RateGain Travel Technologies Ltd

Leadership appointment

• Shobana Kailash appointed Chief Human Resources Officer, based in Noida.
• She will lead global people strategy, talent, leadership development and culture.
• Her remit includes building talent and culture to support AI-driven growth.
• Shobana has over two decades in SaaS, technology, fintech, life sciences and ecommerce.
• Previously Global CHRO at Hubilo; earlier roles at IQVIA, Freshworks and Amazon.
• She succeeds Sahil Sharma, who helped RateGain's journey.
• RateGain is advancing AI across its platform, scaling in North America and Europe with Sojern.

Appointment: CHRO & SMP — Shobana Vinodh Kailash

• Appointment: CHRO and SMP — Shobana Vinodh Kailash.
• Effective date: August 25, 2026.
• Reason: Board approved on N&R Committee recommendation.
• Profile: 25+ years in HR leadership.
• Experience: Hubilo, Freshworks, Amazon, Fidelity, IQVIA.
• Relationships: No disclosed related-party relationships.

Resignation: CHRO & SMP — Sahil Sharma

• Type: Resignation as CHRO and SMP.
• Effective date: Aug 24, 2026, close of business.
• Transition: Will assist until Oct 08, 2026.
• Reason: Resignation; detailed reasons in Annexure A.
• Relationships: N/A.
• Impact: Not specified on board/committee changes.

Overview

• Standalone BRSR for RateGain Travel Technologies Ltd, FY2025-26.
• Global AI-powered SaaS provider for travel/hospitality; DaaS, Distribution, MarTech offerings.
• Exports ~81% of turnover; mix: MarTech ~69%, DaaS ~20%, Distribution ~11%.
• Total employees 759; offices: 1 national, 11 international.
• Indian states covered: 28; international markets: 160.

Key ESG Risks & Opportunities

• Data security and customer privacy risk; mitigations include SOC 2 certification and controls.
• Talent acquisition and retention opportunity; recognized as Great Place to Work; HR initiatives.
• Corporate governance as opportunity; board oversight strengthens ESG reporting.
• Anti-competitive behavior risk; internal controls to ensure fair competition.
• Waste management risk; e-waste disposal via authorized recyclers.
• Energy management opportunity; cloud migration and AWS Graviton hosting.
• Product design and development; cloud hosting reduces carbon footprint.
• Water management risk and ZLD presence at Noida office.

Governance & Policy Highlights

• Board oversight includes CSR and Risk Management Committees; Sustainability Committee established.
• Executive Director Megha Chopra chairs CSR Committee and serves on Risk Management Committee.
• Key policies: ESG Policy, Code of Conduct, Anti-Bribery, Whistleblower, POSH, HR.
• SOC 2 certification progression; RateGain Adara achieved SOC 2; PCI DSS and GDPR compliance.
• No penalties or fines reported FY2025-26.
• NGRBC policies approved by Board; policies cover Principles 1-9.
• No external assurance reported for the overall BRSR.

Social Responsibility & Workforce

• Total employees 759; permanent 713 and 46 others; 77% male, 23% female.
• Board female representation: 2 of 6; no female KMPs.
• Permanent turnover FY2025-26 around 29%.
• Well-being measures include health insurance, accident/maternity/paternity benefits; HRMS-based grievance redressal.
• LTIFR 0; no fatalities; safety practices assessed 100%.
• Grievances: 0 sexual harassment FY2025-26; 1 case closed FY2024-25.
• CSR initiatives include education programs, meals, senior citizen care, and Smart Shiksha.

Environmental Performance

• Total energy from renewable sources: 0 GJ; non-renewable electricity 955.23 GJ; fuel 84.91 GJ.
• Total energy consumption: 1040.14 GJ; intensity 0.42 GJ per crore INR.
• GHG emissions: Scope 1 13.61 tCO2e; Scope 2 188.39 tCO2e; total 202 tCO2e.
• Emissions intensity: 0.08 tCO2e per crore INR turnover; 0.27 tCO2e per employee.
• Water withdrawal: 8151 KL; water intensity 1.1 KL/ crore INR; 3.7 KL/employee.
• Zero Liquid Discharge implemented at Noida office; LEED Gold building; cloud hosting with energy efficiency.

Stakeholder Engagement & Complaints

• Stakeholders: employees, investors, customers; channels include intranet, email, roadshows; frequency varies.
• Customer complaints FY2025-26: 14,354 filed; 31 pending; FY2024-25: 5,961 filed; 73 pending.
• Shareholders: 1 complaint FY2025-26; 0 pending.
• Investors: 0 complaints; Whistle Blower Policy and external avenues (SCORES, ODR).
• As a SaaS provider, communities report zero direct complaints; CSR policy governs community engagement.

Other Notable Metrics

• MSME direct sourcing 62.31% of inputs; 100% sourced within India.
• Related-party transactions: purchases 15.01% of purchases; sales 93.18% of sales; loans 4.59%; investments 98.17%.
• CSR turnover 2,932,065,131; net worth 14,266,197,246.
• Affiliations: FICCI, TiE-Delhi-NCR, NASSCOM.
• Data privacy/cybersecurity: SOC 2 for Adara; GDPR; PCI DSS; ongoing ESG rating readiness.
• Public policy: 3 trade associations; no reported anti-competitive incidents.

Key highlights

• Consolidated revenue ₹18,235.54m for FY2025-26.
• Adjusted EBITDA ₹3,583.28m.
• PAT ₹1,943.87m.
• Sojern acquisition completed 6 Nov 2025 for INR 22,227.19m.
• Goodwill from Sojern: INR 13,026.36m.
• Sojern post-acquisition revenue ₹6,660.90m.
• NA+Europe revenue share 83.7%.
• Net debt ₹7,842.50m.
• Gearing 0.39x.
• 13,410 customers post-merger.

Credit facility details

• Sojern, Inc., a wholly owned step-down subsidiary, is the borrower.
• Offer letter dated August 18, 2026 for a secured line of credit up to USD 40 million.
• Date of loan execution: August 19, 2026; total outstanding: NIL.
• Credit facility size: USD 40 million; interest and repayment terms per offer letter.

Corporate guarantee by RateGain

• RateGain provides corporate guarantee for US$44 million to JP Morgan.
• Guarantee relates to credit facility extended to Sojern, a RateGain subsidiary.
• Promoters have no interest; guarantee is arm's length.
• Impact: no material impact as subsidiary's financials will be consolidated.

Meeting Details

• Date: August 24, 2026.
• Time: not specified.
• Type: one-on-one meetings.
• Mode & Place: Physical, Chennai.
• Organizer: Anand Rathi.

Participants

• Key company participants: not disclosed.

Purpose

• Purpose: analyst/investor meetings with Anand Rathi.

Partnership with VIETJET QAZAQSTAN

• VIETJET QAZAQSTAN selects AirGain for real-time fare intelligence.
• AirGain tracks fare movements and benchmarks against competitors in real time.
• Platform identifies pricing gaps before they impact performance.
• Reduces manual effort in tracking fare changes and speeds decision making.
• Access to AI-driven insights including anomalies and route opportunities.
• Partnership supports VIETJET QAZAQSTAN's Central Asia expansion.