Aditya Vision MD, chairman, board of directors and AGM

Mutual fund votes, meeting of 15 Jul 2025, 9 fund houses

Each resolution counts the houses whose vote was matched to it; the rest are listed last.

• Adoption of Audited Financial Statements of the Company for the year ended as on March 31, 2025 and the Report of the Board Directors’ and Auditors’ thereon

  9 for0 against
• Declaration of Final Dividend @ 110 % or Rs. 1.10/- on face value of Re. 1/- each per share for the Financial Year ended March 31, 2025

  9 for0 against
• Appointment of Mrs. Sunita Sinha having (DIN-01636997) as a Director, who retires by rotation and being eligible, offers herself for re-appointment.

  ›Against Angel One Mutual Fund, Bandhan Mutual Fund, Bank of India Mutual Fund, Groww Mutual Fund, Motilal Oswal Mutual Fund

  • Angel One Mutual FundGovernance concern: Skewed remuneration in favor of Promoter. Director is part of Nomination and Remuneration Committee and Non-compliant board with retirement by rotation provision.
  • Bandhan Mutual Fund, Bank of India Mutual Fund, Groww Mutual Fund, Motilal Oswal Mutual FundCompliant with law. No concern on merit of proposed appointee. Governance concern: Skewed remuneration in favor of Promoter. Director is part of NRC and Non-compliant board with retirement by rotation provision under Section 152 of the Companies Act, 2013.

  4 for5 against
• To Re-appoint Mr. Ravinder Zutshi (DIN-00520290) as an Independent Director of the Company for a second term of five consecutive years from May 20, 2025 up to May 19, 2030.

  ›Against Angel One Mutual Fund, Bandhan Mutual Fund, Bank of India Mutual Fund, Groww Mutual Fund, Motilal Oswal Mutual Fund

  • Angel One Mutual FundNo prior shareholders’ approval obtained for re-appointment as an Independent Director.
  • Bandhan Mutual Fund, Bank of India Mutual Fund, Groww Mutual Fund, Motilal Oswal Mutual FundNo concern on the merit of proposed appointee. Non-Compliant w.r.t Companies Act, 2013: Re-appointment is not in accordance with law, no prior shareholders’ approval obtained for re-appointment as an ID.

  4 for5 against
• To appoint Mrs. Rashi Vardhan (DIN-11119897) as a Director (Non-Executive and Non- Independent Director) of the Company

  ›Against Angel One Mutual Fund, Bandhan Mutual Fund, Bank of India Mutual Fund, Groww Mutual Fund, Mahindra Manulife Mutual Fund, Mirae Asset Mutual Fund, Motilal Oswal Mutual Fund

  • Angel One Mutual FundGovernance Concern: Skewed remuneration in favour of promoter non executive director & inadequate justification.
  • Bandhan Mutual Fund, Bank of India Mutual Fund, Groww Mutual Fund, Motilal Oswal Mutual FundAppointment compliant with law. Governance Concern: Skewed remuneration in favour of Promoter & inadequate justification.
  • Mahindra Manulife Mutual FundMs. Rashi Vardhan, 38, is a legal professional. She started her career in Shardul Amarchand Mangaldas & Co. where she worked in corporate law and legal advisory. She holds a master’s degree in law. At Aditya Vision Limited, she currently manages legal matters and leads the company’s digital marketing initiatives, including digital content, social media strategy, and oversight of online and e-commerce platforms. Ms. Rashi Vardhan has been associated with the company in the office of profit position as a Legal Consultant since FY22. Given her ongoing involvement in operational and executive functions of the company, the rationale to designate her as Non-Executive Non-Independent Director is unclear. Further, there are five promoter directors on the board including Ms. Rashi Vardhan, which is high for the size and complexity of the business. We do not support the resolution.
  • Mirae Asset Mutual FundAs per advisory recommendation (Passive holding)

  2 for7 against
• To approve payment of remuneration of Mrs. Rashi Vardhan (DIN-11119897), Non-Executive Director of the Company

  ›Against Angel One Mutual Fund, Bandhan Mutual Fund, Bank of India Mutual Fund, Groww Mutual Fund, HSBC Mutual Fund, Mahindra Manulife Mutual Fund, Mirae Asset Mutual Fund, Motilal Oswal Mutual Fund

  • Angel One Mutual FundGovernance Concern: Skewed remuneration in favour of promoter non executive director & inadequate justification.
  • Bandhan Mutual Fund, Bank of India Mutual Fund, Groww Mutual Fund, Motilal Oswal Mutual FundAppointment compliant with law. Governance Concern: Skewed remuneration in favour of Promoter & inadequate justification.
  • HSBC Mutual FundA vote AGAINST these resolutions is warranted because:_x000D_ • The proposed quantum of remuneration is deemed high for a non-executive role._x000D_ • There is insufficient justification for their proposed pay, which is more than that paid to the executive directors of the company in FY25._x000D_ • There is a material conflict of interest inherent in the proposed transaction
  • Mahindra Manulife Mutual FundMs. Rashi Vardhan’s proposed annual remuneration of Rs. 9.0 mn is higher than the remuneration of Ms. Yosham Vardhan as Executive Director, who received Rs. 6.0 mn as FY25 remuneration. We do not support such remuneration structures where a Non-Executive Director receives higher remuneration than other Executives on the board since it may have material implications for the chain of command within the company. There is no clarity about how her remuneration has been benchmarked by the NRC. Our view is linked to resolution #1, as we do not support her appointment as Non-Executive Non-Independent Director. Further, the remuneration is also being set as a minimum remuneration in case of inadequate profits, therefore, remuneration may continue to be high even in years of poor company performance. We do not support the resolution.
  • Mirae Asset Mutual FundAs per advisory recommendation (Passive holding)

  1 for8 against
• To appoint M/s Deepak Dhir & Associates, practising Company Secretaries as Secretarial Auditors and fix their remuneration

  9 for0 against
• To approve borrowing power of the Company under Section 180 (1) (c) of the Companies Act, 2013

  1 for0 against
• To approve creation of securities on the movable and immovable properties of the Company under Section 180 (1) (a) of the Companies Act, 2013

  ›Against Mirae Asset Mutual Fund

  • Mirae Asset Mutual FundAs per advisory recommendation (Passive holding)

  7 for1 against
• To approve payment of remuneration of Mrs. Sunita Sinha (DIN: 01636997), Non-Executive Director of the Company

  ›Against Angel One Mutual Fund, Bandhan Mutual Fund, Bank of India Mutual Fund, Groww Mutual Fund, HSBC Mutual Fund, Mahindra Manulife Mutual Fund, Mirae Asset Mutual Fund, Motilal Oswal Mutual Fund

  • Angel One Mutual FundGovernance concern: Skewed remuneration in favor of promoter non executive director. Director is part of Nomination and Remuneration Committee and Non-compliant board with retirement by rotation provision.
  • Bandhan Mutual Fund, Bank of India Mutual Fund, Groww Mutual Fund, Motilal Oswal Mutual FundCompliant with law. No concern on merit of proposed appointee. Governance concern: Skewed remuneration in favor of Promoter. Director is part of NRC and Non-compliant board with retirement by rotation provision under Section 152 of the Companies Act, 2013.
  • HSBC Mutual FundA vote AGAINST these resolutions is warranted because:_x000D_ • The proposed quantum of remuneration is deemed high for a non-executive role._x000D_ • There is insufficient justification for their proposed pay, which is more than that paid to the executive directors of the company in FY25._x000D_ • There is a material conflict of interest inherent in the proposed transaction
  • Mahindra Manulife Mutual FundMs. Sunita Sinha’s proposed annual remuneration of Rs. 18.0 mn is higher than the remuneration of Nishant Prabhakar as Executive Director, who received Rs. 12.0 mn as FY25 remuneration and that of Ms. Yosham Vardhan, who received Rs. 6.0 mn as FY25 remuneration. We do not support such remuneration structures where a Non-Executive Director receives higher remuneration than other Executives on the board since it may have material implications for the chain of command within the company. There is no clarity about how her remuneration has been benchmarked by the NRC. Further, Ms. Sunita Sinha is a member of the NRC, which represents a conflict of interest. The remuneration is also being set as a minimum remuneration in case of inadequate profits; therefore, remuneration may continue to be high even in years of poor company performance. We do not support the resolution.
  • Mirae Asset Mutual FundAs per advisory recommendation (Passive holding)

  1 for8 against

Mutual fund votes, meeting of 2 Aug 2024, 3 fund houses

• Accept Financial Statements and Statutory Reports

  1 for0 against
• Amend Capital Clause of the Articles of Association Re: Sub-Division of Equity Shares

  1 for0 against
• Approve Final Dividend

  1 for0 against
• Approve Payment of Remuneration of Sunita Sinha as Non-Executive Director

  ›Against HSBC Mutual Fund

  • HSBC Mutual FundA vote AGAINST this resolution is warranted as the proposed remuneration of Sunita Sinha is high and is indicative of an executive position and creates uncertainty on her exact role at the company and the division of responsibilities at the board level

  0 for1 against
• Approve Sub-Division/Split of Equity Shares

  1 for0 against
• Payment of the remuneration of Rs. 15,00,000/- per month, same as previous FY 2023 - 24 to Mrs. Sunita Sinha (DIN: 01636997) Non-Executive Director of the Company with effect from August, 2024.

  2 for0 against
• Reelect Sunita Sinha as Director

  1 for0 against
• Sub-division/ split of 1 (one) equity share of face value of Rs. 10/- each, fully paid-up into 10 equity shares of face value of Rs. 1/- each, fully paid up.

  2 for0 against
• To appoint a director in place of Mrs. Sunita Sinha (DIN: 01636997) who retires by rotation and, being eligible, offers herself for reappointment.

  2 for0 against
• To approve Alteration of Capital Clause of Memorandum of Association of the Company.

  2 for0 against
• To declare Final Dividend of 90% or Rs. 9/- on face value of Rs. 10/- each per share for the financial year ended March 31, 2024.

  2 for0 against
• To receive, consider, approve and adopt the Audited Financial Statements of the Company for the financial year ended March 31, 2024 and the Report of the Board of Directors' and Auditors' thereon.

  2 for0 against

Mutual fund votes, meeting of 23 Feb 2024, 3 fund houses

• Approve Issuance of Equity or Equity-Linked Securities without Preemptive Rights

  1 for0 against
• To create, issue, offer and allot, from time to time and in one or more tranches on a preferential basis, up to 7,90,405 Equity Shares of face value of Rs.10/- each for cash, at an issue price of Rs.3,573.17/- per Equity Share including premium of Rs.3,563.17/- per Equity Share, in accordance with the provisions of Chapter V of SEBI ICDR Regulations, for an aggregate amount of up to Rs.282,42,51,433.85/- to the below mentioned proposed allottees (Proposed Allottees) and upon such terms and conditions as may be deemed appropriate by the Board in accordance with the relevant provisions of SEBI ICDR Regulations, or other applicable laws in this regard through offer letter and/or circular and/or information memorandum and/or private placement memorandum and/or such other documents / writings, on such terms and conditions and in such manner, as the Board may, in its absolute discretion think fit (Preferential Issue).MoreLess

  2 for0 against