Ramco Systems Limited Approves Employee Stock Option Scheme 2026 in Shareholder Meeting

Ramco Systems Limited Approves Employee Stock Option Scheme 2026 in Shareholder Meeting​

Ramco Systems Limited has approved the formulation of its Employee Stock Option Scheme 2026 (ESOS 2026). The scheme was sanctioned by shareholders during the company's 29th Annual General Meeting held on August 20, 2026.

The ESOS 2026 is designed to reward employees for their performance and association with the company while attracting high-quality talent to ensure long-term retention and foster a sense of belongingness among staff. The scheme involves granting options convertible into 15,00,000 equity shares of Rs. 10 each.

Scheme Details and Participants​

Under the ESOS 2026, eligible employees, directors, and employees of Group Companies may be granted options. However, the scheme explicitly excludes any Promoter or members of the Promoter Group. Directors who hold more than ten percent of the outstanding equity shares through themselves or their relatives are also ineligible. New joinees can participate based on the discretion of the relevant Committee.

The maximum quantum of benefits for an employee is defined as the difference between the market value of the company's share on Recognized Stock Exchanges on the Date of Exercise and the Exercise Price paid by the Employee.

Vesting and Execution Terms​

The scheme places strict guidelines on vesting and exercise periods. The vesting period commences after one year from the Grant Date and extends up to a maximum of ten years from the Grant Date, subject to conditions set by the Committee.

Options may be exercised within a maximum period of ten years from the date of respective Vesting. To participate in the scheme, Grantees must maintain a valid and operative Demat account at the time of exercise. If options are not exercised within this timeframe, they will lapse and be added back into the option pool.

Pricing and Eligibility Criteria​

The Exercise Price for the options will be determined by the Nomination and Remuneration Committee (NRC) at the Grant date and must be linked to the Market Price defined in the Scheme. The NRC holds the power to grant a suitable discount, provided that the Exercise Price does not exceed the Market Price or fall below the face value of the Share of the Company.

Eligibility for granting options is determined by the Committee based on several criteria, including:

• Loyalty: Based on the tenure of employment.
• Performance: Considering both the individual's past and current performance and the criticality of their position.
• Company Performance: Measured against standards set by the Committee or Board of Directors.

The maximum number of options that can be issued under ESOS 2026 is capped at 15,00,000. Furthermore, the number of options granted to any Eligible Employee in a single year shall not exceed one percent of the issued equity share capital (excluding outstanding warrants and conversions). Non-Executive Directors may receive up to three lakh options in one financial year and five lakh options in aggregate.

The scheme will be administered directly by the Nomination and Remuneration Committee of the Company, involving new issue of Equity Shares by Ramco Systems Limited. The shares allotted pursuant to the Exercise of Options are not subject to any lock-in period.

RAMCOSYS Stock Price Movement​

On Friday, shares of Ramco Systems Limited slipped, shedding ₹9.35 or 1.69% from the previous close and settling at ₹543.65. The equity traded through the session with a total volume of 107,239 shares.