PLAN”)MoreLess
Special86.73% for13.27% againstAgainst: promoters 0.00% · institutions 70.61% · other public 0.01%
Turnout: all 93.34% · promoters 100.00% · institutions 89.36% · other public 19.37%
- RATIFICATION FOR IMPLEMENTATION OF THE ‘HEXAWARE EMPLOYEES STOCK OPTION PLAN 2024’ THROUGH TRUST ROUTESpecial86.73% for13.27% against
Against: promoters 0.00% · institutions 70.61% · other public 0.01%
Turnout: all 93.34% · promoters 100.00% · institutions 89.36% · other public 19.37%
- RATIFICATION FOR ACQUISITION OF SHARES OF THE COMPANY BY HEXAWARE EMPLOYEES STOCK OPTION TRUST 2024 (“TRUST”) FOR THE PURPOSES OF THE ‘HEXAWARE EMPLOYEES STOCK OPTION PLAN 2024’Special86.73% for13.27% against
Against: promoters 0.00% · institutions 70.61% · other public 0.01%
Turnout: all 93.34% · promoters 100.00% · institutions 89.36% · other public 19.37%
- APPROVAL FOR ACQUISITION OF SHARES OF THE COMPANY BY HEXAWARE EMPLOYEES STOCK OPTION TRUST 2024 (“TRUST”) BY SECONDARY ACQUISTION FOR THE PURPOSES OF THE ‘HEXAWARE EMPLOYEES STOCK OPTION PLAN 2024’Special86.73% for13.27% against
Against: promoters 0.00% · institutions 70.61% · other public 0.01%
Turnout: all 93.34% · promoters 100.00% · institutions 89.36% · other public 19.37%
RATIFICATION OF THE APPROVAL ON PROVISION OF MONEY BY THE COMPANY FOR SUBSCRIPTION AND/ OR PURCHASE OF THE SHARES OF THE COMPANY BY THE TRUST FOR THE BENEFIT OF EMPLOYEES UNDER THE ‘HEXAWARE EMPLOYEES STOCK OPTION PLAN 2024’ (“ESOP 2024”/ “PLAN”)MoreLess
Special86.73% for13.27% againstAgainst: promoters 0.00% · institutions 70.61% · other public 0.01%
Turnout: all 93.34% · promoters 100.00% · institutions 89.36% · other public 19.37%
- APPOINTMENT OF SECRETARIAL AUDITOROrdinary98.62% for1.38% against
Against: promoters 0.00% · institutions 7.33% · other public 0.01%
Turnout: all 93.36% · promoters 100.00% · institutions 89.47% · other public 19.37%
- APPROVAL OF INCENTIVE PAYMENT AGREEMENT WITH MR. R. SRIKRISHNA, CEO AND EXECUTIVE DIRECTOROrdinaryPromoters have an interest in it65.54% for34.46% against
Against: promoters 0.00% · institutions 35.77% · other public 0.02%
Turnout: all 18.20% · promoters 0.00% · institutions 89.36% · other public 11.69%
- APPROVAL OF INCENTIVE PAYMENT AGREEMENTS WITH OTHER EMPLOYEESOrdinaryPromoters have an interest in it65.13% for34.87% against
Against: promoters 0.00% · institutions 35.85% · other public 0.02%
Turnout: all 18.05% · promoters 0.00% · institutions 89.47% · other public 8.70%
For and against are per cent of the votes cast. Turnout is the votes cast as a per cent of the shares each group holds. Institutions are funds, insurers, banks and foreign investors. An ordinary resolution passes with more than half the votes cast, a special one with at least three quarters.
How mutual funds voted
Fund houses must disclose how they vote at every meeting of a company they hold.Funds that hold it
Mutual fund votes, meeting of 5 May 2026, 23 fund houses
To receive, consider and adopt the Audited Standalone Financial Statements and Audited Consolidated Financial Statements of the Company for the year ended 31st December, 2025 together with the Reports of the Board of Directors and Auditors thereonMoreLess
23 for0 against- To confirm payment of Interim Dividends of INR 11.50 on equity shares of INR 1 each for the year 202523 for0 against
- Re-appointment of Mr. Julius Michael Genachowski (DIN: 09365873), who retires by rotation, and being eligible, seeks re-appointment23 for0 against
- Re-appointment of Mr. Kapil Modi (DIN: 07055408), who retires by rotation, and being eligible, seeks re-appointment23 for0 against
- Appointment of Mr. Alok Chandra Misra (DIN: 01542028) as a Non-Executive Independent Director for term of three consecutive years23 for0 against
Mutual fund votes, meeting of 30 Apr 2025, 14 fund houses
Each resolution counts the houses whose vote was matched to it; the rest are listed last.
- ADOPTION OF FINANCIAL STATEMENTS14 for0 against
- TO CONFIRM PAYMENT OF INTERIM DIVIDEND14 for0 against
- RE-APPOINTMENT OF MR. SHAWN ALBERT DEVILLA14 for0 against
- REAPPOINTMENT OF MR. NEERAJ BHARADWAJ14 for0 against
- TO CONSIDER AND APPROVE AMENDMENTS TO 'HEXAWARE EMPLOYEES STOCK OPTION PLAN' ("ESOP 2024"/ "PLAN")
Against Axis Mutual Fund, Edelweiss Mutual Fund, Franklin Templeton Mutual Fund, HDFC Mutual Fund, HSBC Mutual Fund, Kotak Mahindra Mutual Fund, Mirae Asset Mutual Fund, Motilal Oswal Mutual Fund, PGIM India Mutual Fund, SBI Mutual Fund, UTI Mutual Fund
- Axis Mutual Fund, SBI Mutual FundThe company was listed on 19 February 2025. Accordingly, with a view to providing greater flexibility to the Trust in administering the Plan, the company proposes amendments to ESOP 2024 to enable secondary acquisitions by the Trust (in addition to existing option of direct shar issuance to the trust) and incorporate more detailed provisions to provide better clarity on the manner of implementation of cashless exercise. While we recognise the proposed amendments are largely operational and give flexibility to the trust for administering the ESOP 2024, our view on this resolution is linked to our view on resolution #6. As we are unable to support the ratification of ESOP 2024 in resolution #6, we do not support the amendments to the Plan proposed in this resolution. We do not support the resolution.
- Edelweiss Mutual Fund, Motilal Oswal Mutual FundInter-linkage with Resolution #6.
- Franklin Templeton Mutual FundA vote AGAINST this resolution is warranted because: • The scheme provides flexibility for grant of stock options with an exercise price, at a discount to the prevailing market price. • Although, the vesting may be performance based, there is no disclosure on the performance metrics, weights, targets and threshold for determining the vesting outcome.
- HDFC Mutual FundLack of clarity on the pricing of ESOPS. We do not support the resolution.
- HSBC Mutual FundThe scheme provides flexibility for grant of stock options with an exercise price, at a discount to the prevailing market price. Although, the vesting may be performance based, there is no disclosure on the performance metrics, weights, targets and threshold for determining the vesting outcome
- Kotak Mahindra Mutual FundThe Company is seeking shareholders approval to accept the amended clauses under Hexaware Employees Stock Option Plan 2024. The proposed amendments are to allow the Company to grant ESOPs through Trust Route, thereby making changes to allow the Trust to make Secondary Acquisition of Shares as well as grant of shares to the Trust by the Company. However, our view is linked to resolution #6. Hence voting against.
- Mirae Asset Mutual FundWe do not favour schemes where the exercise price is at a significant discount to market price.
- PGIM India Mutual FundInter-Linked with Resolution #6.
- UTI Mutual FundWhile we recognise the proposed amendments are largely operational and give flexibility to the trust for administering the ESOP 2024, our view on this resolution is linked to our view on resolution #6. As we are unable to support the ratification of ESOP 2024 in resolution #6, we do not support the amendments to the Plan proposed in this resolution. We do not support the resolution.
3 for11 against - RATIFICATION OF THE ‘HEXAWARE EMPLOYEES STOCK OPTION PLAN 2024’ (“ESOP 2024”/ “PLAN”)
Against Axis Mutual Fund, Edelweiss Mutual Fund, Franklin Templeton Mutual Fund, HDFC Mutual Fund, HSBC Mutual Fund, Kotak Mahindra Mutual Fund, Mirae Asset Mutual Fund, Motilal Oswal Mutual Fund, PGIM India Mutual Fund, SBI Mutual Fund, UTI Mutual Fund
- Axis Mutual Fund, SBI Mutual Fund, UTI Mutual FundIn May 2024, Hexaware Global Limited’s ESOP plan was cancelled and was replaced by granting options of Hexaware Technologies Limited under Hexaware Employees Stock Option Plan 2024 (ESOP 2024). The vesting for options could be time-based or performance-based. Under the scheme, exercise price will be determined by the Nomination and Remuneration Committee (NRC). We do not favour schemes where the exercise price is fixed or at a significant discount (>20%) to market price since stock options are ‘pay at risk’ options that employees accept at the time of grant. In the case of deeply discounted options, there is no alignment between the interests of investors and those of employees. Further, vesting of options can be a combination of continuous employment with the company or on the bases of performance parameters as determined by NRC. We make an exception for discounted options in cases where the vesting of such options is mandatorily linked to pre-defined performance parameters and the company has disclosed the targets for such parameters. Since there is no clarity on the exercise price and vesting criteria of options to be granted, we do not support the scheme. Thus we do not support the resolution.
- Edelweiss Mutual Fund, Motilal Oswal Mutual FundNon-Compliant with SEBI (SBEB & SE) Regulations: Non-Disclosure of Exercise Price / Pricing Formula; Absolute Discretion to NRC to determine Exercise Price. Non-Disclosure of Exercise Period & Vesting Period as per SEBI Regulations; NRC discretion to determine maximum period of Vesting.
- Franklin Templeton Mutual FundA vote AGAINST this resolution is warranted because: • The scheme provides flexibility for grant of stock options with an exercise price, at a discount to the prevailing market price. • Although, the vesting may be performance based, there is no disclosure on the performance metrics, weights, targets and threshold for determining the vesting outcome.
- HDFC Mutual FundLack of clarity on the pricing of ESOPS. We do not support the resolution.
- HSBC Mutual FundThe scheme provides flexibility for grant of stock options with an exercise price, at a discount to the prevailing market price. Although, the vesting may be performance based, there is no disclosure on the performance metrics, weights, targets and threshold for determining the vesting outcome
- Kotak Mahindra Mutual FundThe Company has not disclosed any price or pricing approach by which the price per option can be estimated. According to the provisions under SEBI (Share Based Employee Benefits and Sweat Equity) Regulations, 2021, The explanatory statement to the notice shall contain exercise price, SAR price, purchase price or pricing formula. Moreover, under the scheme, exercise price will be determined by the Nomination and Remuneration Committee (NRC). Since there is no clarity on the exercise price and vesting criteria of options to be granted, we do not support the scheme. Thus we do not support the resolution.
- Mirae Asset Mutual FundWe do not favour schemes where the exercise price is at a significant discount to market price.
- PGIM India Mutual FundNon-Disclosure of Exercise Price, Exercise Period & Vesting Period as per SEBI Regulations; All such Discretion given to NRC.
3 for11 against RATIFICATION OF THE EXTENSION OF THE BENEFITS OF EMPLOYEE STOCK OPTIONS TO THE EMPLOYEES OF SUBSIDIARY COMPANY(IES) OF THE COMPANY UNDER ‘HEXAWARE EMPLOYEES STOCK OPTION PLAN 2024’ (“ESOP 2024”/ “PLAN”)MoreLess
Against Axis Mutual Fund, Edelweiss Mutual Fund, Franklin Templeton Mutual Fund, HDFC Mutual Fund, HSBC Mutual Fund, Kotak Mahindra Mutual Fund, Mirae Asset Mutual Fund, Motilal Oswal Mutual Fund, PGIM India Mutual Fund, SBI Mutual Fund, UTI Mutual Fund
- Axis Mutual Fund, Kotak Mahindra Mutual Fund, SBI Mutual Fund, UTI Mutual FundThrough resolution #7, the company seeks approval to extend the ESOP 2024 to eligible employees of subsidiaries. We generally support the extension of the benefits of ESOP Schemes to employees of subsidiary companies. However, in the current case, we are unable to support the ratification of the plan in resolution #6. Therefore, we do not support the resolution.
- Edelweiss Mutual Fund, Motilal Oswal Mutual FundInter-linked with Resolution #6.
- Franklin Templeton Mutual FundA vote AGAINST this resolution is warranted because: • The scheme provides flexibility for grant of stock options with an exercise price, at a discount to the prevailing market price. • Although, the vesting may be performance based, there is no disclosure on the performance metrics, weights, targets and threshold for determining the vesting outcome.
- HDFC Mutual FundLack of clarity on the pricing of ESOPS. We do not support the resolution.
- HSBC Mutual FundThe scheme provides flexibility for grant of stock options with an exercise price, at a discount to the prevailing market price. Although, the vesting may be performance based, there is no disclosure on the performance metrics, weights, targets and threshold for determining the vesting outcome
- Mirae Asset Mutual FundWe do not favour schemes where the exercise price is at a significant discount to market price.
- PGIM India Mutual FundInter-Linked with Resolution #6.
3 for11 against- RATIFICATION FOR IMPLEMENTATION OF THE ‘HEXAWARE EMPLOYEES STOCK OPTION PLAN 2024’ THROUGH TRUST ROUTE
Against Axis Mutual Fund, Edelweiss Mutual Fund, Franklin Templeton Mutual Fund, HDFC Mutual Fund, HSBC Mutual Fund, Kotak Mahindra Mutual Fund, Mirae Asset Mutual Fund, Motilal Oswal Mutual Fund, PGIM India Mutual Fund, SBI Mutual Fund, UTI Mutual Fund
- Axis Mutual Fund, Kotak Mahindra Mutual Fund, SBI Mutual Fund, UTI Mutual FundThrough resolution #8, the company seeks approval to administer the ESOP 2024 through the Hexaware Employees Stock Option Trust 2024. Our view on this resolution is linked to our view on resolution #6. We do not support the resolution.
- Edelweiss Mutual FundInter-linked with Resolution #6. Additionally, Non-Compliant with SEBI (SBEB & SE) Regulations: Non-Disclosure of Trust details.
- Franklin Templeton Mutual FundA vote AGAINST this resolution is warranted because: • The scheme provides flexibility for grant of stock options with an exercise price, at a discount to the prevailing market price. • Although, the vesting may be performance based, there is no disclosure on the performance metrics, weights, targets and threshold for determining the vesting outcome.
- HDFC Mutual FundLack of clarity on the pricing of ESOPS. We do not support the resolution.
- HSBC Mutual FundThe scheme provides flexibility for grant of stock options with an exercise price, at a discount to the prevailing market price. Although, the vesting may be performance based, there is no disclosure on the performance metrics, weights, targets and threshold for determining the vesting outcome
- Mirae Asset Mutual FundWe do not favour schemes where the exercise price is at a significant discount to market price.
- Motilal Oswal Mutual FundInter-linked with Resolution #6.
- PGIM India Mutual FundInter-Linked with Resolution #6 + Non Disclosure of Trust Details.
3 for11 against - RATIFICATION FOR ACQUISITION OF SHARES OF THE COMPANY BY HEXAWARE EMPLOYEES STOCK OPTION TRUST 2024 (“TRUST”) FOR THE PURPOSES OF THE ‘HEXAWARE EMPLOYEES STOCK OPTION PLAN 2024’
Against Axis Mutual Fund, Edelweiss Mutual Fund, Franklin Templeton Mutual Fund, HDFC Mutual Fund, HSBC Mutual Fund, Kotak Mahindra Mutual Fund, Mirae Asset Mutual Fund, Motilal Oswal Mutual Fund, PGIM India Mutual Fund
- Axis Mutual Fund, Kotak Mahindra Mutual FundThrough resolution #9, the company seeks approval to acquire shares by Hexaware Employees Stock Option Trust 2024 through direct allotment by the company to the trust to implement the ESOP 2024. Our view on resolutions #9 is linked to our view on resolution #6. We do not support the resolution.
- Edelweiss Mutual FundInter-linked with Resolution #6. Additionally, Non-Compliant with SEBI (SBEB & SE) Regulations: Non-Disclosure of Trust details.
- Franklin Templeton Mutual FundA vote AGAINST this resolution is warranted because: • The scheme provides flexibility for grant of stock options with an exercise price, at a discount to the prevailing market price. • Although, the vesting may be performance based, there is no disclosure on the performance metrics, weights, targets and threshold for determining the vesting outcome.
- HDFC Mutual FundLack of clarity on the pricing of ESOPS. We do not support the resolution.
- HSBC Mutual FundThe scheme provides flexibility for grant of stock options with an exercise price, at a discount to the prevailing market price. Although, the vesting may be performance based, there is no disclosure on the performance metrics, weights, targets and threshold for determining the vesting outcome
- Mirae Asset Mutual FundWe do not favour schemes where the exercise price is at a significant discount to market price.
- Motilal Oswal Mutual FundInter-linked with Resolution #6.
- PGIM India Mutual FundInter-Linked with Resolution #6 + Non Disclosure of Trust Details.
2 for9 against - APPROVAL FOR ACQUISITION OF SHARES OF THE COMPANY BY HEXAWARE EMPLOYEES STOCK OPTION TRUST 2024 (“TRUST”) BY SECONDARY ACQUISTION FOR THE PURPOSES OF THE ‘HEXAWARE EMPLOYEES STOCK OPTION PLAN 2024’
Against Axis Mutual Fund, Edelweiss Mutual Fund, Franklin Templeton Mutual Fund, HDFC Mutual Fund, HSBC Mutual Fund, Kotak Mahindra Mutual Fund, Mirae Asset Mutual Fund, Motilal Oswal Mutual Fund, PGIM India Mutual Fund, SBI Mutual Fund, UTI Mutual Fund
- Axis Mutual Fund, Kotak Mahindra Mutual Fund, SBI Mutual Fund, UTI Mutual FundThrough resolution #10, the company seeks approval for the acquisition of shares from the secondary market by the Hexaware Employees Stock Option Trust to implement the ESOP 2024. Such secondary acquisitions by the Trust, in a financial year, shall not exceed 0.5% of the paid-up equity share capital of the Company as at the end of the previous financial year. Our view on resolutions #10 is linked to our view on resolution #6. We do not support the resolution.
- Edelweiss Mutual FundInter-linked with Resolution #6. Additionally, Non-Compliant with SEBI (SBEB & SE) Regulations: Non-Disclosure of Trust details.
- Franklin Templeton Mutual FundA vote AGAINST this resolution is warranted because: • The scheme provides flexibility for grant of stock options with an exercise price, at a discount to the prevailing market price. • Although, the vesting may be performance based, there is no disclosure on the performance metrics, weights, targets and threshold for determining the vesting outcome.
- HDFC Mutual FundLack of clarity on the pricing of ESOPS. We do not support the resolution.
- HSBC Mutual FundThe scheme provides flexibility for grant of stock options with an exercise price, at a discount to the prevailing market price. Although, the vesting may be performance based, there is no disclosure on the performance metrics, weights, targets and threshold for determining the vesting outcome
- Mirae Asset Mutual FundWe do not favour schemes where the exercise price is at a significant discount to market price.
- Motilal Oswal Mutual FundInter-linked with Resolution #6.
- PGIM India Mutual FundInter-Linked with Resolution #6 + Non Disclosure of Trust Details
3 for11 against RATIFICATION OF THE APPROVAL ON PROVISION OF MONEY BY THE COMPANY FOR SUBSCRIPTION AND/ OR PURCHASE OF THE SHARES OF THE COMPANY BY THE TRUST FOR THE BENEFIT OF EMPLOYEES UNDER THE ‘HEXAWARE EMPLOYEES STOCK OPTION PLAN 2024’ (“ESOP 2024”/ “PLAN”)MoreLess
Against Axis Mutual Fund, Edelweiss Mutual Fund, Franklin Templeton Mutual Fund, HDFC Mutual Fund, HSBC Mutual Fund, Kotak Mahindra Mutual Fund, Mirae Asset Mutual Fund, Motilal Oswal Mutual Fund, PGIM India Mutual Fund, SBI Mutual Fund, UTI Mutual Fund
- Axis Mutual Fund, Kotak Mahindra Mutual Fund, SBI Mutual Fund, UTI Mutual FundThrough resolution #11, the company proposes to provide an interest free loan subject to the statutory limit, as prescribed under the SEBI SBEB regulations, to the ESOP trust for the implementation of ESOP 2024. Our view on this resolution is linked to our view on resolution #6. We do not support the resolution.
- Edelweiss Mutual FundInter-linked with Resolution #6. Additionally, Non-Compliant with SEBI (SBEB & SE) Regulations: Non-Disclosure of Trust details.
- Franklin Templeton Mutual FundA vote AGAINST this resolution is warranted because: • The scheme provides flexibility for grant of stock options with an exercise price, at a discount to the prevailing market price. • Although, the vesting may be performance based, there is no disclosure on the performance metrics, weights, targets and threshold for determining the vesting outcome.
- HDFC Mutual FundLack of clarity on the pricing of ESOPS. We do not support the resolution.
- HSBC Mutual FundThe scheme provides flexibility for grant of stock options with an exercise price, at a discount to the prevailing market price. Although, the vesting may be performance based, there is no disclosure on the performance metrics, weights, targets and threshold for determining the vesting outcome
- Mirae Asset Mutual FundWe do not favour schemes where the exercise price is at a significant discount to market price.
- Motilal Oswal Mutual FundInter-linked with Resolution #6.
- PGIM India Mutual FundInter-Linked with Resolution #6 + Non Disclosure of Trust Details.
3 for11 against- APPOINTMENT OF SECRETARIAL AUDITOR
Against Edelweiss Mutual Fund, Kotak Mahindra Mutual Fund, Motilal Oswal Mutual Fund, PGIM India Mutual Fund
- Edelweiss Mutual Fund, Motilal Oswal Mutual FundNo concern on the merits of the proposed Auditors. Non-Compliant with SEBI (LODR) Regulations: Non-Disclosure of Audit Fee and Credentials of proposed Auditor.
- Kotak Mahindra Mutual FundThe Company is seeking shareholders approval for appointment of M/s. MMJB & Associates LLP as Secretarial Auditors for a 1 st Term of 5 years w.e.f. FY 2025 up to FY 2029. However, the Company has not disclosed the Audit Fee that shall be payable to the proposed Secretarial Auditor, which is a required disclosure under Regulation 36 of the SEBI (LODR) Regulations. Hence voting against.
- PGIM India Mutual FundNon-Disclosure of Audit Fee + Basis of Selection + Credentials
10 for4 against - APPROVAL OF INCENTIVE PAYMENT AGREEMENT WITH MR. R. SRIKRISHNA, CEO AND EXECUTIVE DIRECTOR
Against Axis Mutual Fund, Edelweiss Mutual Fund, Franklin Templeton Mutual Fund, HSBC Mutual Fund, Kotak Mahindra Mutual Fund, Motilal Oswal Mutual Fund, PGIM India Mutual Fund, UTI Mutual Fund
- Axis Mutual Fund, UTI Mutual FundUnder the Incentive Plan, CA Sebright proposes to give R Srikrishna, CEO & Whole Time Director, a cash award linked to multiple of invested capital (‘MOIC’) as well as the internal rate of return (‘IRR’) on the net proceeds eventually realized on exit. The incentive plan is a profit-sharing agreement between CA Sebright Investments (promoters) R Srikrishna, CEO of the company, under which he will be paid between USD 10 mn and USD 40 mn from the net gain that CA Sebright makes at exit from its investment, subject to fulfilment of MOIC and IRR thresholds. At USD 40 mn, the maximum payout is 10X his 2024 remuneration of Rs. 355.9 mn. A remuneration structure of this size and nature may lead key employees to align themselves to the promoters’ need for a return and exit, which may promote ‘short-termism’, at the cost of the company’s long-term goals. Thus, we do not support the resolution.
- Edelweiss Mutual Fund, Motilal Oswal Mutual FundCompliant with law. Governance & Transparency Concern: Incentive based on occurrence of futuristic events; Non-Disclosure of Performance Criteria.
- Franklin Templeton Mutual FundA vote AGAINST this resolution is warranted in view of the following concerns: • The proposal is a deviation from standard market practice where there is a general expectation that effective remuneration planning should make incentives such as bonus from promoter entity upon exit unnecessary. • Such agreements have an inherent conflict of interest, and it is expected that the KMPs and employees act in long term interest of the company.
- HSBC Mutual FundThe proposal is a deviation from standard market practice where there is a general expectation that effective remuneration planning should make incentives such as bonus from promoter entity upon exit unnecessary. Such agreements have an inherent conflict of interest, and it is expected that the KMPs and employees act in long term interest of the company.
- Kotak Mahindra Mutual FundThe Company is seeking shareholders approval for executing the Incentive Payment Agreement between Mr. R. Srikrishna (Whole-Time Director & CEO). However, the Company has not disclosed the performance criteria that was used to determine the MOIC. Moreover, the Company has not specified the total number of employees who shall be receiving the said incentive(s). Since adequate disclosures w.r.t. the incentive payment to employees has not been provided, voting against.
- PGIM India Mutual FundIncentive Payment linked to futuristic events; Non Disclosure of Performance Criterion
6 for8 against - APPROVAL OF INCENTIVE PAYMENT AGREEMENTS WITH OTHER EMPLOYEES
Against Axis Mutual Fund, Edelweiss Mutual Fund, Franklin Templeton Mutual Fund, HSBC Mutual Fund, Kotak Mahindra Mutual Fund, Motilal Oswal Mutual Fund, PGIM India Mutual Fund, UTI Mutual Fund
- Axis Mutual Fund, UTI Mutual FundUnder the Incentive Plan, CA Sebright proposes to give R Srikrishna, CEO & Whole Time Director (See resolution #13) and other identified employees, cash award linked to multiple of invested capital (‘MOIC’) as well as the internal rate of return (‘IRR’) on the net proceeds eventually realized on exit. The incentive plan is a profit sharing agreement between CA Sebright Investments (promoters) and a set of identified employees and R Srikrishna, CEO of the company (See resolution #13), under which employees including the CEO will be paid between USD 50 mn and USD 200 mn from the net gain that CA Sebright makes at exit from its investment in the company, subject to fulfilment of MOIC and IRR thresholds. The maximum payout is ~25% of 2024 consolidated employee expense of Hexaware Technologies which was RS. 69. 7 bn and ~28.4% of 2023 consolidated employee benefit cost of Rs. 61.3 bn. A remuneration structure of this size and nature may lead key employees to align themselves to the promoters’ need for a return and exit, which may promote ‘short-termism’, at the cost of the company’s long-term goals. Thus, we do not support the resolution.
- Edelweiss Mutual Fund, Motilal Oswal Mutual FundCompliant with law. Governance & Transparency Concern: Incentive based on occurrence of futuristic events; Non-Disclosure of Performance Criteria. No clarity as to the selection of employees.
- Franklin Templeton Mutual FundA vote AGAINST this resolution is warranted in view of the following concerns: • The proposal is a deviation from standard market practice where there is a general expectation that effective remuneration planning should make incentives such as bonus from promoter entity upon exit unnecessary. • Such agreements have an inherent conflict of interest, and it is expected that the KMPs and employees act in long term interest of the company.
- HSBC Mutual FundThe proposal is a deviation from standard market practice where there is a general expectation that effective remuneration planning should make incentives such as bonus from promoter entity upon exit unnecessary. Such agreements have an inherent conflict of interest, and it is expected that the KMPs and employees act in long term interest of the company.
- Kotak Mahindra Mutual FundThe Company is seeking shareholders approval for executing the other Employees, with CA Sebright (Promoter Group Company). However, the Company has not disclosed the performance criteria that was used to determine the MOIC. Moreover, the Company has not specified the total number of employees who shall be receiving the said incentive(s). Since adequate disclosures w.r.t. the incentive payment to employees has not been provided, voting against.
- PGIM India Mutual FundNo clarity on selection of beneficiary Employees + Concerns u/Resolution #13.
6 for8 against
2 proposals not matched to one resolution
- 9) Ratify the acquisition of shares of the company by Hexaware Employees Stock Option Trust 2024 for implementing the Hexaware Employees Stock Option Plan 2024.
Against SBI Mutual Fund
- SBI Mutual FundThrough resolution #9, the company seeks approval to acquire shares by Hexaware Employees Stock Option Trust 2024 through direct allotment by the company to the trust to implement the ESOP 2024. Our view on resolutions #9 is linked to our view on resolution #6. We do not support the resolution.
0 for1 against - Ratify the acquisition of shares of the company by Hexaware Employees Stock Option Trust 2024 for implementing the Hexaware Employees Stock Option Plan 2024
Against UTI Mutual Fund
- UTI Mutual FundThrough resolution #9, the company seeks approval to acquire shares by Hexaware Employees Stock Option Trust 2024 through direct allotment by the company to the trust to implement the ESOP 2024. Our view on resolutions #9 is linked to our view on resolution #6. We do not support the resolution.
1 for1 against
Each fund house counted once, from its own disclosure; the reasons are its own words.
Investor complaints and compliance
Quarter by quarter.
Investor complaints received and resolved, the company's own count
- Received
- Resolved
Open at the quarter's end
- The board is made up as the listing rules require
- Yes
- The board has a regular chairperson
- Yes
- The company has a risk management committee
- Yes
- The chair is related to the managing director
- No
- The filing has a part on fines and penalties
- No
- The filing has a part on tax disputes
- No
- There was a cyber security incident in the quarter
- No
The company's own answers in its filing.
How money raised was used
The company's results filing for the quarter to Jun 2026 says no statement of how money raised was used applies to it.