Nucleus Software Exports Limited has informed the Exchange regarding Notice of Postal Ballot
NUCLEUS · price
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On the reaction day the stock moved 0.3 pts less than Nifty Microcap 250 and 0.9 pts more than its Software Products peers, over the same two closes: a difference in percentage points, not a measure of what the filing did.
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Nucleus Software Exports has sent a postal ballot notice to shareholders for 6 resolutions, with e-voting open from April 8 to May 7, 2026. Resolution 1 seeks re-appointment of Mr. Parag Bhise as Whole Time Director & CEO for 2 years (April 1, 2026 to March 31, 2028), with a notable clause allowing him minimum remuneration even if the company has inadequate profits. Resolution 2 seeks appointment of Dr. Nitin Ramesh Gokarn as Independent Director for 5 years. Resolutions 3-6 seek approval for a new Restricted Stock Unit (RSU) Scheme-2026 covering up to 10 lakh RSUs, extension to subsidiary employees, secondary acquisition of up to 10 lakh shares by a newly formed Nucleus Software Equity Incentive Trust (capped at 5% of paid-up capital), and a loan from the company to the trust of up to 5% of paid-up capital plus free reserves to fund the buyback.
The 'inadequacy of profits' clause in the CEO re-appointment may raise governance concerns, as it could dilute minority shareholder say on executive pay. The RSU scheme and trust-based share buyback (up to 5% of capital) could provide short-term price support but introduces dilution risk over time. Shareholders should weigh the CEO remuneration terms and the scope of the employee incentive scheme before voting.