IRIS Business Services Limited has informed the Exchange regarding Notice of Extraordinary General Meeting to be held on July 26, 2025
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IRIS Business Services Limited is holding an Extraordinary General Meeting (EGM) on July 26, 2025, to seek shareholder approval for a related party transaction involving the transfer of its GST Application Service Provider (ASP) Services Business to its subsidiary IRIS Logix Solutions Private Limited on a slump sale basis for a lump sum consideration of Rs. 140.57 crore. This transfer is a key step in a larger transaction where IRIS will also sell its entire 100% equity stake in IRIS Logix (along with the GST ASP business) to Sovos Compliance Limited (UK) for an aggregate consideration of Rs. 151.24 crore. The transaction value of Rs. 140.57 crore represents about 111.59% of the company's consolidated turnover of Rs. 125.97 crore for FY24-25, making it a material related party transaction requiring shareholder approval by ordinary resolution. As per SEBI rules, all related parties including promoter and promoter group shareholders will abstain from voting on this resolution. Remote e-voting will be open from July 23 to July 25, 2025, with the cut-off date for voting eligibility set as July 19, 2025.
Shareholders (excluding promoter group, which cannot vote) will need to approve this large related party transaction that represents more than the company's entire annual turnover. If approved, IRIS will exit its GST ASP Services Business and its subsidiary IRIS Logix, refocusing on its Suptech and Regtech businesses. This is a significant portfolio restructuring event that could materially affect the company's future revenue and earnings profile.