63 Moons Technologies Ltd

Target & Investment Details

• Target: Ticker Limited, Indian unlisted public firm in IT-enabled services.
• Investor: Financial Technologies Singapore Pte. Ltd. (WOS of 63 Moons).
• Acquisition: 31,50,000 equity shares for Rs 8.50 crore.
• Completion: September 25, 2026; cash consideration.
• Post-acquisition stake: FTSPL now 2.06%; no control change.
• Regulatory approvals: Not Applicable.
• Not a related party transaction.

Transaction Terms

• Form of consideration: cash.
• Cost of acquisition: Rs 8.505 crore.
• Date of completion: 25 September 2026.
• Shares acquired: 31,50,000 equity shares.
• Stake acquired: additional 0.18% to 2.06%.
• Promoter/group interest: none; no change in control.

Target Background

• Incorporation: 04/02/2005.
• Product/line: IT-enabled ecosystem and services.
• Turnover FY23-24 ₹1,537.28 lakh; FY24-25 ₹67.99 lakh; FY25-26 ₹27.00 lakh.
• Presence: India.
• Authorized capital: Rs 4,00,00,00,000; Paid-up capital: Rs 1,79,97,77,997.

63 Moons Technologies Ltd: Trading Window closure from 1 October 2026 till 48 hours after the unaudited results for the quarter ended 30 September 2026 are approved by the Board and filed with the Stock Exchanges

AGM Details

• Date: Sep 23, 2026; Time: 11:30 a.m.; Mode: VC/OAVM.
• Voting cut-off: Sep 16, 2026; Total shareholders on record: 48,729.
• Meeting held via VC; attendees through VC: Public 34; Promoter group: 0.

Key Resolutions and Outcomes

• Item 1 (Ordinary): Adoption of standalone and consolidated financials; passed with 99.50%.
• Item 2 (Ordinary): Dividend on equity shares approved; amount per share not disclosed.
• Item 3 (Ordinary): Reappointment of Maheswar Sahu; 2,80,83,581 in favour, 14,995 against.
• Item 4 (Special): Reappointment of Devender Singh Rawat; passed with requisite majority.

Director Changes

• Maheswar Sahu reappointed; Non-Executive, Non-Independent; retiring by rotation.
• Devender Singh Rawat reappointed; Non-Executive, Non-Independent.

AGM Details

• AGM held on 23 September 2026 at 11:30 IST via VC/OAVM.
• Remote e-voting window ran Sept 19-22, 2026.
• Scrutinizer appointed for e-voting; results to be announced after Scrutinizer's Report.
• Notice and reports read; documents available for inspection.
• Ordinary business items were considered.

Resolutions

• Adoption of audited financial statements and reports for the year ended.
• Dividend declaration on equity shares, subject to judicial orders.
• Re-appointment of non-executive, non-independent director.
• Re-appointment of another non-executive, non-independent director.

Voting status

• Resolution 1: Voting results pending; Scrutinizer's Report due.
• Resolution 2: Voting results pending; Scrutinizer's Report due.
• Resolution 3: Voting results pending; Scrutinizer's Report due.
• Resolution 4: Voting results pending; Scrutinizer's Report due.

Director changes

• Non-executive, non-independent director to be re-appointed (retiring by rotation).
• Second non-executive, non-independent director to be re-appointed (retiring by rotation).

Clarification on misleading publication

• Publication dated 22 September 2026 on Law Text is misleading and misrepresents the case.
• The Bombay High Court judgment cited is from 7 February 2025, not a fresh order.
• The judgment relates to appeals by promoters and directors of brokers of NSEL, not MPID Act.
• The timing of the article appears suspect and could mislead market participants.
• The company observed intraday stock-volatility contemporaneous with circulation of the article.
• 63 Moons is examining circumstances and may initiate action against responsible parties.
• Investors should rely on disclosures through recognised Exchanges for information.
• The clarification reaffirms commitment to transparency and appropriate regulatory action as required.

Regulatory / Restructuring update

• NCLT Hyderabad approves the 11 Apr 2026 Resolution Plan under IBC; RA interim application dismissed.
• Ticker Limited named Transferor Company in Scheme of Arrangement under the Resolution Plan.
• NCLT order dated Sep 8, 2026; implications being evaluated with Reg 39(1A) and Sec 29A.
• Vivek Kumar Ratakonda may raise issues before NCLAT.
• Company to determine future course; no disclosed immediate financial impact.

Target overview

• Target entity: Ticker Limited, Indian unlisted public company; IT-enabled ecosystem and services.
• Subsidiary of 63 Moons technologies limited.
• Authorized capital Rs 400 crore; paid-up capital Rs 179.42 crore (as on 31 Mar 2026).
• Incorporation: 04/02/2005; presence in India.
• Turnover (last three years): Rs 27.00 L, 67.99 L, 1537.28 L.

Deal details

• Acquisition by Financial Technologies Singapore Pte. Ltd. (FTSPL), a WOS of 63 Moons.
• Equity shares allotted: 2,59,25,926 to FTSPL for Rs 70 crore.
• FTSPL's stake in Ticker rises by 1.45 percentage points to 1.90%.
• 63 Moons' stake in Ticker after allotment: 65.80%.
• Acquisition completed on 04 September 2026.
• Payment: cash consideration.
• Related party: material RPT approved by shareholders via postal ballot on 21 Aug 2026.
• Regulatory approvals: not applicable; reporting requirements only.

Background of target

• Product line: IT-enabled ecosystem and services.
• Incorporation: 04/02/2005.
• Three-year turnover: Rs 27.00 L, 67.99 L, 1537.28 L.
• Country presence: India.

Overview

• Standalone BRSR for FY2025-26; main activity software services/solutions (91.41% turnover).
• Exports 0.65% of turnover; markets in 6 Indian states and 2 international via subsidiaries.

Key ESG Risks & Opportunities

• Material risks include data privacy/cybersecurity, human rights, and regulatory compliance; mitigated by governance policies.
• Opportunities from stronger governance, training, POSH compliance; potential energy and water efficiency gains.
• NGRBC principles covered; board-approved policies; no material penalties FY2025-26.
• Environmental metrics disclosed; room for energy and water efficiency improvements.

Governance & Policy Highlights

• Board oversight via Stakeholders Relationship Committee for sustainability issues.
• Policies: Code of Conduct, Whistleblower, anti-bribery, human rights, POSH; accessible online.
• No material fines or penalties; external assurance not reported.
• ISO certifications: 27001:2022; 20000-1:2018; 9001:2015; 14001:2015.
• Policies do not extend to value-chain partners.

Social Responsibility & Workforce

• Total employees: 451 (414 permanent, 37 others); 372 male, 79 female.
• Women on board: 1 of 7 directors (14.3%).
• LTIFR nil; 100% return-to-work and retention rates for permanent staff.
• Well-being spend 0.57% of revenue; PF 85.02%; gratuity 100%; ESI 15.94%.
• Career development training 100%; 73.67% of permanent employees trained on human rights; POSH training.
• Grievance mechanisms: whistleblower policy; investor complaints via RTA; 4 shareholder complaints filed; none pending.
• Offices accessible to differently-abled; equal opportunity policy accessible online.

Environmental Performance

• Total energy: 12,846.86 GJ; renewable 129.32 GJ; non-renewable 12,717.54 GJ.
• Energy intensity: 117.39 GJ/Cr turnover; 28.49 GJ/employee.
• Water withdrawal: 8,533 KL; water intensity 77.97 KL/Cr; 18.92 KL/employee.
• Waste generated: 0.285 MT; plastic waste 0.285 MT; 100% recycled; no incineration/landfill data.
• ISO certifications: 27001:2022; 20000-1:2018; 9001:2015; 14001:2015.
• PAT not applicable; no external assurance; DG sets used only on outages; air emissions not material.

Stakeholder Engagement & Complaints

• Key stakeholders: employees, investors, customers, suppliers; channels include email and website; continuous engagement.
• Whistleblower policy and grievance channels; investor complaints via RTA; 4 shareholder complaints filed; others Nil.
• Customer complaints: no severe/serious issues reported.
• Community grievances received via website/email; monitored regularly.

Other Notable Metrics

• CSR turnover ₹10,944.13 lakhs; net worth ₹3,03,986.36 lakhs.
• Export contribution 0.65% of turnover; accounts payable days 45.
• Data privacy: no breaches; policy available at www.63moons.com; cyber security plan in place.