Sagility CEO, MD, chairman, board of directors and AGM

Mutual fund votes, meeting of 20 Aug 2026, 12 fund houses so far (houses' deadline to file 15 Oct 2026)

• Approving a) Audited standalone financial statements of the Company for the financial year ended 31st March 2026 together with the reports of the Board of Directors and Auditors thereon and b) Audited consolidated financial statements of the Company for the financial year ended 31st March 2026 together with the report of Auditors thereon.MoreLess

  12 for0 against
• Re-appointment of Mr. Hari Gopalakrishnan (DIN: 03289463) as a Non-Executive, Non-Independent Director, who retired by rotation and, being eligible, had offered himself for re-appointment.

  ›Against Angel One Mutual Fund, DSP Mutual Fund, Edelweiss Mutual Fund, HSBC Mutual Fund, Jio BlackRock Mutual Fund, Navi Mutual Fund, PGIM India Mutual Fund, SBI Mutual Fund

  • Angel One Mutual FundGovernance Concern: Low attendance at Board & Audit Committee meetings; and no justification provided for leave of absence.
  • DSP Mutual Fund, Jio BlackRock Mutual FundHari Gopalakrishnan, 49, is a partner and Global Co-Head of services, private capital in the BPEA EQT team, ultimate promoter of Sagility India Limited. He has served on the board since July 2021. He attended six board meetings (50%) out of twelve held in FY26, nine out of eighteen (50%) held in FY25 and nine out of ten (90%) held in FY24. His aggregate attendance over the last three financial years was 60%, which is below our minimum threshold of 75%. The company has clarified that lower attendance in FY25 and FY26 was due to unavoidable international commitments linked to his global leadership responsibilities within the EQT Group. However, we expect directors to attend all board meetings or, at a minimum, maintain 75% attendance over a rolling three-year period. Given his low attendance record, we are unable to support the resolution.
  • Edelweiss Mutual Fund, Navi Mutual Fund, PGIM India Mutual FundCompliant with law. No issue identified on merit of appointee. Governance Concern: Low attendance at Board & Audit Committee meetings; and no justification provided for leave of absence.
  • HSBC Mutual FundWe have concerns about the director's attendance at board meetings.
  • SBI Mutual FundHari Gopalakrishnan, 49, is a partner and Global Co-Head of services, private capital in the BPEA EQT team, ultimate promoter of Sagility India Limited. He has served on the board since July 2021. He attended six board meetings (50%) out of twelve held in FY26, nine out of eighteen (50%) held in FY25 and nine out of ten (90%) held in FY24. His aggregate attendance over the last three financial years was 60%, which is below our minimum threshold of 75%. We expect directors to attend all board meetings/statutory meetings or, at a minimum, maintain 75% attendance over a rolling three-year period. Given his low attendance record, we are unable to support the resolution.

  4 for8 against
• Confirming the Interim Dividend of Rs. 0.05 (Five paise only) per equity share of Rs.10 each paid during the year and declaration of Final Dividend of Rs. 0.10 per equity share of Rs.10 each for the Financial Year ended 31st March, 2026MoreLess

  12 for0 against

Mutual fund votes, meeting of 28 Jun 2026, 29 fund houses

Each resolution counts the houses whose vote was matched to it; the rest are listed last.

• Approval of Sagility Limited – Employee Stock Options and Performance Stock Units Scheme 2026

  ›Against Angel One Mutual Fund, Edelweiss Mutual Fund, Groww Mutual Fund, HDFC Mutual Fund, Kotak Mahindra Mutual Fund, Navi Mutual Fund, PGIM India Mutual Fund, Zerodha Mutual Fund

  • Angel One Mutual FundGovernance concern: Potential economic benefits that may be given to a single employee under ESOP 2026 appears to be excessive in case of Performance Stock Units (PSUs); the relevant committee has discretion to alter the exercise period, which may result in situations where exercise period is not uniformly applicable to all employees.
  • Edelweiss Mutual Fund, Groww Mutual Fund, Navi Mutual Fund, PGIM India Mutual Fund, Zerodha Mutual FundCompliant with law. Governance concern: Potential economic benefits that may be given to a single employee under ESOP 2026 appears to be excessive in case of Performance Stock Units (PSUs); the relevant committee has discretion to alter the exercise period, which may result in situations where exercise period is not uniformly applicable to all employees.
  • HDFC Mutual FundPerformance Stock units have been granted at a deep discount to market price. Further, the scheme is not broad based in nature. We do not support the resolution.
  • Kotak Mahindra Mutual FundThe company seeks approval for Sagility Limited Employee Stock Options and Performance Stock Units Scheme 2026 under which upto 30.9 mn time-based and 123.6 mn performance-based stock options aggregating to 154.6 mn stock options can be granted. The scheme will be implemented through a trust by fresh issue of shares. The overall dilution of the scheme is ~3.2% on the expanded capital base as on 31 March 2026. The options granted will vest after a minimum of one year and no later than a maximum of three years. The vested options can be exercised within a maximum period of two years. For time-based options, the exercise price will not be less than the market price as on grant date. For performance-based options exercise price will be the face value as on grant date. The performance parameters for vesting consist of a combination of individual performance and/or company performance. Company performance parameters include consolidated revenue, margin or any other parameters as determined by the Committee. Further, no vesting will happen if less than 80% of target is achieved. The maximum options benefit to be given to a single employee amounts to 92, 69, 030 Options and PSUs are 3,70,76,121. Ramesh Gopalan, the Group CEO and Managing Director at Sagility, he leads the company s transformation into a strategic, high-value services partner for healthcare payers and providers. Under his leadership, Sagility helps clients improve efficiency and increase customer experience in their operations through technology, analytics, and automation solutions, tailored to the complex demands of the US healthcare industry. The Company has additionally stated that the exercise period may be reduced to a shorter duration as may be decided by the NRC at the time of grant. Hence, we do not support the resolution.

  15 for8 against
• Approval of grant of employee stock options and performance stock units to the employees of the subsidiary company(ies) of the Company under Sagility Limited – Employee Stock Options and Performance Stock Units Scheme 2026MoreLess

  ›Against Angel One Mutual Fund, Edelweiss Mutual Fund, Groww Mutual Fund, HDFC Mutual Fund, Kotak Mahindra Mutual Fund, Navi Mutual Fund, PGIM India Mutual Fund, Zerodha Mutual Fund

  • Angel One Mutual FundGovernance concern: Potential economic benefits that may be given to a single employee under ESOP 2026 appears to be excessive in case of Performance Stock Units (PSUs); the relevant committee has discretion to alter the exercise period, which may result in situations where exercise period is not uniformly applicable to all employees.
  • Edelweiss Mutual Fund, Groww Mutual Fund, Navi Mutual Fund, PGIM India Mutual Fund, Zerodha Mutual FundNo concern identified on extension of benefits to employees of subsidiary. However, interlinked with Resolution #1
  • HDFC Mutual FundThrough resolution #2, The company proposes to extend the Sagility Limited – Employee Stock Options and Performance Stock Units Scheme 2026 to eligible employees of subsidiary companies. Our view on this resolution is linked to our view on resolution #1. We do not support the resolution.
  • Kotak Mahindra Mutual FundThrough resolution #2, The company proposes to extend the Sagility Limited Employee Stock Options and Performance Stock Units Scheme 2026 to eligible employees of subsidiary companies. We support the grant of stock options to unlisted subsidiaries. Our view on this resolution is linked to our view on resolution #1. We do not support the resolution.

  15 for8 against
• Approval for provision of money by the Company for purchase of its own Shares by the trust under the Sagility Limited – Employee Stock Options and Performance Stock Units Scheme 2026

  ›Against Angel One Mutual Fund, Canara Robeco Mutual Fund, Edelweiss Mutual Fund, Groww Mutual Fund, HDFC Mutual Fund, Kotak Mahindra Mutual Fund, Navi Mutual Fund, PGIM India Mutual Fund, Unifi Mutual Fund, Zerodha Mutual Fund

  • Angel One Mutual FundGovernance concern: Potential economic benefits that may be given to a single employee under ESOP 2026 appears to be excessive in case of Performance Stock Units (PSUs); the relevant committee has discretion to alter the exercise period, which may result in situations where exercise period is not uniformly applicable to all employees.
  • Canara Robeco Mutual Fund, Unifi Mutual FundThe company proposes to provide provision of money or loan to the Sagility ESOP Trust, not exceeding 5% of the aggregate of the paid-up share capital and free reserves, for acquisition of equity shares for the purpose of implementation of Sagility Limited – Employee Stock Options and Performance Stock Units Scheme 2026. The loan shall be interest free and repayable to the company from realization of proceeds of exercise/ permitted sale/ transfer of shares and any other eventual income of the trust. However, our view on this resolution is linked to our view on resolution #1. We do not support the resolution.
  • Edelweiss Mutual Fund, Groww Mutual Fund, Navi Mutual Fund, PGIM India Mutual Fund, Zerodha Mutual FundNo concern identified on proposed resolution per-se. However, interlinked with Resolution #1.
  • HDFC Mutual FundThe company proposes to provide provision of money or loan to the Sagility ESOP Trust, not exceeding 5% of the aggregate of the paid-up share capital and free reserves, for acquisition of equity shares for the purpose of implementation of Sagility Limited – Employee Stock Options and Performance Stock Units Scheme 2026. Our view on this resolution is linked to our view on resolution #1. We do not support the resolution.
  • Kotak Mahindra Mutual FundThe company proposes to provide provision of money or loan to the Sagility ESOP Trust, not exceeding 5% of the aggregate of the paid-up share capital and free reserves, for acquisition of equity shares for the purpose of implementation of Sagility Limited Employee Stock Options and Performance Stock Units Scheme 2026. The loan shall be interest free and repayable to the company from realization of proceeds of exercise/ permitted sale/ transfer of shares and any other eventual income of the trust. Our view on this resolution is linked to our view on resolution #1. We do not support the resolution.

  19 for10 against

• Unlisted stake boughtCareseed LLCSince 11 Jun 2026

  100.00% bought in the quarter; holding 100.00%, from 0.00%

• Fine or penaltyState of Tennessee, Department of RevenueSince 9 Apr 2026

  Notice for Franchise Tax received.Penalty USD 2981.30

  Penalty levied due to underpayment of Franchise Tax for the period ended 31st March 2025
• Fine or penaltyState of Illinois, Department of RevenueSince 15 Apr 2026

  Notice for underpayment of Estimated Tax. Penalty USD 693.80

  Penalty levied due to underpayment of corporate tax for the financial year ended 31st March 2024
• Fine or penaltyNYC, Department of FinanceSince 20 Apr 2026

  Notice of underpayment of Estimated Tax. Penalty USD 2237.49

  Penalty levied due to underpayment of tax for the financial year ended 31st March 2025
• Fine or penaltyCommonwealth of Massachusetts, Department of RevenueSince 15 Apr 2026

  Notice of underpayment of estimated tax. USD 435.31

  Penalty levied due to underpayment of tax for the financial year ended 31st March 2025
• Fine or penaltyColorado, Department of RevenueSince 16 Jun 2026

  Notice of underpayment of estimated tax. Penalty USD 5269

  Penalty levied due to underpayment of corporate tax for the financial year ended 31st March 2025
• Fine or penaltyFranchise Tax Board, State of CaliforniaSince 21 Apr 2026

  Notice for late payment of estimated tax. Penalty USD 24

  Penalty levied due to late payment of franchise tax for the financial year ended 31st March 2025
• Fine or penaltyWisconsin Department of RevenueSince 28 Apr 2026

  Notice of Corporation Franchise Tax received. Penalty USD 2500

  Penalty levied due to underpayment of corporation franchise tax for the year ended 31st December 2024

In the company's own words, from its latest governance filing.

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

Yes

The filing has a part on tax disputes

Yes

There was a cyber security incident in the quarter

No

The company's own answers in its filing.