ITC Infotech will secure a 22.1% minority stake in Happiest Minds through two distinct tranches, paying an average of 395 rupees per share. Once the integration concludes, ITC Limited will emerge as the primary promoter, holding a 73.4% stake in the consolidated firm. The transition hinges on a structured share swap mechanism, where Happiest Minds investors will receive 25 shares of ITC Infotech for every 81 shares held.

The companies anticipate a 15-month window to finalize the transaction, subject to customary regulatory clearances and stock exchange approvals. Until these conditions are satisfied, both entities will maintain their independent operations and existing service structures for their combined base of 800 customers.