Bharat Financial Inclusion (Delisted) MD, chairman, board of directors and AGM

BSE: 533228

Formerly SKS Microfinance

Last traded ₹898.00 on 2 Jul 2019

Delisted on 27 May 2020.

Bharat Financial Inclusion AGM and shareholder votes

Each resolution, how the votes went, and how institutions voted apart from the promoters. A postal ballot is a vote by post or online, held without a meeting.Bharat Financial Inclusion share news and announcements

Meeting called by the tribunal, 11 Dec 2018

Present: 0 promoters and 77 others.The company's voting result (opens in a new tab)

  1. Approval of the Composite Scheme of Arrangement among Bharat Financial Inclusion Limited, IndusInd Bank Limited and IndusInd Financial Inclusion Limited and their respective shareholders and creditors under Sections 230 to 232 and other applicable provisions of the Companies Act, 2013MoreLess
    Special
    100.00% for0.00% against

    Against: promoters 0.00% · institutions 0.00% · other public 0.04%

    Turnout: all 74.55% · promoters 100.00% · institutions 80.41% · other public 34.46%

For and against are per cent of the votes cast. Turnout is the votes cast as a per cent of the shares each group holds. Institutions are funds, insurers, banks and foreign investors. An ordinary resolution passes with more than half the votes cast, a special one with at least three quarters.

How mutual funds voted

Fund houses must disclose how they vote at every meeting of a company they hold.

Mutual fund votes, meeting of 11 Dec 2018, 10 fund houses

  • Approval of the Composite Scheme of Arrangement among Bharat Financial Inclusion Limited, IndusInd Bank Limited and IndusInd Financial Inclusion Limited and their respective shareholders and creditors under Sections 230 to 232 and other applicable provisions of the Companies Act, 2013MoreLess
    Against LIC Mutual Fund
    • LIC Mutual FundCompliant with law, however fairness and disclosure related concern identified
    9 for1 against

Mutual fund votes, meeting of 26 Jul 2018, 9 fund houses

  • Item 1, as a fund house numbered it
    1 for0 against
  • Item 2, as a fund house numbered it
    1 for0 against
  • Item 3, as a fund house numbered it
    1 for0 against
  • Item 4, as a fund house numbered it
    1 for0 against
  • 1) Adoption of Audited Financial Statements for the year ended 31st March, 2018 and the Reports of the Directors & Auditors thereon.
    1 for0 against
  • 2) Re-appoint Mr. Ashish Lakhanpal as a Director.
    1 for0 against
  • 3) Ratify BSR & Associates LLP as Statutory Auditors and fix their remuneration.
    1 for0 against
  • 4) Re-appoint Mr. M. Ramachandra Rao as the MD & CEO for a period of three years w.e.f 4th October, 2018 and fix his remuneration.
    1 for0 against
  • 5) Approve issuance of Non-Convertible Debentures and other debt securities up to Rs.10.0 bn on private placement basis.
    1 for0 against
  • Adoption of financial statements for the year ended 31 March 2018
    1 for0 against
  • Adoption of Financial Statements of the Company
    0 for0 against

    1 abstained

  • Adoption of financial statements of the Company and the reports of the Directors and Auditors
    4 for0 against
  • Appointment of a Director in place of Mr. Ashish Lakhanpal, and, being eligible, offered himself for reappointment
    1 for0 against
  • Appointment of a Director in place of Mr. Ashish Lakhanpal [DIN: 02410201], and, being eligible, offered himself for reappointment.
    3 for0 against
  • Approval for issue of Non-Convertible Debentures and other debt securities on a private placement basis
    0 for0 against

    1 abstained

  • Approve issuance of debt securities up to Rs.10.0 bn on private placement basis
    1 for0 against
  • Issue and allotment of Non-Convertible Debentures and other debt securities on private placement basis
    4 for0 against
  • Ratification of appointment of BSR & Associates LLP, Chartered Accountants as Statutory Auditors.
    4 for0 against
  • Ratification of appointment of BSR & Associates LLP, Chartered Accountants as Statutory Auditors and to fix their remuneration
    0 for0 against

    1 abstained

  • Ratify BSR & Associates LLP as statutory auditors for FY19
    1 for0 against
  • Re-appointment of Mr. Ashish Lakhanpal, director retiring by rotation
    0 for0 against

    1 abstained

  • Re-appointment of Mr. M Ramachandra Rao as Managing Director and CEO for a period of 3 years w.e.f October 04, 2018 and to approve his terms of appointment
    0 for0 against

    1 abstained

  • Reappoint Ashish Lakhanpal as a Director
    1 for0 against
  • Reappoint M. Ramachandra Rao as the MD & CEO for a period of three years w.e.f 4 October 2018 and fix his remuneration
    1 for0 against
  • Reappointment of Mr. M. Ramachandra Rao as the Managing Director & Chief Executive Officer of the Company.
    1 for0 against
  • Reappointment of Mr. M. Ramachandra Rao [DIN: 03276291] as the Managing Director & Chief Executive Officer of the Company.
    3 for0 against
  • To appoint a director in place of Mr. Ashish Lakhanpal, who retires by rotation and, being eligible, seeks reappointment
    1 for0 against
  • To authorise the Board of Directors for making offer(s) or invitation(s) to subscribe to Secured/ Unsecured Redeemable Non-Convertible Debentures including but not limited to subordinate debt, bonds, and/ or other debt securities, etc., (hereinafter collectively referred as “Securities”) up to Rs.1000 crore on a private placement basisMoreLess
    1 for0 against
  • To ratify the appointment of BSR & Associates LLP, Chartered Accountants as Statutory Auditors & to fix their remuneration
    1 for0 against
  • To reappoint Mr. M. Ramachandra Rao [DIN: 03276291] as the Managing Director & Chief Executive Officer of the Company for a further period of three (3) years with effect from October 4, 2018 up to October 3, 2021 and to fix remunerationMoreLess
    1 for0 against
  • To receive, consider and adopt the financial statements of the Company for the financial year ended March 31, 2018 together with the Reports of the Directors’ and Auditors
    1 for0 against
4 earlier meetings

Mutual fund votes, meeting of 7 Jul 2017, 5 fund houses

  • 1) Adoption of Audited Financial Statements for the year ended March 31, 2017 and the reports of the Director's & Auditor's thereon.
    0 for0 against

    1 abstained

  • 2) Re-appointment of Mr. M.R. Rao as a Director.
    0 for0 against

    1 abstained

  • 3) Appointment of BSR & Associates LLP, as Statutory Auditors and fix remuneration thereon.
    0 for0 against

    1 abstained

  • 4) Appointment of Mr. Ashish Lakhanpal as a Director.
    0 for0 against

    1 abstained

  • 5) Approve private placement of non-convertible debentures (NCDs), bonds, etc.
    0 for0 against

    1 abstained

  • 6) Increase the ‘ESOP Plan 2011’ pool by 2.75 mn stock options.
    0 for0 against

    1 abstained

  • Adoption of financial statements for the year ended 31 March 2017
    1 for0 against
  • Adoption of financial statements of the Company and the reports of the Directors and Auditors
    2 for0 against
  • Appoint Ashish Lakhanpal as Non-Executive Non-Independent Director
    1 for0 against
  • Appoint BSR & Co. LLP as statutory auditors for five years and fix remuneration
    1 for0 against
  • Appointment of a Director in place of Mr. M. R. Rao, and, being eligible, offered himself for re-appointment.
    1 for0 against
  • Appointment of a Director in place of Mr. M. R. Rao [DIN: 03276291], and, being eligible, offered himself for re-appointment.
    1 for0 against
  • Appointment of BSR & Associates LLP, Chartered Accountants, as the Statutory Auditors of the Company
    2 for0 against
  • Appointment of Mr. Ashish Lakhanpal as Director
    1 for0 against
  • Appointment of Mr. Ashish Lakhanpal [DIN: 02410201] as Director
    1 for0 against
  • Approve private placement of non-convertible debentures (NCDs), bonds etc
    1 for0 against
  • Enhancement of Employee Stock Options pool
    2 for0 against
  • Increase the ‘ESOP Plan 2011’ pool by 2.75 mn stock options
    1 for0 against
  • Issue and allotment of Non-Convertible Debentures and other debt securities on private placement basis
    2 for0 against
  • Reappoint M. Ramachandra Rao as MD & CEO
    1 for0 against
  • To appoint a director in place of Mr. M.R. Rao (DIN: 0327691), who retires by rotation and, being eligible, seeks re-appointment
    1 for0 against
  • To appoint BSR & Associates LLP, Chartered Accountants, as Statutory Auditors of the Company and fix their remuneration
    1 for0 against
  • To appoint Mr. Ashish Lakhanpal (DIN:02410201) as Director liable to retire by rotation
    1 for0 against
  • To approve enhancement of employee stock options pool by 27,50,000 stock options and amendments in the “SKS Microfinance Employee Stock Employee Option Plan 2011”
    1 for0 against
  • To Issue and allotm Non-Convertible Debentures and other debt securities on private placement basis upto Rs.12,500 crores
    1 for0 against
  • To receive, consider and adopt the financial statements of the Company for the financial year ended March 31, 2017 together with the Reports of the Directors’ and Auditors.
    1 for0 against

Mutual fund votes, meeting of 21 Jul 2016, 7 fund houses

  • Item 1, as a fund house numbered it
    1 for0 against
  • Item 7, as a fund house numbered it
    Against LIC Mutual Fund
    • LIC Mutual FundGovernance concern with respect to low attendance
    0 for1 against
  • 1) Adoption of Audited Financial Statements along with Director's and Auditor's Report thereon for the year ended March 31, 2016.
    1 for0 against
  • 2) Re-appointment of Mr. Paresh D. Patel as Director.
    Against SBI Mutual Fund
    • SBI Mutual FundParesh Patel is the MD of Sandstone Capital Advisors. He is a representative of Sandstone Capital on the board of BFIL. He has attended only 60% of the board meetings (3 of 5) in FY16 and 45% (9 of 20) board meetings in the last 3 years, which is below our attendance threshold of 75%. We expect directors to take their responsibilities seriously and attend all board meetings.
    0 for1 against
  • 3) Ratification of the appointment of S. R. Batliboi & Co. LLP, as Statutory Auditors & fix their remuneration.
    Against SBI Mutual Fund
    • SBI Mutual FundS. R Batliboi & Co. , LLP has been auditing the company’s accounts since FY07 (10 years). The ratification is neither in line with our Voting Policy nor the spirit of Section 139 of the Companies Act, 2013. Under section 139 of the Companies Act 2013, an audit firm’s tenure may extend to a maximum of two consecutive terms of five years each (maximum 10 years). Although the Act has given companies a three-year window to comply, we expect companies to be proactive and start abiding by the spirit of the regulations at the earliest.
    0 for1 against
  • 4) Appointment of Mr. Rajender Mohan Malla as an Independent Director for 5 years w.e.f. March11, 2016.
    1 for0 against
  • 5) Approval for revision in the remuneration payable to Mr. M. Ramachandra Rao as the Managing Director & Chief Executive Officer of the Company.
    1 for0 against
  • 6) Approval for infusion of Capital upto Rs.750/- Crore.
    1 for0 against
  • 7) Approval for increase in Authorised Share Capital of the Company from Rs.155 crore to Rs.170 crore.
    1 for0 against
  • Adoption of financial statements of the Company and the reports of the Directors and Auditors thereon.
    2 for0 against

    1 abstained

  • Appointment of a Director in place of Mr. Paresh Patel [DIN: 01689226], and, being eligible, offered himself for re-appointment.
    3 for0 against
  • Appointment of Mr. Rajender Mohan Malla as an Independent Director of the Company for a period of 5 years w.e.f. March 11, 2016
    0 for0 against

    1 abstained

  • Appointment of Mr. Rajender Mohan Malla (DIN: 00136657 ) as an Independent Director.
    3 for0 against
  • Appointment of Mr. Rajender Mohan Malla (DIN: 00136657 ) as an Independent Director of the Company to hold office for five (5) years with effect from March 11, 2016
    1 for0 against
  • Approval for increase in Authorised Share Capital of the Company and the consequent amendment to the Memorandum of Association of the Company
    0 for0 against

    1 abstained

  • Approval for increase in Authorised Share capital of the Company from `155 crore to `170 core
    1 for0 against
  • Approval for increase in Authorised Share capital of the Company from Rs. 155 crore to Rs. 170 core.
    2 for0 against
  • Approval for increase in Authorised Share capital of the Company from the existing Rs.155,00,00,000 (Rupees One Hundred Fifty Five Crore) divided into 14,20,00,000 (Fourteen Crore Twenty Lakh) Equity Shares of Rs.10/- (Rupees Ten) each, and 1,30,00,000 (One Crore Thirty Lakh) preference shares of Rs.10/- (Rupees Ten) each, to Rs.170,00,00,000 (Rupees One Hundred Seventy Crore) divided into 15,70,00,000 (Fifteen Crore Seventy Lakh) Equity Shares of Rs.10/- (Rupees Ten) each, and 1,30,00,000 (One Crore Thirty Lakh) preference shares of Rs.10/- (Rupees Ten) each.MoreLess
    1 for0 against
  • Approval for infusion of Capital upto `750 crore
    1 for0 against
  • Approval for infusion of Capital upto Rs. 750 crore.
    3 for0 against

    1 abstained

  • Approval for revision in remuneration payable to Mr. M. Ramachandra Rao, Managing Director & Chief Executive Officer of the Company
    0 for0 against

    1 abstained

  • Approval for revision in the remuneration payable to Mr. M Ramachandra Rao (DIN: 03276291) as the Managing Director & Chief Executive Officer of the Company.
    4 for0 against
  • Ratification of the appointment of S.R. Batliboi & Co. LLP as the Statutory Auditors of the Company
    3 for0 against
  • Ratification of the appointment of S.R. Batliboi & Co. LLP as the Statutory Auditors of the Company and fixation of remuneration
    1 for0 against
  • To appoint a Director in place of Mr. Paresh D. Patel [DIN: 01689226], who retires by rotation at this Annual General Meeting and, being eligible, offered himself for re-appointment.
    1 for0 against
  • To receive, consider and adopt the financial statements of the Company for the financial year ended March 31, 2016 together with the Reports of the Directors and Auditors thereon.
    1 for0 against

Mutual fund votes, meeting of 19 Jul 2016, 6 fund houses

  • Item 1, as a fund house numbered it
    1 for0 against
  • 1) Approval for enhancement of the borrowing limit to Rs.12,500 crores.
    1 for0 against
  • 2) Creation of charge on the Company's movable and immovable properties to secure borrowings.
    1 for0 against
  • 3) Approval for issue and allotment of Non-Convertible Debentures and other debt securities on a private placement basis.
    1 for0 against
  • Approval for creation of charge on the movable and immovable properties of the Company to secure borrowings of the Company
    0 for0 against

    1 abstained

  • Approval for issue and allotment of Non Convertible Debentures and other debt securities
    0 for0 against

    1 abstained

  • Approval to increase the borrowing limits of the Company upto Rs. 12,500 crore
    0 for0 against

    1 abstained

  • Creation of Charge on the Company’s movable and immovable properties to secure borrowings
    1 for0 against
  • Enhancement of the borrowing limit to Rs. 12,500 crores
    1 for0 against
  • immovable properties to secure borrowings. Special Resolution under Sections 42, 71 and other applicable provisions, if any, of the Companies Act, 2013 for issue and allotment of Non-Convertible Debentures and other debt securities.MoreLess
    1 for0 against
  • Issue and allotment of Non-Convertible Debentures and other debt securities on a private placement basis, in one or more tranches, during the period of one year from the date of passing this Special Resolution by the Members, within the overall outstanding borrowing limit.MoreLess
    1 for0 against
  • Special Resolution under Section 180 (1) (a) and other applicable provisions, if any, of the Companies Act, 2013 for creation of charge on the Company’s movable and immovable properties to secure borrowings.MoreLess
    2 for0 against
  • Special Resolution under Section 180 (1) (c) and other applicable provisions, if any, of the Companies Act, 2013 for enhancement of the borrowing limit to Rs. 12,500 crores.
    2 for0 against
  • Special Resolution under Sections 42, 71 and other applicable provisions, if any, of the Companies Act, 2013 for issue and allotment of Non-Convertible Debentures and other debt securities.
    1 for0 against

Mutual fund votes, meeting of 6 Jun 2016, 1 fund house

  • Item 1, as a fund house numbered it
    1 for0 against

Each fund house counted once, from its own disclosure; the reasons are its own words.