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Transcorp International conducted a postal ballot via e-voting from January 9 to February 7, 2026, on two special resolutions, both of which were passed. Resolution 1 sought approval for the re-appointment and remuneration of Mr. Ayan Agarwal as CEO (Payment Systems); since promoters were related parties, their 2,15,52,254 votes were excluded, and of the 25,55,284 valid votes from public shareholders, 98.51% voted in favour and 1.49% against. Resolution 2 proposed an amendment to the ESOP Policy by removing the lock-in requirement (Clause 14.4); of 2,41,07,537 total votes, 99.84% were in favour and 0.16% against. Both resolutions comfortably cleared the required majority and were declared passed by the scrutinizer, Chartered Accountant Anand Prakash Jain, on February 17, 2026.
Shareholders have approved the re-appointment and pay package of the CEO with overwhelming support, giving the board continuity in leadership. The ESOP lock-in removal gives employees more flexibility with their stock options, which may improve the attractiveness and liquidity of the employee stock incentive plan going forward.