HandsOn Global Management (HGM)Ltd

Financial performance

• Standalone revenue from operations rose to ₹5,675.74 lakhs in FY26.
• Consolidated revenue from operations grew 164.7% to ₹5,947.76 lakhs.
• Total consolidated income rose 154.3% to ₹6,295.51 lakhs.
• Consolidated PBT: ₹−122.05 lakhs; prior year ₹479.56 lakhs.
• Standalone PAT after tax rose to ₹562.17 lakhs.
• Consolidated PAT from continuing operations was ₹−304.77 lakhs.
• Consolidated OCI was ₹−229.65 lakhs; standalone OCI ₹−10.92 lakhs.
• EPS standalone after tax: ₹4.46; consolidated continuing EPS: ₹−2.42.
• Dividend declared for FY26: none.

Acquisition & strategy

• Acquired Aidéo Technologies LLC, AI-powered autonomous coding platform.
• Aidéo expands revenue cycle, ambient documentation, analytics capabilities.
• Formed Healthcare Capital Holdings LLC; issued Class B Preferred Stock as leverage.
• Strategy focuses on AI-enabled platforms across healthcare, manufacturing and logistics.

Capital structure & liquidity

• Equity share capital stands at 12,594,972 shares of ₹10 each.
• Long-term borrowings include Class B Preferred Stock ₹152.84 mn.
• Lease liabilities: non-current ₹56.56 mn; current ₹25.59 mn.
• Cash and cash equivalents: Consolidated ₹62.79 mn.
• Debt-to-equity ratio: 1.68x (FY26) vs 0.41x (FY25).
• No dividend declared; resources allocated to growth and acquisitions.
• 38th AGM scheduled for 18 September 2026 via VC/OAVM.

Governance & board changes

• Bhavana Sharma joined as Independent Director on 15 Oct 2025.
• Kesavan Nair Padmanabhan appointed Independent Director on 7 Mar 2026.
• Lakshmi Kumar ceased as Independent Director on 12 Jul 2025; Vikram Negi ceased 10 Dec 2025.
• Independent Directors’ declarations confirm independence; separate ID meeting held Jan 30, 2026.

Related party transactions

• Material RPTs approved: HealthAxis/HG, XBP Europe, SourceHOV, and others for FY2026.
• RPTs conducted at arm's length; approvals via Audit Committee and Postal Ballot where noted.
• RPTs include services and reimbursements across HGM group entities.

Audit & compliance

• Statutory auditors Lodha & Co LLP; unmodified opinions on standalone and consolidated FS.
• Secretarial Auditor: no qualifications; no fraud reported under 143(12).
• Compliance with listing, governance, and internal control requirements maintained.

Subsidiaries & structure

• Major subsidiaries: Healthcare Capital Holdings LLC; Aideo Technologies LLC; HOVS LLC; HOV Environment LLC.
• Policy on material subsidiaries disclosed on website; Form AOC-1 included in annual report.
• Overseas and Indian operations cover USA, Hong Kong, and India-based entities.

Risks & outlook

• FX exposure due to USD revenue; hedging practices in place.
• Expect losses from newly acquired subsidiary to narrow as scale and synergies improve.
• AI-led growth opportunities in healthcare and enterprise software; ongoing transformation.

AGM details

• Date, time, mode: 18 September 2026, 10:30 AM IST, via VC/OAVM.
• Notice dispatched Aug 24, 2026; annual report available on company site.
• Cut-off for remote e-voting: Aug 21, 2026.
• Deemed venue: registered office; attendance via VC/OAVM.

Key resolutions

• Ordinary: Adopt standalone FY 2025-26 financial statements and reports.
• Ordinary: Adopt consolidated FY 2025-26 financial statements.
• Ordinary: Re-appoint Sunil Vasant Rajyadhyaksha as Director.
• Special: Appoint Ajay Puri as Independent Director for 2nd term (2026–2031).
• Special: Approve continuation beyond age 75 for Ajay Puri under SEBI LODR.
• Ordinary: Re-classify promoter holdings to Public; remove Sun Investment Partners LLC.
• Promoter voting: Promoters seeking reclassification will not vote.

Promoter reclassification details

• Shareholdings to be reclassified: Stern Capital Partners LLC 5.51%, Surinder Rametra 0.95%, Sun Investment Partners LLC 0%.
• Total reclassification: 814,246 shares (6.46%).
• NOC received from BSE and NSE on 24 July 2026.
• Promoter voting restriction applies.

Directors and auditors

• Ajay Puri: Independent Director, 2nd five-year term from 22 Sep 2026 to 21 Sep 2031.
• Sunil Vasant Rajyadhyaksha: Director re-appointment.
• Auditors: Lodha & Co LLP to continue as statutory auditors for five-year term; no ratification required.
• Annexure notes provide director profiles and remuneration policy.

Financial results approved

• Standalone and Consolidated Q1 FY2026 results (unaudited) approved for period ended June 30, 2026.
• Results reviewed by Audit Committee; statutory audit limited review with unmodified conclusions.

Capital infusion into overseas subsidiary

• Infusion of up to USD 2 million into HCI-LLC, Cayman Islands, via capital contribution.
• Subject to FEMA/AD-Bank formalities.

CSR policy

• CSR Policy approved pursuant to applicable statute.

Meeting Details

• Date: August 14, 2026; time and location not disclosed.

Key Agenda Items

• Un-audited Q1 2026 financial results to be considered.
• Trading window remains closed July 1, 2026 through August 16, 2026.

Other Notes

• Trading window closure details disclosed; no other material items mentioned.

Demat/remat status

• Details of dematerialised/rematerialised securities for the quarter ended June 30, 2026 were furnished to all stock exchanges.