Mumbai (Maharashtra) [India], August 21 : The board of One 97 Communications, which operates mobile payments pioneer Paytm has proposed revising the annual remuneration framework for its non-executive and independent directors. The proposal will be placed before shareholders at One 97 Communications Limited's 26th Annual General Meeting (AGM).
The revision shifts the structure from a flat cap to one that links pay to committee work. The fixed Board fee has been set at ₹40 lakh per annum, with additional compensation depending on a director's responsibilities on key committees, highlighting a stronger focus on accountability.
The chairperson of the Audit Committee can receive an additional ₹24 lakh annually, while chairpersons of the Nomination and Remuneration Committee (NRC) or Risk Management Committee (RMC) can receive ₹12 lakh each. An Audit Committee member can receive ₹12 lakh, while NRC or RMC members can receive ₹6 lakh each. A committee chairperson cannot also claim additional member's fee for the same committee, the notice states.
The move follows an independent benchmarking exercise that found Paytm's existing remuneration cap of ₹48 lakh per annum for each independent director to be "materially below the median remuneration paid by the peer group," according to the company's AGM notice. The new proposed remuneration cap for Paytm's board non-executive and independent directors stands at ₹98 lakh per annum.
Paytm had appointed an "independent globally renowned third-party human-resource consulting firm" in June 2026 to carry out the exercise. The benchmarking covered comparable remuneration of independent directors across new-age listed and unlisted companies, predominantly from the Nifty Internet Index, as well as select financial services and technology companies from the BSE 100.
Attendance is also part of the new structure. Up to ₹16 lakh is linked to attendance at Board and Audit Committee, NRC and RMC meetings. The amount will be paid on a pro-rata basis based on actual attendance, subject to a minimum attendance requirement of 75%.
Eligible directors can also receive a sitting fee of up to ₹1 lakh for each Board, Audit Committee, NRC and RMC meeting attended, according to remuneration under the proposed framework. Non-executive nominee directors are not covered by the revised framework, except for reimbursement of their expenses. The notice adds that aggregate remuneration to all non-executive directors will not exceed 1% of the company's net profits in a year.
The revision comes after Paytm reported its first full year of profit after tax (PAT) in FY26. Revenue grew 22% year-on-year to ₹8,437 crore, while EBITDA stood at ₹502 crore and PAT at ₹552 crore. In Q1 FY2027, Paytm reported EBITDA of ₹203 crore, up 182% year-on-year, and PAT of ₹220 crore, up 79%.