Mohammed Khaishgi
About Mohammed Khaishgi
Mohammed Khaishgi, age 58, is Chairman of the Board of IBEX (director since September 2017) and previously served as IBEX’s CEO (September 2017–June 2019) . He is a founding partner and current CEO of The Resource Group International (TRGI), and Chairman of TRG Pakistan Limited; his education includes an electrical engineering degree (University of Engineering and Technology Lahore), a BA in PPE from Oxford as a Rhodes Scholar, and an MBA from Harvard Business School .
Past Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| IBEX Limited | Chief Executive Officer | Sep 2017–Jun 2019 | Led company prior to current CEO, Robert Dechant . |
| TRGI | Founding Partner; CEO; Director | COO since 2004; CEO since 2021 | Oversees TRGI operations and portfolio . |
| TRG Holdings, LLC (TRGI subsidiary) | Director and COO | Since 2004 | Investment holding company affiliate . |
| BPO Solutions, Inc. (TRGI subsidiary) | Director | Since 2010 | Outsourcing affiliate . |
| Bluecourt Management LLC | Director | Since 2019 | Investment partnership among TRGI and management . |
| Afiniti Newco LLC | Director | Since 2025 | Private technology affiliate . |
| Afiniti Ltd | Director | 2013–2020; Mar 2022–Dec 2024 | Technology company; prior board service . |
| Align Technology | Senior Director | 2000–2002 | Managed offshore delivery and back-office operations . |
| IFC (World Bank Group) | Senior Investment Officer | 1995–2000 | Managed Asian telecom/tech investments . |
External Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| TRG Pakistan Limited | Chairman; Director | Current | Other public company directorship; governance leadership . |
| TRGI | Chairman & CEO | Current | Strategic control; significant interlock with IBEX . |
| TRG Holdings, LLC | Director & COO | Since 2004 | Operational oversight of TRGI subsidiary . |
| Afiniti Newco LLC | Director | Since 2025 | Technology oversight . |
Board Governance
- Role and committees: Chairman of the Board; Chair of the Corporate Governance Committee (committee composed of John Jones and Mohammed Khaishgi) .
- Independence: IBEX is no longer a “controlled company” (as of Nov 19, 2024), and the Board determined five of eight directors are independent; Khaishgi is not listed among independent directors, indicating non‑independent status .
- Attendance and cadence: Board held 10 meetings in FY ended Jun 30, 2025; Audit Committee 5; Compensation Committee 2; Corporate Governance Committee 1. Each director attended at least 75% of applicable meetings; seven directors attended the Dec 5, 2024 AGM .
- Leadership structure: Chair and CEO roles are separated (Khaishgi as Chair; Dechant as CEO), with the Chair coordinating board agendas and executive sessions; if roles were combined, Board would appoint a lead independent director .
- Risk oversight: Corporate Governance Committee oversees board and committee performance/succession; Audit monitors financial/compliance risks; Compensation monitors compensation-related risks .
- Trading policy: Company prohibits hedging, pledging, margin accounts, and derivatives in IBEX securities for directors/officers .
Fixed Compensation
| Component | Amount | Notes |
|---|---|---|
| Annual cash retainer | $75,000 | Standard non‑employee director cash retainer; paid monthly . |
| 2025 Fees earned (Khaishgi) | $75,000 | 2025 director compensation table shows $75,000; paid by IBEX to TRGI per director agreement . |
| Committee chair fees | N/A | Audit Chair fee increased by $15,000 effective post‑AGM; not applicable to Corporate Governance Chair . |
| Non‑employee director annual cap | $450,000 | Aggregate cash+equity cap; $900,000 cap in first year . |
Performance Compensation
| Element | Structure | Metrics | Vesting/Terms |
|---|---|---|---|
| Director equity program (approved) | Annual grants post‑AGM: Chair 4,500 RSUs; tenured directors 4,166 RSUs; new directors pro‑rata | 50% RSUs; 50% PSUs awarded on Company TSR vs peer companies | Approved in May 2025 to be granted after AGM; PSUs tied to relative TSR performance; aligns director pay with shareholder returns . |
| Change‑in‑control treatment | Acceleration at change‑in‑control; double‑trigger protection | Time‑based RSUs vest fully; PSUs vest at target; continued/assumed awards accelerate if terminated without cause within 2 years post‑CIC | LTIP expressly prohibits repricing without shareholder approval and defers dividends until vesting; adds clawback updates . |
Other Directorships & Interlocks
| Relationship/Entity | Nature | Governance/Conflict Note |
|---|---|---|
| TRGI (Chairman & CEO) | Former controlling shareholder; now ~13% owner post repurchase | Khaishgi’s senior role at TRGI indicates an interlock; IBEX ceased “controlled company” exemptions by Jun 16, 2025 . |
| Director fees payment | IBEX pays Khaishgi’s director fees to TRGI per agreement | Related‑party compensation channel . |
| Sublease (TRG Holdings LLC) | TRG Holdings subleases and shares IBEX office; $12,203/month plus 50% OPEX/taxes; tenant at will post Oct 31, 2024 | Ongoing related‑party transaction overseen by Audit Committee . |
| Health & welfare plan participation | TRG Holdings employees can participate in IBEX plans under Third Party Services Agreement | Indemnification to IBEX for related claims; related‑party exposure . |
Expertise & Qualifications
- Global operating and investment expertise across BPO, technology, and emerging markets; prior IFC role in Asian telecom/tech investing .
- Governance experience as IBEX Chair and Corporate Governance Committee Chair; provides continuity and historical knowledge of IBEX and TRGI .
- Education: PPE from Oxford (Rhodes Scholar), MBA from Harvard, electrical engineering degree from UET Lahore .
Equity Ownership
| Category | Shares/Units | Details |
|---|---|---|
| Total beneficial ownership | 59,692 | <1% of outstanding shares . |
| Direct common shares | 2,312 | Held directly . |
| Vested stock options | 50,068 | Exercisable within 60 days . |
| Foundation holdings | 7,312 | Khaishgi Allibhoy Family Foundation; Khaishgi as trustee . |
| Hedging/Pledging | Prohibited | Insider Trading Policy bans hedging, pledging, margin accounts, derivatives . |
Governance Assessment
- Strengths:
- Attendance threshold met (≥75%) and clear separation of Chair/CEO roles; structured committee oversight and codified anti‑hedging/pledging policy bolster investor protections .
- Move to introduce annual director equity, including PSUs tied to TSR, enhances pay‑for‑performance alignment for the Chair starting post‑AGM .
- Concerns / RED FLAGS:
- Non‑independent status due to TRGI roles (Chairman & CEO of TRGI; Chairman of TRG Pakistan Limited) and director fees paid to TRGI, creating ongoing related‑party exposure and potential conflicts of interest .
- Active related‑party arrangements (office sublease; health plan participation) require vigilant Audit Committee oversight; increases perceived conflict risk despite policy controls .
- Corporate Governance Committee held only one meeting in FY25, which may signal limited cadence in governance evaluation despite chairing by Khaishgi; monitoring committee effectiveness is warranted .
Overall, Khaishgi brings deep institutional knowledge and global investment/operations expertise, but his TRGI affiliations and fee routing present conflict optics. Continued transparency on related‑party transactions and robust independent director oversight—combined with the shift to TSR‑linked equity for directors—will be key signals for investor confidence .