Rategain Travel Technologies MD, chairman, board of directors and AGM
NSE: RATEGAINBSE: 543417IT - SoftwareSmall Cap
Share price at the NSE close on 23 Oct 2026. Previous close ₹788.10.
- 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.
- ₹9,057 Cr656th 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 6 Aug 2026
- 37.4
- P/E without one-offsPrice to earnings without one-off items. Market cap divided by core profit: 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, less one-off items (exceptional items and the result of businesses sold or closed). Shown where the one-off items move that profit by more than a tenth. The last twelve months' profit includes −₹35 crore of one-off items, the largest of them in the quarter to Dec 2025.
- 32.7
- 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 21 May 2026
- 4.5
- Dividend yieldDividend yield. Dividends paid per share in the twelve months to the day, as a percentage of the day's share price.
- Nonein the last 12 months
- 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 6 Aug 2026
- 13.1%
- ROE without one-offsReturn on equity without one-off items. Core profit, 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 less one-off items (exceptional items and the result of businesses sold or closed), as a percentage of the same net worth as the return on equity. Shown where the one-off items move that profit by more than a tenth. The last twelve months' profit includes −₹35 crore of one-off items, the largest of them in the quarter to Dec 2025.
- 15.0%
- 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 6 Aug 2026
- 12.0%
- 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 Mar 2026. The filing of 21 May 2026
- 0.46
- Volume, NSEVolume. Shares traded on the last trading day; delivery is the part buyers kept rather than sold again the same day.
- 3,89,45256.3% delivered
Rategain Travel Technologies board of directors
At the end of the quarter to Jun 2026, as the company filed it; changes since are in its announcements.Their trades in its shares
- Chairperson and managing directorBhanu ChopraRelated to the promoter
- Company Secretary and Compliance OfficerMukesh Kumar
6 directors3 independent2 executive1 non-executive
- Bhanu Chopra · Chairperson and managing directorExecutive · joined Nov 2012 · 1 listed board
- Megha ChopraExecutive · joined Nov 2012 · 1 listed board · 1 committee seat
- Nishant Kanuru RaoNon-executive · joined Nov 2020 · reappointed Sep 2023 · 34 months as independent · 1 listed board
- Aditi GuptaIndependent · joined Jul 2021 · reappointed Jul 2021 · 60 months as independent · 1 listed board · 1 as independent · 2 committee seats, 1 as chair
- Aakrit Ajay Kumar VaishIndependent · joined Aug 2025 · reappointed Aug 2025 · 11 months as independent · 1 listed board · 1 as independent · 2 committee seats
- Ganesh Venkata Ramanan KangeyamIndependent · joined Jun 2026 · reappointed Jun 2026 · 1 month as independent · 1 listed board · 1 as independent · 1 committee seat, 1 as chair
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.
2 directors who left
- Girish Paman Vanvari, left 28 Jun 2026: Tenure Completion
- EC Rajakumar Konduru, left 7 Aug 2025: Others
Committees and meetings
Who sits on each, and how often they met.Board meeting notices and outcomes
Board
- 21 May 20266 of 6 present3 independent · 12 days in between
- 8 May 20264 of 6 present2 independent · 83 days in between
- 13 Feb 20265 of 6 present3 independent · 10 days in between
- 2 Feb 20265 of 6 present2 independent
Audit Committee
Chair Ganesh Venkata Ramanan Kangeyam
Aditi Gupta, Aakrit Ajay Kumar Vaish
- 21 May 20263 of 3 present3 independent · 8 days in between
- 12 May 20263 of 3 present3 independent · 3 days in between
- 8 May 20262 of 3 present2 independent · 58 days in between
- 10 Mar 20263 of 3 present3 independent · 24 days in between
1 earlier meeting
- 13 Feb 20263 of 3 present3 independent
Nomination and remuneration committee
Chair Ganesh Venkata Ramanan Kangeyam
Aditi Gupta, Nishant Kanuru Rao
- 8 May 20263 of 3 present2 independent
Stakeholders Relationship Committee
Chair Aditi Gupta
Megha Chopra, Ganesh Venkata Ramanan Kangeyam
- 21 May 20263 of 3 present2 independent
Risk Management Committee
Chair Ganesh Venkata Ramanan Kangeyam
Bhanu Chopra, Nishant Kanuru Rao, Ankit Aggarwal
- 12 May 20263 of 5 present2 independent · 41 days in between
- 31 Mar 20263 of 5 present2 independent
Corporate Social Responsibility Committee
Chair Megha Chopra
Nishant Kanuru Rao, Aditi Gupta
- 21 May 20263 of 3 present1 independent · 12 days in between
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.
- M/s Deloitte Haskins & Sells LLPPeer-review certificate valid to Jul 2027
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.
Rategain Travel 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.Rategain Travel Technologies share news and announcements
Annual general meeting, 24 Sep 2026
97,753 shareholders on the register on 18 Sep 2026; present: 1 promoter and 92 others; votes counted by Devesh Kumar Vasisht / DPV & Associates LLP.The company's voting result (opens in a new tab)
- Adoption of Financial StatementsOrdinary99.56% for0.44% against
Against: promoters 0.00% · institutions 1.38% · other public 0.02%
Turnout: all 74.17% · promoters 100.00% · institutions 85.50% · other public 7.94%
- Appointment of Ms. Megha Chopra (DIN: 02078421) as a Director, liable to retire by rotationOrdinaryPromoters have an interest in it99.92% for0.08% against
Against: promoters 0.00% · institutions 0.25% · other public 0.02%
Turnout: all 74.21% · promoters 100.00% · institutions 85.62% · other public 7.94%
- Reappointment of Mr. Bhanu Chopra (DIN: 01037173) as Chairman and Managing Director of the CompanyOrdinaryPromoters have an interest in it99.48% for0.52% against
Against: promoters 0.00% · institutions 1.64% · other public 0.02%
Turnout: all 74.21% · promoters 100.00% · institutions 85.62% · other public 7.94%
- Approval of remuneration to Mr. Bhanu Chopra (DIN: 01037173) as Chairman and Managing Director of the CompanySpecialPromoters have an interest in it99.56% for0.44% against
Against: promoters 0.00% · institutions 1.38% · other public 0.04%
Turnout: all 74.21% · promoters 100.00% · institutions 85.62% · other public 7.94%
- Appointment of Mr. Ganesh Venkata Ramanan Kangeyam (DIN: 06563858) as an Independent Director of the CompanySpecial99.56% for0.44% against
Against: promoters 0.00% · institutions 1.38% · other public 0.02%
Turnout: all 74.21% · promoters 100.00% · institutions 85.62% · other public 7.94%
- Reappointment of Ms. Aditi Gupta (DIN: 06413605) as an Independent Director of the CompanySpecial99.51% for0.49% against
Against: promoters 0.00% · institutions 1.53% · other public 0.02%
Turnout: all 74.21% · promoters 100.00% · institutions 85.62% · other public 7.94%
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, 29 Sep 2025, 4 resolutions
92,660 shareholders on the register on 22 Sep 2025; present: 1 promoter and 54 others; votes counted by Devesh Kumar Vasisht / DPV & Associates LLP.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 0.01%
Turnout: all 79.61% · promoters 100.00% · institutions 89.60% · other public 28.24%
- Appointment of Mr. Nishant Kanuru Rao (DIN: 08972606) as a Director, liable to retire by rotationOrdinary99.91% for0.09% against
Against: promoters 0.00% · institutions 0.30% · other public 0.01%
Turnout: all 79.61% · promoters 100.00% · institutions 89.62% · other public 28.24%
- Appointment of Mr. Aakrit Ajay Kumar Vaish (DIN: 05113028) as an Independent Director of the CompanySpecial100.00% for0.00% against
Against: promoters 0.00% · institutions 0.00% · other public 0.00%
Turnout: all 79.61% · promoters 100.00% · institutions 89.60% · other public 28.24%
- Appointment of M/s RMG & Associates, Company Secretaries, as Secretarial Auditors of the CompanyOrdinary100.00% for0.00% against
Against: promoters 0.00% · institutions 0.00% · other public 0.00%
Turnout: all 79.61% · promoters 100.00% · institutions 89.60% · other public 28.24%
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, 16 Sep 2024, 3 resolutions
Present: 1 promoter and 52 others.The company's voting result (opens in a new tab)
Adoption of the Audited Standalone & Consolidated Financial Statements of thenCompany for the financial year ended March 31, 2024, together with the Report of the Board of Directors and Auditors thereonMoreLess
Ordinary99.99% for0.01% againstAgainst: promoters 0.00% · institutions 0.00% · other public 0.07%
Turnout: all 82.53% · promoters 100.00% · institutions 90.35% · other public 31.24%
- Appointment of Ms. Megha Chopra (DIN: 02078421) as a Director, liable to retire by rotationOrdinaryPromoters have an interest in it99.87% for0.13% against
Against: promoters 0.00% · institutions 0.37% · other public 0.07%
Turnout: all 82.53% · promoters 100.00% · institutions 90.35% · other public 31.24%
- Appointment of Deloitte Haskins & Sells LLP, Chartered Accountants (Firm Registration Number: 117366W/W-100018) as the Statutory Auditors of the Company and to fix their remunerationOrdinary99.88% for0.12% against
Against: promoters 0.00% · institutions 0.35% · other public 0.07%
Turnout: all 82.53% · promoters 100.00% · institutions 90.35% · other public 31.24%
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, 15 Sep 2023, 8 resolutions
Present: 2 promoters and 43 others.The company's voting result (opens in a new tab)
Adoption of the Audited Standalone & Consolidated Financial Statements of thenCompany for the financial year ended March 31, 2023, together with the Report of the Board of Directors and Auditors thereonMoreLess
Ordinary100.00% for0.00% againstAgainst: promoters 0.00% · institutions 0.00% · other public 0.00%
Turnout: all 86.09% · promoters 100.00% · institutions 91.67% · other public 43.77%
- Appointment of Mr. Bhanu Chopran(DIN: 01037173) as a director, liable tonretire by rotationOrdinaryPromoters have an interest in it99.95% for0.05% against
Against: promoters 0.00% · institutions 0.21% · other public 0.00%
Turnout: all 86.13% · promoters 100.00% · institutions 91.83% · other public 43.77%
- Change in designation of Mr. NishantnKanuru Rao (DIN: 08972606) fromnNominee Director to Non-ExecutivenDirector of the CompanySpecial99.37% for0.63% against
Against: promoters 0.00% · institutions 2.58% · other public 0.00%
Turnout: all 86.23% · promoters 100.00% · institutions 92.26% · other public 43.77%
- Consider and approve the modification ofnRateGain Employees Stock Option Scheme,n2015Special34.07% for65.93% against
Against: promoters 100.00% · institutions 5.34% · other public 0.01%
Turnout: all 86.23% · promoters 100.00% · institutions 92.26% · other public 43.77%
- Approval for raising of funds throughnissuance of equity shares through QualifiednInstitutions Placement (QIP)Special99.96% for0.04% against
Against: promoters 0.00% · institutions 0.18% · other public 0.00%
Turnout: all 86.23% · promoters 100.00% · institutions 92.26% · other public 43.77%
- Approval of the RateGain EmployeesnStock Purchase Scheme, 2023 and itsnimplementation through TrustSpecial85.52% for14.48% against
Against: promoters 0.00% · institutions 58.98% · other public 0.01%
Turnout: all 86.23% · promoters 100.00% · institutions 92.26% · other public 43.77%
- Authorization for RateGain EmployeenBenefit Trust to acquire equity sharesnof the Company through secondarynacquisition for and under the RateGainnEmployees Stock Purchase Scheme, 2023Special85.52% for14.48% against
Against: promoters 0.00% · institutions 58.98% · other public 0.01%
Turnout: all 86.23% · promoters 100.00% · institutions 92.26% · other public 43.77%
- Approval of provisioning of money by thenCompany to RateGain Employee BenefitnTrust for acquisition of shares of thenCompany under the RateGain EmployeesnStock Purchase Scheme, 2023Special85.52% for14.48% against
Against: promoters 0.00% · institutions 58.98% · other public 0.01%
Turnout: all 86.23% · promoters 100.00% · institutions 92.26% · other public 43.77%
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.
Postal ballot, 19 Nov 2022, 1 resolution
The company's voting result (opens in a new tab)
- VARIATION IN THE OBJECTS MENTIONED IN THE PROSPECTUS DATEDnDECEMBER 10, 2021, FOR UTILIZATION OF ISSUE PROCEEDSSpecial99.99% for0.01% against
Against: promoters 0.00% · institutions 0.00% · other public 0.05%
Turnout: all 85.95% · promoters 100.00% · institutions 84.53% · other public 54.61%
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, 20 Sep 2022, 2 resolutions
Present: 2 promoters and 57 others.The company's voting result (opens in a new tab)
Adoption of the Audited Standalone & Consolidated Financial Statements of thenCompany for the financial year ended March 31, 2022, together with the Report of the Board of Directors and Auditors thereonMoreLess
Ordinary100.00% for0.00% againstAgainst: promoters 0.00% · institutions 0.00% · other public 0.00%
Turnout: all 72.40% · promoters 100.00% · institutions 76.73% · other public 15.96%
- Appointment of a Director in place of Ms. Megha Chopra (DIN: 02078421), who retires by rotation and being eligible, offers herself for re-appointmentOrdinary100.00% for0.00% against
Against: promoters 0.00% · institutions 0.00% · other public 0.01%
Turnout: all 72.40% · promoters 100.00% · institutions 76.73% · other public 15.96%
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.
Postal ballot, 19 Mar 2022, 2 resolutions
The company's voting result (opens in a new tab)
- APPROVAL OF THE ‘RATEGAIN-STOCK APPRECIATION RIGHT (SAR) SCHEME, 2022’Special89.43% for10.57% against
Against: promoters 0.00% · institutions 68.38% · other public 0.06%
Turnout: all 82.57% · promoters 100.00% · institutions 62.44% · other public 57.55%
APPROVAL FOR GRANT OF STOCK APPRECIATION RIGHTS (SAR) UNITS TO THE EMPLOYEES OF GROUP COMPANY INCLUDING SUBSIDIARY OR ITS ASSOCIATE COMPANY, IN INDIA OR OUTSIDE INDIA, UNDER RATEGAIN - STOCK APPRECIATION RIGHTS (SAR) SCHEME, 2022MoreLess
Special89.42% for10.58% againstAgainst: promoters 0.00% · institutions 68.38% · other public 0.08%
Turnout: all 82.57% · promoters 100.00% · institutions 62.44% · other public 57.55%
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 24 Sep 2026, 6 fund houses so far (houses' deadline to file 15 Oct 2026)
- Adoption of Financial Statements
Against Angel One Mutual Fund, LIC Mutual Fund
- Angel One Mutual FundNon-disclosure of the audited financial statements of subsidiaries on the website of the Company.
- LIC Mutual FundUnqualified financial statements. (except non-material observation/remark made in the CARO Report). Non-Compliant with S.136(1) of the Companies Act & Regulation 46(2)(s) of SEBI LODR: Non-disclosure of the audited financial statements of subsidiaries on the website of the Company.
4 for2 against - Appointment of Ms. Megha Chopra (DIN: 02078421) as a Director, liable to retire by rotation6 for0 against
- Reappointment of Mr. Bhanu Chopra (DIN: 01037173) as Chairman and Managing Director of the Company
Against Angel One Mutual Fund, LIC Mutual Fund
- Angel One Mutual FundGovernance concern: Low attendance at RMC meetings in aggregate in last three FYs and no reason provided for absence.
- LIC Mutual FundCompliant with law. No concern identified on the merits of Director. Governance concern: Low attendance at RMC meetings in aggregate in last three FYs and no reason provided for absence.
4 for2 against - Approval of remuneration to Mr. Bhanu Chopra (DIN: 01037173) as Chairman and Managing Director of the Company
Against Angel One Mutual Fund, LIC Mutual Fund
- Angel One Mutual FundGovernance concern: Low attendance at RMC meetings in aggregate in last three FYs and no reason provided for absence. The proposed remuneration appears significantly high/ excessive when compared with the Company’s profitability and remuneration levels observed among peers & Industry benchmark.
- LIC Mutual FundCompliant with law. No concern identified on the merits of director. Governance concern: Low attendance at RMC meetings in aggregate in last three FYs and no reason provided for absence. The proposed remuneration appears significantly high/ excessive when compared with the Company s profitability and remuneration levels observed among peers & Industry benchmark.
4 for2 against - Appointment of Mr. Ganesh Venkata Ramanan Kangeyam (DIN: 06563858) as an Independent Director of the Company
Against Angel One Mutual Fund, LIC Mutual Fund
- Angel One Mutual FundGovernance Concern: Inadequate discharge of Nomination and Remuneration Committee responsibilities in recommending the appointment/ continuation of a director despite low attendance.
- LIC Mutual FundCompliant with law. No concern identified on the merits of proposed appointee. Governance Concern: Inadequate discharge of NRC responsibilities in recommending the appointment/ continuation of a director despite low attendance.
4 for2 against - Reappointment of Ms. Aditi Gupta (DIN: 06413605) as an Independent Director of the Company
Against Angel One Mutual Fund, LIC Mutual Fund
- Angel One Mutual FundTransparency concern: Lack of clarity regarding nature of directorship in the Group Companies.
- LIC Mutual FundCompliant with law. No concern identified on the merits of proposed appointee. Transparency concern: Lack of clarity regarding nature of directorship in the Group Companies.
4 for2 against
Mutual fund votes, meeting of 29 Sep 2025, 13 fund houses
- Adoption of Financial Statements13 for0 against
- Appointment of Mr. Nishant Kanuru Rao (DIN: 08972606) as a Director, liable to retire by rotation13 for0 against
- Appointment of Mr. Aakrit Ajay Kumar Vaish (DIN: 05113028) as an Independent Director of the Company13 for0 against
- Appointment of M/s RMG & Associates, Company Secretaries, as Secretarial Auditors of the Company13 for0 against
5 earlier meetings
Mutual fund votes, meeting of 16 Sep 2024, 13 fund houses
Adoption of the Audited Standalone & Consolidated Financial Statements of thenCompany for the financial year ended March 31, 2024, together with the Report of the Board of Directors and Auditors thereonMoreLess
13 for0 against- Appointment of Ms. Megha Chopra (DIN: 02078421) as a Director, liable to retire by rotation13 for0 against
- Appointment of Deloitte Haskins & Sells LLP, Chartered Accountants (Firm Registration Number: 117366W/W-100018) as the Statutory Auditors of the Company and to fix their remuneration
Against Bandhan Mutual Fund, Groww Mutual Fund, Motilal Oswal Mutual Fund
- Bandhan Mutual Fund, Groww Mutual Fund, Motilal Oswal Mutual FundCompliant with law. No concern on the merit of proposed Auditor. Governance concern: Proposed lower remuneration to new Statutory auditor as compare to previous Statutory auditor.
10 for3 against
Mutual fund votes, meeting of 15 Sep 2023, 8 fund houses
Each resolution counts the houses whose vote was matched to it; the rest are listed last.
Adoption of the Audited Standalone & Consolidated Financial Statements of thenCompany for the financial year ended March 31, 2023, together with the Report of the Board of Directors and Auditors thereonMoreLess
8 for0 against- Appointment of Mr. Bhanu Chopran(DIN: 01037173) as a director, liable tonretire by rotation
Against Motilal Oswal Mutual Fund
- Motilal Oswal Mutual FundHolds position of Chairman and Managing director.
7 for1 against - Change in designation of Mr. NishantnKanuru Rao (DIN: 08972606) fromnNominee Director to Non-ExecutivenDirector of the Company
Against Motilal Oswal Mutual Fund
- Motilal Oswal Mutual FundContinued representation on the Board despite reduced shareholding.
7 for1 against - Consider and approve the modification ofnRateGain Employees Stock Option Scheme,n2015
Against Motilal Oswal Mutual Fund
- Motilal Oswal Mutual FundInadequate disclosures.
3 for1 against - Approval for raising of funds throughnissuance of equity shares through QualifiednInstitutions Placement (QIP)2 for0 against
- Approval of the RateGain EmployeesnStock Purchase Scheme, 2023 and itsnimplementation through Trust
Against Bank of India Mutual Fund, Motilal Oswal Mutual Fund, Nippon India Mutual Fund
- Bank of India Mutual FundUnder the scheme, the company proposes to issue 2,166,343 options to employees of the company. The vesting will be primarily tenure based: the nomination and remuneration committee may define certain parameters and conditions for vesting: there is no disclosure on the parameters. The ESPS price shall be determined by the Nomination and Remuneration Committee (NRC), giving the committee the flexibility to grant stock options at a discount or even at the face value of Re. 1.0, which represents a significant discount to the current market price of Rs. 591.15 (7 September 2023). We do not favour ESPS schemes where options are granted at a discount of more than 20% to the market price or where there is no clarity on the performance metrics for vesting. ESPSs are ‘pay at risk’ options that employees accept at the time of grant, which is protected if the ESPSs are issued at significant discount to the market price. If the stock options are granted at a significant discount, there is no alignment between the interests of investors and those of employees. Therefore, we do not support the scheme.
- Motilal Oswal Mutual FundNon-compliant with SEBI SBEB Regulation. Exercise price inadequately disclosed. Non-Compliant with Section 53 of the Companies Act, 2013. Governance Concern: Determination of exercise price by NRC.
- Nippon India Mutual FundInadequate disclosure
1 for3 against - Authorization for RateGain EmployeenBenefit Trust to acquire equity sharesnof the Company through secondarynacquisition for and under the RateGainnEmployees Stock Purchase Scheme, 2023
Against Bank of India Mutual Fund, Motilal Oswal Mutual Fund, Nippon India Mutual Fund, Sundaram Mutual Fund
- Bank of India Mutual Fund, Sundaram Mutual FundThrough resolution #7, the company seeks shareholder approval for secondary acquisition of up to 5% of the paid-up equity share capital at the end of the financial year immediately prior to the year in which the shareholders’ approval is obtained under the RateGain Employees Stock Purchase Scheme 2023. Our recommendation is linked to Resolution #6.
- Motilal Oswal Mutual FundNon-compliant with SEBI SBEB Regulation. Exercise price inadequately disclosed. Non-Compliant with Section 53 of the Companies Act, 2013. Governance Concern: Determination of exercise price by NRC.
- Nippon India Mutual FundInadequate disclosure
1 for4 against - Approval of provisioning of money by thenCompany to RateGain Employee BenefitnTrust for acquisition of shares of thenCompany under the RateGain EmployeesnStock Purchase Scheme, 2023
Against Bank of India Mutual Fund, Motilal Oswal Mutual Fund, Nippon India Mutual Fund, Sundaram Mutual Fund
- Bank of India Mutual Fund, Sundaram Mutual FundRateGain Employee Benefit Trust shall buy 2,166,343 shares from the secondary market and these shall be transferred to employees on the exercise of granted options. Thus, the company also seeks shareholder approval for providing loan to the trust. The quantum of the loan shall be based on the total market value of the shares to be offered in terms of the Scheme. Our recommendation is linked to resolution #6.
- Motilal Oswal Mutual FundNon-compliant with SEBI SBEB Regulation. Exercise price inadequately disclosed. Non-Compliant with Section 53 of the Companies Act, 2013. Governance Concern: Determination of exercise price by NRC.
- Nippon India Mutual FundInadequate disclosure
1 for4 against
10 proposals not matched to one resolution
- Amend RateGain Employees Stock Option Scheme 2015
Against HSBC Mutual Fund
- HSBC Mutual FundThe proposed extension of exercise period reduces the incentive rationale of the scheme to improve the performance of the company.
1 for1 against - Approve Implementation of RateGain Employees Stock Purchase Scheme 2023 through Trust Route
Against Franklin Templeton Mutual Fund, HSBC Mutual Fund
- Franklin Templeton Mutual FundA vote AGAINST this resolution is warranted because: • The proposed scheme permits shares to be issued with an exercise price, at a discount to the current market price. • The exact vesting conditions have not been disclosed.
- HSBC Mutual FundThe performance criteria and vesting periods for the LTIP are not disclosed.The proposed scheme permits shares to be issued with an exercise price, at a discount to the current market price.
0 for2 against - Approve Issuance of Equity or Equity-Linked Securities without Preemptive Rights2 for0 against
- Approve provision of money to RateGain Employee Benefit Trust to implement the RateGain Employees Stock Purchase Scheme 20231 for0 against
- Approve Provisions of Money to the Trust by the Company for Acquisition of Shares under the RateGain Employees Stock Purchase Scheme 2023
Against Franklin Templeton Mutual Fund, HSBC Mutual Fund
- Franklin Templeton Mutual FundA vote AGAINST this resolution is warranted because: • The proposed scheme permits shares to be issued with an exercise price, at a discount to the current market price. • The exact vesting conditions have not been disclosed.
- HSBC Mutual FundThe performance criteria and vesting periods for the LTIP are not disclosed.The proposed scheme permits shares to be issued with an exercise price, at a discount to the current market price.
0 for2 against - Approve RateGain Employees Stock Purchase Scheme 2023 under which upto 2.2 mn stock options will be granted through the trust route
Against Sundaram Mutual Fund
- Sundaram Mutual FundUnder the scheme, the company proposes to issue 2,166,343 options to employees of the company. The vesting will be primarily tenure based: the nomination and remuneration committee may define certain parameters and conditions for vesting: there is no disclosure on the parameters. The ESPS price shall be determined by the Nomination and Remuneration Committee (NRC), giving the committee the flexibility to grant stock options at a discount or even at the face value of Re. 1.0, which represents a significant discount to the current market price of Rs. 591.15 (7 September 2023). We do not favour ESPS schemes where options are granted at a discount of more than 20% to the market price or where there is no clarity on the performance metrics for vesting. ESPSs are ‘pay at risk’ options that employees accept at the time of grant, which is protected if the ESPSs are issued at significant discount to the market price. If the stock options are granted at a significant discount, there is no alignment between the interests of investors and those of employees. Therefore, we do not support the scheme.
1 for1 against - Approve Secondary Acquisition of Equity Shares by the Trust under the RateGain Employees Stock Purchase Scheme 2023
Against Franklin Templeton Mutual Fund, HSBC Mutual Fund
- Franklin Templeton Mutual FundA vote AGAINST this resolution is warranted because: • The proposed scheme permits shares to be issued with an exercise price, at a discount to the current market price. • The exact vesting conditions have not been disclosed.
- HSBC Mutual FundThe performance criteria and vesting periods for the LTIP are not disclosed.The proposed scheme permits shares to be issued with an exercise price, at a discount to the current market price.
0 for2 against - Authorize RateGain Employee Benefit Trust to acquire equity shares from the secondary market for implementation of RateGain Employees Stock Purchase Scheme 20231 for0 against
- Increase the exercise period to thirty-six months from twenty-four months under the RateGain Employees Stock Option Scheme 20152 for0 against
To create, offer, issue and allot, such number of equity shares of the Company with a face value of Rs.1 each (the Equity Shares), to such eligible investors including Qualified Institutional Buyers (as defined in the SEBI ICDR Regulations) (QIBs) eligible foreign/ non-resident investors and/ or any other eligible category of investors whether or not such investors are members of the Company, as the Board of Directors of the Company (hereinafter called the ‘Board’ which term shall be deemed to include any committee which the Board has constituted or may hereinafter constitute to exercise its powers including the powers conferred by this Resolution) may determine in accordance with applicable law, by way of a Qualified Institutions Placement (QIP) in accordance with Chapter VI of the SEBI ICDR Regulations, subject to applicable laws, for an aggregate amount not exceeding Rs.600 Crores.MoreLess
4 for0 against
Mutual fund votes, meeting of 19 Nov 2022, 7 fund houses
- VARIATION IN THE OBJECTS MENTIONED IN THE PROSPECTUS DATEDnDECEMBER 10, 2021, FOR UTILIZATION OF ISSUE PROCEEDS7 for0 against
Mutual fund votes, meeting of 20 Sep 2022, 7 fund houses
Adoption of the Audited Standalone & Consolidated Financial Statements of thenCompany for the financial year ended March 31, 2022, together with the Report of the Board of Directors and Auditors thereonMoreLess
7 for0 against- Appointment of a Director in place of Ms. Megha Chopra (DIN: 02078421), who retires by rotation and being eligible, offers herself for re-appointment7 for0 against
Mutual fund votes, meeting of 19 Mar 2022, 9 fund houses
Each resolution counts the houses whose vote was matched to it; the rest are listed last.
- APPROVAL OF THE ‘RATEGAIN-STOCK APPRECIATION RIGHT (SAR) SCHEME, 2022’
Against Axis Mutual Fund, Bank of India Mutual Fund, Franklin Templeton Mutual Fund, HSBC Mutual Fund, Nippon India Mutual Fund, Sundaram Mutual Fund
- Axis Mutual FundWe do not favour ESOP schemes where there is no clarity on the exercise price, or the options are granted at a significant discount to the market price
- Bank of India Mutual FundSARs entitle employees to receive appreciation in the value of shares of the company where such appreciation may be settled by way of shares or cash. The aggregate number of SARs to be granted will not exceed 2.8 mn equity shares upon exercise representing ~2.6% of the current issued capital. The SAR price shall be determined by the Nomination and Remuneration Committee (NRC), giving the committee the flexibility to grant SARs at a discount or even at the face value of Re. 1.0, which represents a significant discount to the current market price of Rs. 319.6. Further, it is unclear if vesting of SARs will be performance based. We do not favour SAR schemes where the SAR price is at a significant discount to market price or where there is no clarity on the performance metrics for vesting. SARs are ‘pay at risk’ options that employees accept at the time of grant, which is protected if the SARs are issued at significant discount to the market price.
- Franklin Templeton Mutual FundA vote AGAINST this resolution is warranted because: • The scheme permits the stock appreciation rights to be priced at a discount to the current market price. This is not in line with best market practices. • The exact performance targets for vesting have not been disclosed.
- HSBC Mutual FundA vote AGAINST this resolution is warranted because: - The scheme permits the stock appreciation rights to be priced at a discount to the current market price. This is not in line with best market practices. - The exact performance targets for vesting have not been disclosed.
- Nippon India Mutual FundInadequate disclosure
- Sundaram Mutual FundExercise price not defined
2 for6 against APPROVAL FOR GRANT OF STOCK APPRECIATION RIGHTS (SAR) UNITS TO THE EMPLOYEES OF GROUP COMPANY INCLUDING SUBSIDIARY OR ITS ASSOCIATE COMPANY, IN INDIA OR OUTSIDE INDIA, UNDER RATEGAIN - STOCK APPRECIATION RIGHTS (SAR) SCHEME, 2022MoreLess
Against Axis Mutual Fund, Bank of India Mutual Fund, Franklin Templeton Mutual Fund, HSBC Mutual Fund, Nippon India Mutual Fund, Sundaram Mutual Fund
- Axis Mutual FundWe do not favour ESOP schemes where there is no clarity on the exercise price, or the options are granted at a significant discount to the market price
- Bank of India Mutual FundThe company seeks to extend the SAR scheme to employees/directors of subsidiary companies within or outside India. Our view on this resolution is linked to our opinion on resolution #1.
- Franklin Templeton Mutual FundA vote AGAINST this resolution is warranted because: • The scheme permits the stock appreciation rights to be priced at a discount to the current market price. This is not in line with best market practices. • The exact performance targets for vesting have not been disclosed.
- HSBC Mutual FundA vote AGAINST this resolution is warranted because: - The scheme permits the stock appreciation rights to be priced at a discount to the current market price. This is not in line with best market practices. - The exact performance targets for vesting have not been disclosed.
- Nippon India Mutual FundInadequate disclosure
- Sundaram Mutual FundLinked to above
2 for6 against
2 proposals not matched to one resolution
To approve RateGain Stock Appreciation Rights Scheme – 2022 (“Scheme”) and authorised to create, grant, offer, issue and allot under the Scheme, in one or more tranches, a maximum of 70,00,000 (Seventy Lakhs Only) Stock Appreciation Right Units (“SAR Units”) (or such other adjusted figure for any bonus, stock splits or consolidations or other reorganization of the capital structure of the Company as may be applicable from time to time) to or for the benefit of: (a) an Employee as designated by the Company, who is exclusively working in India or outside India; or (b) a Director of the Company, whether a Whole Time Director or not, including a Non-Executive Director who is not a Promoter or member of the Promoter Group, but excluding an Independent Director; or (c) an Employee as defined in sub-clauses (a) or (b), of a Group Company including Subsidiary or its Associate Company, in India or outside India, or of a Holding Company of the Company. but does not include: (a) an employee who is a promoter or a person belonging to the promoter group; or (b) a director who either himself or through his relative or through any body-corporate directly or indirectly, holds more than ten percent of the outstanding equity shares of the company and and to such other persons as may from time to time be allowed to be eligible for the benefits of the Scheme under applicable laws and regulations prevailing from time to time (“Eligible Employees”), exercisable into a maximum of 27,50,000 (Twenty Seven Lakhs Fifty Thousand Only) Equity Shares (“Shares”) of face value Re.1/- eachMoreLess
1 for0 againstTo extend the benefits of RateGain Stock Appreciation Rights Scheme – 2022 (“Scheme”) including the grant of Stock Appreciation Rights Units (“SAR Units”) and issuance of Equity Shares (“Shares”) thereunder, to such Employee(s), as designated by the Company, who is exclusively working in India or outside India; or, a director, whether a whole time director or not, including a non-executive director who is not a promoter or member of the promoter group, but excluding an independent director; of a group Company including Subsidiary or its Associate Company, in India or outside India, or of a holding company of the company, but does not include an Employee who is a Promoter or a person belonging to the Promoter Group; or a Director who either himself or through his Relative or through any Body Corporate, directly or indirectly, holds more than ten percent of the outstanding Equity Shares of the Company and to such other persons as may from time to time be allowed to be eligible for the benefits of the Scheme under applicable laws and regulations prevailing from time to time (“Eligible Employees”) on such terms and conditions as may be fixed or determined by the Board of Directors in accordance with the Scheme.MoreLess
1 for0 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
- Yes
- 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
Reported for the quarter to Dec 2025. The company's results filing for the quarter to Jun 2026 says no statement of how money raised was used applies to it.
| Raised | Amount raised | For | Set aside | Spent | Spent elsewhere |
|---|---|---|---|---|---|
| QIPNov 2023, checked by CRISIL Ratings Limited | 58.63 | Strategic investments, acquisitions, and inorganic growth | 58.63 | 58.63 | No |