Delhivery CEO, MD, chairman, board of directors and AGM

Mutual fund votes, meeting of 7 May 2026, 35 fund houses

• To approve the appointment of Ms. Neelam Dhawan (DIN: 00871445) as a Non-Executive Independent Director, and payment of remuneration.

  ›Against Angel One Mutual Fund, Canara Robeco Mutual Fund, Edelweiss Mutual Fund, Franklin Templeton Mutual Fund, Groww Mutual Fund, Motilal Oswal Mutual Fund, Navi Mutual Fund, Nippon India Mutual Fund, Zerodha Mutual Fund

  • Angel One Mutual Fund, Nippon India Mutual FundGovernance Concern: Proposed fixed remuneration appears excessive.
  • Canara Robeco Mutual FundThe aggregate proposed remuneration to independent directors is at ~3.2% of TTM PBT till December 2025, which seems high and hence we vote against
  • Edelweiss Mutual Fund, Groww Mutual Fund, Navi Mutual Fund, Zerodha Mutual FundCompliant with law. No concern identified w.r.t. profile, time commitment and Independence of the proposed appointee. Governance Concern: Proposed fixed remuneration appears excessive.
  • Franklin Templeton Mutual FundA vote AGAINST this resolution is warranted since Neelam sits on more than four public company boards.
  • Motilal Oswal Mutual FundProposed fixed remuneration appears excessive.

  27 for9 against
• To approve remuneration of Mr. Romesh Sobti (DIN: 00031034), Non-Executive Independent Director.

  ›Against Angel One Mutual Fund, Canara Robeco Mutual Fund, Edelweiss Mutual Fund, Groww Mutual Fund, Invesco Mutual Fund, Motilal Oswal Mutual Fund, Navi Mutual Fund, Nippon India Mutual Fund, PGIM India Mutual Fund, UTI Mutual Fund, Zerodha Mutual Fund

  • Angel One Mutual FundGovernance Concern: Proposed fixed remuneration appears excessive. Low attendance in Board meetings during FY 2025-26. Consistent participation at Board meetings is a fundamental responsibility of directors. His attendance record indicates that he may not have been able to devote adequate time and attention to the Company’s affairs.
  • Canara Robeco Mutual FundThe aggregate proposed remuneration to independent directors is at ~3.2% of TTM PBT till December 2025, which seems high and hence we vote against
  • Edelweiss Mutual Fund, Groww Mutual Fund, Navi Mutual Fund, Zerodha Mutual FundNo concern on merit of Director. Governance Concern: Proposed fixed remuneration appears excessive. Low attendance in Board meetings during FY 2025-26. Consistent participation at Board meetings is a fundamental responsibility of directors. His attendance record indicates that he may not have been able to devote adequate time and attention to the Company’s affairs.
  • Invesco Mutual Fund, UTI Mutual FundRomesh Sobti, 75, is the former Managing Director and Chief Executive Officer of IndusInd Bank Limited. His remuneration for FY26 (till the date of notice) was Rs. 4.9 mn (excluding sitting fees), as approved by shareholders at the 2025 AGM. The company proposes to pay him Rs. 7.5 mn as remuneration (excluding sitting fees) from 1 April 2026 to 30 September 2026. He attended two of five (40%) board meetings held in FY26 and 11 of 15 (73.3%) board meetings from FY24 to FY26. We expect directors to attend all board meetings and, at a minimum, 75% of board meetings over a three‑year period. Given the concern on his attendance, we do not support the resolution.
  • Motilal Oswal Mutual FundLow attendance at board meetings; Proposed fixed remuneration appears excessive.
  • Nippon India Mutual FundGovernance Concern: The proposed remuneration is excessive. The director's poor attendance at Board meetings during FY 2025-26 raises concerns about adequate commitment and time devoted to the Company's affairs
  • PGIM India Mutual FundNo concern on merit of Director. Governance Concern: Low attendance in Board meetings during FY 2025-26. Consistent participation at Board meetings is a fundamental responsibility of directors. His attendance record indicates that he may not have been able to devote adequate time and attention to the Company s affairs.

  24 for11 against
• To approve remuneration of Mr. Sameer Ashok Mehta (DIN: 02945481), Non-Executive Independent Director.

  ›Against Angel One Mutual Fund, Canara Robeco Mutual Fund, Edelweiss Mutual Fund, Groww Mutual Fund, Motilal Oswal Mutual Fund, Navi Mutual Fund, Nippon India Mutual Fund, Zerodha Mutual Fund

  • Angel One Mutual Fund, Nippon India Mutual FundGovernance Concern: Proposed fixed remuneration appears excessive.
  • Canara Robeco Mutual FundThe aggregate proposed remuneration to independent directors is at ~3.2% of TTM PBT till December 2025, which seems high and hence we vote against
  • Edelweiss Mutual Fund, Groww Mutual Fund, Navi Mutual Fund, Zerodha Mutual FundCompliant with law. No concern identified w.r.t profile, time commitment, attendance and Independence of Directors. Governance Concern: Proposed fixed remuneration appears excessive.
  • Motilal Oswal Mutual FundProposed fixed remuneration appears excessive.

  27 for8 against
• To approve remuneration of Mrs. Namita Vikas Thapar (DIN: 05318899), Non-Executive Independent Director.

  ›Against Angel One Mutual Fund, Canara Robeco Mutual Fund, Edelweiss Mutual Fund, Groww Mutual Fund, Motilal Oswal Mutual Fund, Navi Mutual Fund, Nippon India Mutual Fund, Zerodha Mutual Fund

  • Angel One Mutual Fund, Nippon India Mutual FundGovernance Concern: Proposed fixed remuneration appears excessive.
  • Canara Robeco Mutual FundThe aggregate proposed remuneration to independent directors is at ~3.2% of TTM PBT till December 2025, which seems high and hence we vote against
  • Edelweiss Mutual Fund, Groww Mutual Fund, Navi Mutual Fund, Zerodha Mutual FundCompliant with law. No concern identified w.r.t profile, time commitment, attendance and Independence of Directors. Governance Concern: Proposed fixed remuneration appears excessive.
  • Motilal Oswal Mutual FundProposed fixed remuneration appears excessive.

  27 for8 against
• To approve remuneration of Dr. Padmini Srinivasan (DIN: 09813415), Non-Executive Independent Director

  ›Against Angel One Mutual Fund, Canara Robeco Mutual Fund, Edelweiss Mutual Fund, Groww Mutual Fund, Motilal Oswal Mutual Fund, Navi Mutual Fund, Nippon India Mutual Fund, Zerodha Mutual Fund

  • Angel One Mutual Fund, Nippon India Mutual FundGovernance Concern: Proposed fixed remuneration appears excessive.
  • Canara Robeco Mutual FundThe aggregate proposed remuneration to independent directors is at ~3.2% of TTM PBT till December 2025, which seems high and hence we vote against
  • Edelweiss Mutual Fund, Groww Mutual Fund, Navi Mutual Fund, Zerodha Mutual FundCompliant with law. No concern identified w.r.t profile, time commitment, attendance and Independence of Directors. Governance Concern: Proposed fixed remuneration appears excessive.
  • Motilal Oswal Mutual FundProposed fixed remuneration appears excessive.

  27 for8 against
• To approve remuneration of Mr. Yashish Dahiya (DIN: 00706336), Non-Executive Independent Director.

  ›Against Angel One Mutual Fund, Canara Robeco Mutual Fund, Edelweiss Mutual Fund, Groww Mutual Fund, Motilal Oswal Mutual Fund, Navi Mutual Fund, Nippon India Mutual Fund, Zerodha Mutual Fund

  • Angel One Mutual Fund, Nippon India Mutual FundGovernance Concern: Proposed fixed remuneration appears excessive.
  • Canara Robeco Mutual FundThe aggregate proposed remuneration to independent directors is at ~3.2% of TTM PBT till December 2025, which seems high and hence we vote against
  • Edelweiss Mutual Fund, Groww Mutual Fund, Navi Mutual Fund, Zerodha Mutual FundCompliant with law. No concern identified w.r.t profile, time commitment, attendance and Independence of Directors. Governance Concern: Proposed fixed remuneration appears excessive.
  • Motilal Oswal Mutual FundProposed fixed remuneration appears excessive.

  27 for8 against

Mutual fund votes, meeting of 3 Sep 2025, 27 fund houses

• To adopt financial statement of the Company for the financial year ended March 31, 2025

  27 for0 against
• To re-appoint Mr. Kapil Bharati (DIN: 02227607), who retires by rotation and being eligible, offers himself for re-appointment as a Director

  27 for0 against
• To approve remuneration of Mr. Deepak Kapoor (DIN: 00162957), Chairman and Non-Executive Independent Director, for the period from October 01, 2025 to September 30, 2026

  ›Against Angel One Mutual Fund, Bandhan Mutual Fund, Edelweiss Mutual Fund, Groww Mutual Fund, Motilal Oswal Mutual Fund, Navi Mutual Fund, quant Mutual Fund

  • Angel One Mutual FundGovernance Concern: Proposed fixed remuneration appears excessive; Cooling-off period not served at the time of appointment as Independent Director; Mr. Kapoor is Nomination & Remuneration Committee member and the Company has been paying excessive fixed remuneration to its Independent Directors.
  • Bandhan Mutual Fund, Edelweiss Mutual Fund, Groww Mutual Fund, Motilal Oswal Mutual Fund, Navi Mutual FundCompliant with law. No concern on merit of Director. Governance Concern: Proposed fixed remuneration appears excessive; Cooling-off period not served at the time of appointment as Independent Director; Mr. Kapoor is NRC member and the Company has been paying excessive fixed remuneration to its IDs.
  • quant Mutual FundCompliant with the law. No concern on merit of the director. Governance concern: Proposed fixed remuneration appears excessive; cooling-off period not served at the time of appointment as Independent Director; Mr Kapoor is NRC member and the Company has been paying excessive fixed remuneration to its IDs.

  20 for7 against
• To approve remuneration of Mr. Romesh Sobti (DIN: 00031034), Non-Executive Independent Director,for the period from October 01, 2025 to September 30, 2026

  ›Against Angel One Mutual Fund, Bandhan Mutual Fund, Edelweiss Mutual Fund, Groww Mutual Fund, Motilal Oswal Mutual Fund, Navi Mutual Fund, quant Mutual Fund

  • Angel One Mutual FundProposed fixed remuneration appears excessive.
  • Bandhan Mutual Fund, Edelweiss Mutual Fund, Motilal Oswal Mutual Fund, Navi Mutual FundNo concern on merit of Director. Governance Concern: Proposed fixed remuneration appears excessive.
  • Groww Mutual FundNo concern on merit of Director. Non-compliant with Regulation 17(1A) of SEBI LODR, 2015: Shareholders’ approval not sought for continuation beyond the age of 75 years, hence remuneration proposed for an office which is non-compliant with SEBI LODR. Governance Concern: Proposed fixed remuneration appears excessive.
  • quant Mutual FundCompliant with the law. No concern on merit of directors. Governance concern: Proposed fixed remuneration appears excessive.

  20 for7 against
• To approve remuneration of Ms. Aruna Sundararajan (DIN: 03523267), Non- Executive Independent Director for the period from July 08, 2025 to July 07, 2027

  ›Against Angel One Mutual Fund, Bandhan Mutual Fund, Edelweiss Mutual Fund, Groww Mutual Fund, Motilal Oswal Mutual Fund, Navi Mutual Fund, quant Mutual Fund

  • Angel One Mutual FundGovernance Concern: Proposed fixed remuneration appears excessive.
  • Bandhan Mutual Fund, Edelweiss Mutual Fund, Groww Mutual Fund, Motilal Oswal Mutual Fund, Navi Mutual FundCompliant with law. No concern on merit of Director. Governance Concern: Proposed fixed remuneration appears excessive.
  • quant Mutual FundCompliant with the law. No concern on merit of directors. Governance concern: Proposed fixed remuneration appears excessive.

  20 for7 against
• To approve remuneration of Mr. Saugata Gupta (DIN: 05251806), Non-Executive Independent Director for the period from April 01, 2026 to September 30, 2026

  ›Against Angel One Mutual Fund, Bandhan Mutual Fund, Edelweiss Mutual Fund, Groww Mutual Fund, Motilal Oswal Mutual Fund, Navi Mutual Fund, quant Mutual Fund

  • Angel One Mutual FundGovernance Concern: Proposed fixed remuneration appears excessive; Mr. Gupta is the Nomination & Remuneration Committee Chairperson and the Company has been paying excessive fixed remuneration to its Independent Directors.
  • Bandhan Mutual Fund, Edelweiss Mutual Fund, Groww Mutual Fund, Motilal Oswal Mutual Fund, Navi Mutual FundCompliant with law. No concern on merit of Director. Governance Concern: Proposed fixed remuneration appears excessive; Mr. Gupta is the NRC Chairperson and the Company has been paying excessive fixed remuneration to its IDs.
  • quant Mutual FundCompliant with the law. No concern on merit of the director. Governance concern: Proposed fixed remuneration appears excessive; Mr Gupta is the NRC Chairperson and the company has been paying excessive fixed remuneration to its IDs.

  20 for7 against
• To approve the appointment of Dr. Padmini Srinivasan, (DIN: 09813415) as a Non-Executive Independent Director and payment of remuneration

  ›Against Angel One Mutual Fund, Bandhan Mutual Fund, Edelweiss Mutual Fund, Groww Mutual Fund, Motilal Oswal Mutual Fund, Navi Mutual Fund, quant Mutual Fund

  • Angel One Mutual FundGovernance Concern: Proposed fixed remuneration appears excessive.
  • Bandhan Mutual Fund, Edelweiss Mutual Fund, Groww Mutual Fund, Motilal Oswal Mutual Fund, Navi Mutual FundCompliant with law. No concern on merit of Directors. Governance Concern: Proposed fixed remuneration appears excessive.
  • quant Mutual FundCompliant with the law. No concern on merit of directors. Governance concern: Proposed fixed remuneration appears excessive.

  20 for7 against
• To approve the appointment of Mr. Yashish Dahiya (DIN: 00706336) as a Non-Executive Independent Director and payment of remuneration

  ›Against Angel One Mutual Fund, Bandhan Mutual Fund, Edelweiss Mutual Fund, Groww Mutual Fund, Motilal Oswal Mutual Fund, Navi Mutual Fund, quant Mutual Fund

  • Angel One Mutual FundGovernance Concern: Proposed fixed remuneration appears excessive.
  • Bandhan Mutual Fund, Edelweiss Mutual Fund, Groww Mutual Fund, Motilal Oswal Mutual Fund, Navi Mutual FundCompliant with law. No concern on merit of Directors. Governance Concern: Proposed fixed remuneration appears excessive.
  • quant Mutual FundCompliant with the law. No concern on merit of directors. Governance concern: Proposed fixed remuneration appears excessive.

  20 for7 against
• To appoint M/s Chandrasekaran Associates, Company Secretaries (Firm Registration Number:P1988DE002500) as Secretarial Auditors of the Company

  27 for0 against

Mutual fund votes, meeting of 28 Jun 2025, 23 fund houses

• To approve the appointment of Mr. Suraj Saharan as a Whole-time Director, designated as Executive Director and Chief People Officer of the Company

  23 for0 against
• To approve remuneration of Mr. Suraj Saharan as Whole-time Director designated as Executive Director and Chief People Officer of the Company

  ›Against Angel One Mutual Fund, Edelweiss Mutual Fund, Groww Mutual Fund, Motilal Oswal Mutual Fund, Navi Mutual Fund, quant Mutual Fund

  • Angel One Mutual FundGovernance concern: Excessive remuneration, Proposed appointee has been granted ESOPs being a Founder. Minimum remuneration payable to appointee shall not include variable pay in case of losses or inadequate profit.
  • Edelweiss Mutual Fund, Groww Mutual Fund, Motilal Oswal Mutual Fund, Navi Mutual FundCompliant with law. No concern regarding merits of appointee. Governance concern: Excessive remuneration, Proposed appointee has been granted ESOPs being a Founder & Minimum remuneration payable to appointee shall include variable pay.
  • quant Mutual FundRelated to the approval of remuneration of Mr Suraj Saharan. Compliant with the law. No concern regarding merits of appointee. Governance concern: Excessive remuneration, Proposed appointee has been granted ESOPs being a founder & minimum remuneration payable to appointee shall include variable pay.

  17 for6 against

Mutual fund votes, meeting of 5 Apr 2025, 23 fund houses

• To approve the appointment of Mr. Sameer Ashok Mehta (DIN:02945481) as a Non-Executive Independent Director and payment of remuneration

  ›Against Baroda BNP Paribas Mutual Fund, Edelweiss Mutual Fund, Groww Mutual Fund, LIC Mutual Fund, Motilal Oswal Mutual Fund, Zerodha Mutual Fund

  • Baroda BNP Paribas Mutual FundThe terms (profile, time, commitment and independence) of the appointment is compliant with law. Governance concerns identified pertaining to fixed remuneration leading to conflict of interest.
  • Edelweiss Mutual Fund, Groww Mutual Fund, LIC Mutual Fund, Motilal Oswal Mutual Fund, Zerodha Mutual FundAppointment compliant with law. Governance concern: Proposed fixed remuneration for IDs.

  17 for6 against
• To approve the appointment of Mrs. Namita Vikas Thapar (DIN: 05318899) as a Non-Executive Independent Director and payment of remuneration.

  ›Against Baroda BNP Paribas Mutual Fund, Edelweiss Mutual Fund, Groww Mutual Fund, LIC Mutual Fund, Motilal Oswal Mutual Fund, Zerodha Mutual Fund

  • Baroda BNP Paribas Mutual FundThe terms (profile, time, commitment and independence) of the appointment is compliant with law. Governance concerns identified pertaining to fixed remuneration leading to conflict of interest.
  • Edelweiss Mutual Fund, Groww Mutual Fund, LIC Mutual Fund, Motilal Oswal Mutual Fund, Zerodha Mutual FundAppointment compliant with law. Governance concern: Proposed fixed remuneration for IDs.

  17 for6 against

Mutual fund votes, meeting of 2 Sep 2024, 19 fund houses

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

• To adopt (a) the Audited Standalone Financial Statement of the Company for the financial year ended March 31, 2024, and the reports of the Board of Directors and Auditor’s thereon; and (b) the Audited Consolidated Financial Statement of the Company for the financial year ended March 31, 2024, and the report of Auditor’s thereonMoreLess

  17 for0 against
• To re-appoint Mr. Sahil Barua (DIN: 05131571), who retires by rotation and being eligible, offers himself for re-appointment as a Director

  19 for0 against
• To approve remuneration of Mr. Sahil Barua (DIN: 05131571), Managing Director and Chief Executive Officer for his remaining tenure from October 13, 2024, to October 12, 2026

  ›Against Franklin Templeton Mutual Fund, Groww Mutual Fund, JM Financial Mutual Fund, LIC Mutual Fund, Motilal Oswal Mutual Fund, Sundaram Mutual Fund, Zerodha Mutual Fund

  • Franklin Templeton Mutual FundA vote AGAINST this resolution is warranted in view of the following concerns in the executive's remuneration: • There is scope to bring clarity under salary element, as it is used as reference on which variable pay is calculated; • There is no clarity on number of stock options that will be granted to them during the proposed tenure, and if such grants will vest based on performance; • Both the executives will be paid the proposed remuneration notwithstanding the company's financials and the regulatory limits, until their proposed tenure; and • Including fair value of stock options, the proposed pay of both the executives is competitively positioned.
  • Groww Mutual Fund, JM Financial Mutual Fund, Motilal Oswal Mutual Fund, Zerodha Mutual FundCompliant with law. Governance concern: Vesting conditions for stock options linked with share price of the Company. Quantum of remuneration appears to be high considering the performance of the Company.
  • LIC Mutual FundStock price is determined by several factors. Management cannot be rewarded for stock price movement. They should only have profit and revenue targets.
  • Sundaram Mutual Fund"Sahil Barua was appointed as MD and CEO for five years from 13 October 2021 till 12 October 2026 and his remuneration (as minimum remuneration) was fixed for three years till 12 October 2024. The company is seeking shareholder approval to fix his remuneration (as minimum remuneration) for the remaining term till 12 October 2026. Sahil Barua received Rs. 34.3 mn (excluding perquisite value of stock option of Rs. 139.1 mn) as remuneration in FY24. His proposed FY25 fixed salary, performance linked incentive and other benefits aggregate to Rs. 121.9 mn which is high compared to FY23 remuneration. He is entitled to ESOPs and a reward multiplier/ performance award/incentive which will be determined by the board. The board must disclose the number of ESOPs to be granted and a range of his reward multiplier/ performance award/incentive to enable us to make an informed decision with respect to his total proposed remuneration. We raise concern that his ESOPs will vest based on stock price performance alone, over which management has limited control – we believe this may result in short-term focus and distract the leadership from building a long-term sustainable business. We also expect the board to disclose performance metrics that will determine his commission. Given the uncapped nature of his proposed remuneration, we are unable to estimate his compensation and thus unable to make an informed decision. Hence, we do not support the resolution."

  12 for7 against
• To approve remuneration of Mr. Kapil Bharati (DIN: 02227607), Whole-time Director (Executive Director and Chief Technology Officer) for his remaining tenure from October 13, 2024, to October 12, 2026

  ›Against Franklin Templeton Mutual Fund, Groww Mutual Fund, JM Financial Mutual Fund, LIC Mutual Fund, Motilal Oswal Mutual Fund, Sundaram Mutual Fund, Zerodha Mutual Fund

  • Franklin Templeton Mutual FundA vote AGAINST this resolution is warranted in view of the following concerns in the executive's remuneration: • There is scope to bring clarity under salary element, as it is used as reference on which variable pay is calculated; • There is no clarity on number of stock options that will be granted to them during the proposed tenure, and if such grants will vest based on performance; • Both the executives will be paid the proposed remuneration notwithstanding the company's financials and the regulatory limits, until their proposed tenure; and • Including fair value of stock options, the proposed pay of both the executives is competitively positioned.
  • Groww Mutual Fund, JM Financial Mutual Fund, Motilal Oswal Mutual Fund, Zerodha Mutual FundCompliant with law. Governance concern: Vesting conditions for stock options linked with share price of the Company. Quantum of remuneration appears to be high considering the performance of the Company.
  • LIC Mutual FundStock price is determined by several factors. Management cannot be rewarded for stock price movement. They should only have profit and revenue targets.
  • Sundaram Mutual FundKapil Bharati, 46, leads the Technology and Data Science divisions. He was appointed as a Whole time Director (ED and CTO) for five years from 13 October 2021 till 12 October 2026 and his remuneration (as minimum remuneration) was fixed for three years till 12 October 2024. The company is seeking shareholder approval to fix his remuneration (as minimum remuneration) for the remaining term till 12 October 2026. Kapil Bharati received Rs. 113.0 mn (excluding perquisite value of stock option of Rs. 215.6 mn and including ESOP fair value) as remuneration in FY24. His proposed FY25 fixed salary, performance linked incentive, ESOP fair value and other benefits aggregate to Rs. 161.4 mn which is high compared to FY23 remuneration. He is entitled to ESOPs and a reward multiplier/ performance award/incentive which will be determined by the board. The board must disclose the number of ESOPs to be granted and a range of his reward multiplier/ performance award/incentive to enable us to make an informed decision with respect to his proposed remuneration. We raise concern that his ESOPs will vest based on stock price performance alone over which management has limited control – we believe this may result in short-term focus and distract the leadership from building a long-term sustainable business. We also expect the board to disclose performance metrics that will determine his commission. Given the uncapped nature of his proposed remuneration, we are unable to estimate his compensation and thus unable to make an informed decision. Hence, we do not support his remuneration terms.

  12 for7 against
• To approve remuneration of Mr. Deepak Kapoor (DIN: 00162957), Chairman and Non-Executive Independent Director for the period from October 01, 2024, to September 30, 2025

  ›Against Axis Mutual Fund, Bandhan Mutual Fund, Edelweiss Mutual Fund, Groww Mutual Fund, Invesco Mutual Fund, JM Financial Mutual Fund, Motilal Oswal Mutual Fund, Nippon India Mutual Fund, Sundaram Mutual Fund, Zerodha Mutual Fund

  • Axis Mutual Fund, Invesco Mutual Fund, Sundaram Mutual FundDeepak Kapoor, 65, is the former Chairperson and CEO of PricewaterhouseCoopers Private Limited. He attended all five board meetings held in FY24. His remuneration for FY24, was Rs. 7.5 mn, as approved by shareholders and excludes sitting fees of Rs. 0.9 mn. He was appointed as Chairperson and Independent Director of the company for 5 years from 1 October 2021 till 30 September 2026 and his remuneration was fixed at Rs. 7.5 mn for three years from date of appointment. The company is seeking shareholder approval to pay him remuneration on similar terms and conditions from 1 October 2024 to 30 September 2025. He is also eligible for reimbursement of expenses incurred to attend and participate in the board meetings or committee meetings or separate meetings of independent directors. While we recognize that Delhivery has a competent set of independent directors, the proposed remuneration is high compared to the size of the business and is not in line with the peers. Hence, we do not support the resolution.
  • Bandhan Mutual Fund, Groww Mutual Fund, JM Financial Mutual Fund, Motilal Oswal Mutual Fund, Zerodha Mutual FundCompliant with law. No concern on merit of Director. Governance Concern: Proposed fixed remuneration appears excessive. Cooling-off period not served at the time of appointment as Independent Director.
  • Edelweiss Mutual FundPaying high fees to non executive independent directors beyond sitting fees when company is making losses is against minority shareholders
  • Nippon India Mutual FundProposed fixed remuneration appears excessive. Cooling-off period not served at the time of appointment as Independent Director.

  9 for10 against
• To approve remuneration of Mr. Romesh Sobti (DIN: 00031034), Non-Executive Independent Director for the period from October 01, 2024, to September 30, 2025

  ›Against Axis Mutual Fund, Bandhan Mutual Fund, Edelweiss Mutual Fund, Groww Mutual Fund, Invesco Mutual Fund, JM Financial Mutual Fund, Motilal Oswal Mutual Fund, Nippon India Mutual Fund, Sundaram Mutual Fund, Zerodha Mutual Fund

  • Axis Mutual Fund, Sundaram Mutual FundRomesh Sobti, 74, was associated with IndusInd Bank Limited as Managing Director and Chief Executive Officer. He attended all five board meetings held in FY24. His remuneration for FY24, was Rs. 6.5 mn, as approved by shareholders and excludes sitting fees of Rs. 1.5 mn. He was appointed as an Independent Director of the company for 5 years from 1 October 2021 till 30 September 2026 and his remuneration was fixed at Rs. 6.5 mn for three years from date of appointment. The company is seeking shareholder approval to pay him remuneration on similar terms and conditions from 1 October 2024 to 30 September 2025. He is also eligible for reimbursement of expenses incurred to attend and participate in the board meetings or committee meetings or separate meetings of independent directors. While we recognize that Delhivery has a competent set of independent directors, the proposed remuneration is high compared to the size of the business and is not in line with the peers. Hence, we do not support the resolution.
  • Bandhan Mutual Fund, Groww Mutual Fund, JM Financial Mutual Fund, Motilal Oswal Mutual Fund, Zerodha Mutual FundCompliant with law. No concern on merit of Director. Governance Concern: Proposed fixed remuneration appears excessive.
  • Edelweiss Mutual FundPaying high fees to non executive independent directors beyond sitting fees when company is making losses is against minority shareholders
  • Invesco Mutual FundRomesh Sobti, 74, was associated with IndusInd Bank Limited as Managing Director and Chief Executive Officer. He attended all five board meetings held in FY24. His remuneration for FY24, was Rs. 6.5 mn, as approved by shareholders and excludes sitting fees of Rs. 1.5 mn. He was appointed as an Independent Director of the company for 5 years from 1 October 2021 till 30 September 2026 and his remuneration was fixed at Rs. 6.5 mn for three years from date of appointment. The company is seeking shareholder approval to pay him remuneration on similar terms and conditions from 1 October 2024 to 30 September 2025. He is also eligible for reimbursement of expenses incurred to attend and participate in the board meetings or committee meetings or separate meetings of independent directors. While we recognize that Delhivery has a competent set of independent directors, the proposed remuneration is high compared to the size of the business and is not in line with the peers. Hence, we do not support the resolution
  • Nippon India Mutual FundProposed fixed remuneration appears excessive.

  9 for10 against
• To approve remuneration of Mr. Srivatsan Rajan (DIN: 00754512), Non-Executive Independent Director for the period from October 01, 2024, to September 30, 2025

  ›Against Axis Mutual Fund, Bandhan Mutual Fund, Edelweiss Mutual Fund, Groww Mutual Fund, Invesco Mutual Fund, JM Financial Mutual Fund, Motilal Oswal Mutual Fund, Nippon India Mutual Fund, Sundaram Mutual Fund, Zerodha Mutual Fund

  • Axis Mutual Fund, Sundaram Mutual FundSrivatsan Rajan, 60, is an Advisory Partner at Bain & Company in San Francisco. Prior to this he was a Partner at Cota Capital, an early-stage venture fund in San Francisco. He attended all five board meetings held in FY24. His remuneration for FY24, was Rs. 6.5 mn, as approved by shareholders and excludes sitting fees of Rs. 1.8 mn. He was appointed as an Independent Director of the company for 5 years from 1 October 2021 till 30 September 2026 and his remuneration was fixed at Rs. 6.5 mn for three years from date of appointment. The company is seeking shareholder approval to pay him remuneration on similar terms and conditions from 1 October 2024 to 30 September 2025. He is also eligible for reimbursement of expenses incurred to attend and participate in the board meetings or committee meetings or separate meetings of independent directors. While we recognize that Delhivery has a competent set of independent directors, the proposed remuneration is high compared to the size of the business and is not in line with the peers. Hence, we do not support the resolution.
  • Bandhan Mutual Fund, Groww Mutual Fund, JM Financial Mutual Fund, Motilal Oswal Mutual Fund, Zerodha Mutual FundCompliant with law. No concern on merit of Director. Governance Concern: Proposed fixed remuneration appears excessive, existing term of appointment may lead to Prolonged Association. Cooling-off period not served at the time of appointment as Independent Director.
  • Edelweiss Mutual FundPaying high fees to non executive independent directors beyond sitting fees when company is making losses is against minority shareholders
  • Invesco Mutual FundSrivatsan Rajan, 60, is an Advisory Partner at Bain & Company in San Francisco. Prior to this he was a Partner at Cota Capital, an early-stage venture fund in San Francisco. He attended all five board meetings held in FY24. His remuneration for FY24, was Rs. 6.5 mn, as approved by shareholders and excludes sitting fees of Rs. 1.8 mn. He was appointed as an Independent Director of the company for 5 years from 1 October 2021 till 30 September 2026 and his remuneration was fixed at Rs. 6.5 mn for three years from date of appointment. The company is seeking shareholder approval to pay him remuneration on similar terms and conditions from 1 October 2024 to 30 September 2025. He is also eligible for reimbursement of expenses incurred to attend and participate in the board meetings or committee meetings or separate meetings of independent directors. While we recognize that Delhivery has a competent set of independent directors, the proposed remuneration is high compared to the size of the business and is not in line with the peers. Hence, we do not support the resolution
  • Nippon India Mutual FundProposed fixed remuneration appears excessive, existing term of appointment may lead to Prolonged Association. Cooling-off period not served at the time of appointment as Independent Director.

  9 for10 against
• To approve reclassification of authorised share capital and consequent alteration of Memorandum of Association of the Company

  19 for0 against

Mutual fund votes, meeting of 27 Sep 2023, 12 fund houses

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

• To receive, consider and adopt the Audited FinancialnStatements (Standalone & Consolidated) of thenCompany for the financial year ended March 31, 2023,ntogether with the reports of Board of Directors andnStatutory Auditors thereonMoreLess

  11 for0 against
• To appoint a director in place of Mr. Kapil Bharati (DIN:n02227607), who retires by rotation and being eligible,noffers himself for re-appointment

  12 for0 against
• To appoint M/s Deloitte Haskins & Sells LLP, Chartered Accountants (Firm Registration Number: 117366W/W-100018) as Statutory Auditors of the Company and fixing of their remuneration.

  12 for0 against
• To note that Mr. Donald Francis Colleran (DIN: 09431299), Non-Executive Director, retires by rotation and doesn't seek re-appointment citing other commitments, and to resolve not to fill the resultant vacancy on the Board.MoreLess

  12 for0 against
• To revise the remuneration of Mr. Saugata Gupta (DIN: 05251806), Non-Executive Independent Director with effect from April 01, 2023 till September 30, 2026.

  ›Against Motilal Oswal Mutual Fund

  • Motilal Oswal Mutual FundCompliant with law. Governance Concern: Proposed fixed remuneration appears excessive.

  11 for1 against
• To consider the appointment of Mr. Anindya Ghose (DIN: 10243913), as a Non-Executive Independent Director for a term of 5 years with effect from August 04, 2023

  ›Against Motilal Oswal Mutual Fund

  • Motilal Oswal Mutual FundCompliant with law. Governance Concern: Proposed fixed remuneration appears excessive.

  11 for1 against