Sify Technologies announces non-compliance with Nasdaq listing requirements

Sify Technologies (SIFY) notified the Nasdaq Stock Market on May 21, 2025 that, consequent to the resignation of Dr. Ajay Kumar from the Company’s Board of Directors, the Company was in non-compliance with Nasdaq Listing Rule 5605(b)(1), requiring that the majority of the Board be composed of independent directors, and Nasdaq Listing Rule 5605(c)(2), requiring that there be at least three members of the Board’s audit committee. Dr. Kumar resigned to take charge of a constitutional responsibility pursuant to the order of the Hon’ble President of India. The Company also indicated its intent to rely on the cure periods in Nasdaq Listing Rules 5605(b)(1)(A) and 5605(c)(4)(B). Further on June 5, 2025, the Company received a letter from the Listing Qualifications Department of Nasdaq indicating that, due to Dr. Kumar’s resignation, the Company no longer complies with Nasdaq’s independent director and audit committee requirements as set forth in Listing Rule 5605. The notice states that, consistent with Listing Rules 5605(b)(1)(A) and 5605(c)(4), the Company would be provided with a cure period to regain compliance. Such cure period will last until the earlier of the Company’s next annual shareholders’ meeting, or May 15, 2026; provided that, if the next annual shareholders’ meeting is held before November 11, 2025, then the Company must evidence compliance no later than November 11, 2025. The Nasdaq notice has no immediate effect on the listing or trading of the Company’s ADSs on the Nasdaq Capital Market. The Company is actively engaged in identifying and evaluating the appointment of another independent director to the Board to fill the vacancies created by Dr. Kumar’s resignation and to regain compliance with the Nasdaq Listing Rules within the specified cure period.