The board of One 97 Communications Ltd, the parent company of 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, with the fixed Board fee set at ₹40 lakh per annum. Additional compensation depends on a director's responsibilities on key committees, with the chairperson of the Audit Committee receiving 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.
Sharma took home a total of ₹4.33 crore in remuneration in FY26, which was lower than the ₹4.5 crore in FY25, including perquisites. As reported by ET Now, he had also voluntarily forgone his ₹2.10 crore ESOPs in 2025, and currently does not hold any ESOPs in the company. The proposed remuneration remains modest compared with some of its listed fintech peers, with Groww co-founder Lalit Keshre taking a combined payout of ₹188 crore in FY25 including performance-linked incentives, while Pine Labs CEO Amrish Rau received a total compensation of ₹9.5 crore in FY25 and was allotted stock options worth ₹243 crore just days before the company's IPO in November 2025. According to NDTV, Sharma's base remuneration remained unchanged since August 19, 2022, with no increments, after his reappointment as Managing Director (MD) and Chief Executive Officer (CEO) to the company, with him voluntarily requesting to keep his remuneration unchanged.
According to the AGM notice, Paytm appointed an 'independent globally renowned third-party human-resource consulting firm' in June 2026 to benchmark Sharma's remuneration, including fixed pay, variable pay and ESOPs. The firm found his existing remuneration to be 'materially below' the median across all three comparator groups, including MDs and CEOs of new-age internet companies across the Nifty Internet Index, select financial services and technology companies in BSE 100, and the broader BSE 100 group. This prompted the Nomination and Remuneration Committee (NRC) to recommend a revised remuneration structure. The new proposed remuneration cap for Paytm's board non-executive and independent directors stands at ₹98 lakh per annum, significantly higher than the existing ₹48 lakh per annum cap. 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.
Under the proposed structure, Sharma's remuneration will include a variable component that will be performance-linked, with the NRC determining variable pay on achievement against pre-defined targets. For FY27, it will be tied to the percentage achievement of target PAT growth of the company. No fresh ESOPs have been proposed to Sharma as part of the revision. The revised framework introduces attendance-based compensation, with up to ₹16 lakh 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. 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 remuneration review comes after Paytm recorded its first full year of PAT in FY26 at ₹552 crore. According to reports from ET Now, the company has sustained this trajectory in Q1 FY27, recording a PAT of ₹220 crore, up 79 per cent year-on-year and 20% sequentially. Paytm reported revenue growth of 22% year-on-year to ₹8,437 crore in FY26, while EBITDA stood at ₹502 crore. In Q1 FY2027, the company reported EBITDA of ₹203 crore, up 182% year-on-year, and PAT of ₹220 crore, up 79%. This strong financial performance provides the company with the financial foundation to justify potential salary increases for key executives, particularly given the benchmarking findings that indicated Sharma's current compensation was below market standards for comparable roles.
