ITC Infotech Emerges as Frontrunner to Acquire Majority Stake in Happiest Minds from Founder Ashok Soota

ITC Infotech, the wholly owned IT services subsidiary of diversified conglomerate ITC Ltd, has emerged as the frontrunner to acquire a majority controlling stake in Happiest Minds Technologies from its founder and chairman Ashok Soota, according to people familiar with the matter. The deal, if concluded, may also include a mandatory open offer to public shareholders under SEBI's takeover regulations.

Soota, 83, holds approximately 44% of Happiest Minds Technologies directly and through investment companies. The promoter group stake was valued at around ₹2,500 crore as of mid-March 2026.

A Long-Running Process Narrows

The development follows months of exploratory discussions that first came to light in March 2026, when reports emerged that global private equity firms EQT and Partners Group — alongside ITC Infotech — were evaluating a potential acquisition of Soota's controlling stake. At the time, one of the Big Four consulting firms was conducting commercial due diligence on behalf of interested bidders.

Since then, the field appears to have narrowed decisively toward ITC Infotech as the strategic acquirer of choice. The deal would potentially trigger an open offer — a mandatory public market bid for an additional 26% stake from minority shareholders — as required under Indian takeover regulations whenever a controlling stake changes hands in a listed company.

Happiest Minds, when queried by stock exchanges in March, filed a regulatory clarification stating it had no material information bearing on the share price movement. ITC Infotech declined to comment, saying it does not comment on market speculation.

About Ashok Soota and Happiest Minds

Soota is one of India's most celebrated technology entrepreneurs. A former senior executive at Wipro, he co-founded Mindtree in 1999 — which was later acquired by Larsen & Toubro — and subsequently founded Happiest Minds Technologies in 2011. The company listed on Indian stock exchanges in September 2020 in one of the most successful IT IPOs of that year, debuting at more than double its issue price.

Happiest Minds positions itself as a digital transformation and AI-focused IT services company. In February 2026, it launched its 11th Strategic Initiative — AI First — aiming to place artificial intelligence at the centre of its entire operating model, from service delivery to client engagement. The company is also targeting revenue growth of 12.5% in FY27 as its GenAI pilots begin to scale, with a potential shift toward outcome-based contracts seen as a driver of 2–3% margin improvement.

The company recently received NCLT Bengaluru's certified order approving the merger of PureSoftware into Happiest Minds, with an appointed date of April 1, 2026 — a move that expands its capabilities and talent base.

The Strategic Logic for ITC Infotech

ITC Infotech, which provides IT services across sectors including consumer goods, retail, logistics, and manufacturing, would gain a significant capability upgrade through the acquisition of Happiest Minds. The latter's strengths in digital transformation, cloud, data analytics, AI services, and product engineering would complement ITC Infotech's existing client relationships and sector expertise, while giving the combined entity greater scale to compete against larger Indian IT peers.

Industry analysts have noted that mid-market IT services firms are increasingly attractive acquisition targets amid AI-led disruption, as larger players look to buy ready-built digital and AI capabilities rather than build them from scratch. ICICI Securities described the interest in Happiest Minds as reflective of broader consolidation potential in the mid-tier Indian IT sector.

Market Reaction and Valuation

When the initial reports of acquisition interest surfaced in March, Happiest Minds shares surged as much as 11% intraday to ₹412 on the BSE. The stock had previously hit a 52-week low of ₹305 in early March, having fallen more than 40% over the prior year amid sector headwinds and margin pressures. More recently, the stock has recovered sharply — trading around ₹612, implying a market capitalisation in the range of ₹9,300 crore — suggesting the market is now pricing in a higher probability of the deal materialising.

A final transaction, if agreed, would require regulatory approvals, SEBI open offer compliance, and board-level clearances before it can be completed.