Eris Lifesciences MD, chairman, board of directors and AGM

Mutual fund votes, meeting of 24 Dec 2025, 24 fund houses

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

• To Re-Appoint Mr. Krishnakumar Vaidyanathan As The Whole-Time Director Of The Company

  ›Against Axis Mutual Fund, Jio BlackRock Mutual Fund, Nippon India Mutual Fund

  • Axis Mutual FundKrishnakumar Vaidyanathan, 52, serves as the Chief Operating Officer and Whole-time Director of Eris Lifesciences Limited (Eris). He has over 25 years of experience spanning life sciences, corporate finance, and management consulting. We raise concerns over his membership of the Audit Committee (AC). We believe that the AC should comprise only independent directors to avoid any potential conflict of interest. His FY24 and FY25 pay aggregated Rs. 68.7 mn and Rs. 45.8 mn, respectively. His proposed terms entitle him to an annual pay of Rs. 47.5 mn, excluding stock options. While he is entitled to stock options, there is no clarity on the grants during his proposed tenure. He was last granted options in FY24, and there is no discernible pattern in the periodicity of past stock option grants, as he has received options in three out of the last five years. Based on the past grants, ESOPs could constitute a significant portion of his overall pay. The company should have capped the maximum number of options that may be granted to him. In the absence of clarity on his future grants, we are unable to estimate his overall pay and, thus, do not support the resolution.
  • Jio BlackRock Mutual FundKrishnakumar Vaidyanathan, 52, serves as the Chief Operating Officer and Whole-time Director of Eris Lifesciences Limited (Eris). He has over 25 years of experience spanning life sciences, corporate finance, and management consulting. We raise concerns over his membership of the Audit Committee (AC). We believe that the AC should comprise only independent directors to avoid any potential conflict of interest.His FY24 and FY25 pay aggregated Rs. 68.7 mn and Rs. 45.8 mn, respectively. His proposed terms entitle him to an annual pay of Rs. 47.5 mn, excluding stock options. While he is entitled to stock options, there is no clarity on the grants during his proposed tenure. He was last granted options in FY24, and there is no discernible pattern in the periodicity of past stock option grants, as he has received options in three out of the last five years.Based on the past grants, ESOPs could constitute a significant portion of his overall pay. The company should have capped the maximum number of options that may be granted to him. In the absence of clarity on his future grants, we are unable to estimate his overall pay and, thus, do not support the resolution.
  • Nippon India Mutual FundTransparency Concern:Inadequate clarity on Audit Committee role risks conflicts (requires ≥2/3 Independent Directors per Companies Act Section 177 & SEBI LODR); proposed Rs. 47.5 mn pay (excl. unquantified ESOPs/irregular past grants) lacks caps/disclosures

  21 for3 against
• To Re-Appoint Ms. Kalpana Unadkat As Independent Director Of The Company

  ›Against Axis Mutual Fund, DSP Mutual Fund, Jio BlackRock Mutual Fund, Nippon India Mutual Fund

  • Axis Mutual FundMs. Kalpana Unadkat, 55, is a Solicitor registered with the Bombay Incorporated Law Society and the Law Society of England & Wales. She has served on the board of Eris Lifesciences Limited (Eris) since January 2021. Public sources indicate, that she is currently the Co-Head (India practice) at Ashurst, a UK-based law firm. She was previously associated with Khaitan & Co. Eris availed legal services from Khaitan & Co. in FY25. The company must clarify, if it has availed, or plans to avail services from Ashurst during her proposed tenure. While her reappointment is in line with statutory requirements, we raise concerns over her board meeting attendance. After full attendance in FY23, her attendance declined to 67% in FY24 and further to 60% in FY25 (3 of 5 meetings). As a result, her three-year average attendance stands at 76%, marginally above our 75% threshold. Even during the current financial year (meetings till 12 November 2025), her attendance was low at 67%. While her reappointment is in line with our policy, given the secular decline in her attendance, we do not support the resolution.
  • DSP Mutual Fund, Jio BlackRock Mutual FundMs. Kalpana Unadkat, 55, is a Solicitor registered with the Bombay Incorporated Law Society and the Law Society of England & Wales. She has served on the board of Eris Lifesciences Limited (Eris) since January 2021. Public sources indicate, that she is currently the Co-Head (India practice) at Ashurst, a UK-based law firm. She was previously associated with Khaitan & Co. Eris availed legal services from Khaitan & Co. in FY25. The company must clarify, if it has availed, or plans to avail services from Ashurst during her proposed tenure.While her reappointment is in line with statutory requirements, we raise concerns over her board meeting attendance. After full attendance in FY23, her attendance declined to 67% in FY24 and further to 60% in FY25 (3 of 5 meetings). As a result, her three-year average attendance stands at 76%, marginally above our 75% threshold. Even during the current financial year (meetings till 12 November 2025), her attendance was low at 67%. While her reappointment is in line with our policy, given the secular decline in her attendance, we do not support the resolution.
  • Nippon India Mutual FundGovernance Concern: Attendance issue and potential violation of Companies Act 149(6)

  20 for4 against
• Approval For Issuance Up To 23,06,372 (Twenty Three Lakh Six Thousand Three Hundred And Seventy-Two) Fully Paid-Up Equity Shares Of The Company On Preferential Basis For Consideration Other Than Cash

  19 for0 against
• To Consider And Approve Material Related Party Transactions Proposed To Be Entered With Mr. Naishadh Shah

  24 for0 against

Mutual fund votes, meeting of 25 Jul 2025, 21 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 Standalone Financial Statements along with Audited Consolidated Financial Statements of the Company for the Financial Year ended on March 31, 2025, and the reports of the Board of Directors and the Auditors thereon.MoreLess

  21 for0 against
• To appoint M/s. Walker Chandiok & Co. LLP, Chartered Accountants as the Statutory Auditor of the Company for five years, i.e., FY 2025-26 to FY 2029-30

  21 for0 against
• To ratify the remuneration of Cost Auditors for the Financial Year ending March 31, 2026

  21 for0 against
• To appoint M/s. Ravi Kapoor & Associates as Secretarial Auditors of the Company

  21 for0 against
• To re-appoint Mr. Amit Bakshi as the Managing Director of the Company

  ›Against Angel One Mutual Fund, Bank of India Mutual Fund, Edelweiss Mutual Fund, Groww Mutual Fund, Motilal Oswal Mutual Fund, Navi Mutual Fund, Nippon India Mutual Fund

  • Angel One Mutual FundGovernance concern: Holding combined position of Chairman & Managing Director may lead to concentration of power in the hand of single person.
  • Bank of India Mutual Fund, Edelweiss Mutual Fund, Groww Mutual Fund, Motilal Oswal Mutual Fund, Navi Mutual FundCompliant with law. Governance concern: Holding combined position of Chairman & Managing Director may lead to concentration of power in the hand of single person. The Company is Non-compliance u/s 152 of the Companies Act, 2013.
  • Nippon India Mutual FundGovernance concern: Holding combined position of Chairman & Managing Director may lead to concentration of power in the hand of single person. The Company is Non-compliance u/s 152 of the Companies Act, 2013.

  14 for7 against
• To re-appoint Mr. Inderjeet Singh Negi as the Whole-Time Director of the Company

  ›Against HSBC Mutual Fund

  • HSBC Mutual FundA vote AGAINST the following nominee is warranted because:_x000D_ • The board independence norms are not met (after our reclassification) and Inderjeet Singh Negi is non-independent director nominees.

  20 for1 against
• To re-appoint Mr. Kaushal Kamlesh Shah as the Whole-Time Director of the Company

  ›Against HSBC Mutual Fund

  • HSBC Mutual FundA vote AGAINST the following nominee is warranted because:_x000D_ • The board independence norms are not met (after our reclassification) and Kaushal Kamlesh is non-independent director nominees.

  20 for1 against

Mutual fund votes, meeting of 25 Sep 2024, 17 fund houses

• To receive, consider and adopt the Audited Standalone Financial Statements including Audited Consolidated Financial Statements of the Company for the Financial Year ended March 31, 2024, and the reports of the Board of Directors and the Auditors thereon;MoreLess

  17 for0 against
• To appoint a Director in place of Mr. Inderjeet Singh Negi (DIN: 01255388) who retires by rotation and, being eligible, offers himself for re-appointment;

  ›Against Franklin Templeton Mutual Fund

  • Franklin Templeton Mutual FundA vote AGAINST this resolution is warranted because the board independence norms are not met and Inderjeet Singh Negi is a non-independent director nominee.

  16 for1 against
• To ratify the remuneration of Cost Auditors for the Financial Year ending March 31, 2025.

  17 for0 against
• To consider and approve Alteration in the Articles of Association of the Company

  ›Against Bandhan Mutual Fund, Groww Mutual Fund, Motilal Oswal Mutual Fund, Nippon India Mutual Fund

  • Bandhan Mutual Fund, Groww Mutual Fund, Motilal Oswal Mutual Fund, Nippon India Mutual FundNon-Compliant: Proposed alteration in AOA is not in compliance with SEBI Regulations.

  13 for4 against

Mutual fund votes, meeting of 25 Sep 2023, 10 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 Standalone Financial Statements including Audited Consolidated FinancialnStatements of the Company for the Financial Year ended on March 31, 2023 and the reports of the Board of Directors andnthe Auditors thereonMoreLess

  ›Against Motilal Oswal Mutual Fund, Nippon India Mutual Fund

  • Motilal Oswal Mutual FundUnqualified Financial Statements. Non-Compliant with Companies Act, 2013 & SEBI LODR Regulations: Non-disclosure of financial statement of material Subsidiary for FY 2022-23
  • Nippon India Mutual FundInadequate disclosure

  6 for2 against
• To appoint a Director in place of Mr. Krishnakumar Vaidyanathan (DIN: 08976508) who retires by rotation and, being eligible,noffers himself for re-appointment.

  ›Against Franklin Templeton Mutual Fund, HSBC Mutual Fund

  • Franklin Templeton Mutual FundA vote AGAINST this resolution is warranted because: • The board independence norms are not met (after reclassification) and Krishnakumar Vaidyanathan is a non-independent director nominee. • In addition, Krishnakumar Vaidyanathan serves as a member of the audit committee despite being an executive director.
  • HSBC Mutual FundA vote AGAINST this resolution is warranted because: The board independence norms are not met (after our reclassification) and Krishnakumar Vaidyanathan is a non-independent director nominee. In addition, Krishnakumar Vaidyanathan serves as a member of the audit committee despite being an executive director.

  8 for2 against
• To ratify the remuneration of Cost Auditors for the Financial Year ending March 31, 2024 and in this regard, to pass with ornwithout modification(s) the following resolution as an Ordinary Resolutionn

  5 for0 against
• Approval to advance loan(s), to give any guarantee(s) and/or to provide any security(ies) under Section 185 of the CompaniesnAct, 2013 and in this regard, to pass with or without modification(s), the following resolution as a Special ResolutionMoreLess

  ›Against Bank of India Mutual Fund, HDFC Mutual Fund, ICICI Prudential Mutual Fund, Motilal Oswal Mutual Fund, Nippon India Mutual Fund, Tata Mutual Fund

  • Bank of India Mutual Fund, Tata Mutual FundSection 185 of Companies Act, 2013 prohibits any company from giving loans, guarantee or security in favor of its directors or any other person in whom the director is interested without seeking shareholder approval. The company has stated that it may provide guarantee for loans availed/ debenture or bonds issued by its subsidiaries/ associates/ joint ventures or other group companies. The funds raised by group companies will be utilised for the principal business activities of the entities. There is no clarity on the entities to whom the support may be provided and the shareholding of Eris Lifesciences Limited in such entities. The company must provide granular details of the support that may be provided, the extent to which the promoters/ directors are interested and strategic and economic rationale for providing support to the entities. Given the lack of clarity, we are unable to support the enabling resolution. Further, the company must seek an approval for an absolute limit instead of seeking a rolling limit linked to the networth.
  • HDFC Mutual FundThere is a lack of clarity on the entities to whom the support may be provided
  • ICICI Prudential Mutual FundThere is no clarity on the entities to whom the support may be provided and the shareholding of Eris Lifesciences Limited in such entities. The company must provide granular details of the support that may be provided, the extent to which the promoters/ directors are interested and strategic and economic rationale for providing support to the entities. Hence, the AMC has voted against the resolution.
  • Motilal Oswal Mutual FundNon-compliant: Non-disclosure of full particulars as required under Section 185(2) of Companies Act, 2013.
  • Nippon India Mutual FundInadequate disclosure

  2 for6 against

Mutual fund votes, meeting of 1 Sep 2022, 9 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 Standalone Financial Statements including Audited Consolidated Financial Statements of the Company for the Financial Year ended on March 31, 2022 and the reports of the Board of Directors and Auditors thereon.MoreLess

  9 for0 against
• To appoint a Director in place of Mr. Amit Bakshi, (DIN: 01250925) who retires by rotation and, being eligible, offers himself for re-appointment.

  ›Against Nippon India Mutual Fund

  • Nippon India Mutual FundHolding dual positions of Managing Director and chairperson

  8 for1 against
• To ratify the remuneration of Cost Auditors for the Financial Year ending March 31, 2023

  5 for0 against
• To re-appoint Mr. Prashant Gupta as an Independent Director of the Company;

  9 for0 against
• To appoint Mr. Sujesh Vasudevan as an Independent Director of the Company

  9 for0 against

Mutual fund votes, meeting of 1 Sep 2021, 8 fund houses

• To receive, consider and adopt the Audited Standalone Financial Statements including Audited Consolidated Financial Statements of the Company for the financial year ended March 31, 2021 and the reports of Board of Directors and Auditors thereon.MoreLess

  8 for0 against
• To appoint a director in place of Mr. Kaushal Shah (DIN: 01229038) who retires by rotation and being eligible, offers himself for reappointment.

  8 for0 against
• To re-appoint M/s. Deloitte Haskins & Sells LLP, Chartered Accountants as the Statutory Auditors of the Company for four years, i.e., FY 2021-22 to FY 2024-25.

  ›Against Bank of India Mutual Fund, Nippon India Mutual Fund

  • Bank of India Mutual FundDeloitte Haskins & Sells LLP was appointed as statutory auditors in the AGM held in October 2016 until the conclusion of the FY21 AGM. The company now proposes to reappoint them for a further period of four years from FY22. However, the proposed reappointment for four years is not in line with Section 139(1) of Companies Act 2013, which states that auditors must be appointed for a period of five years. The company must issue a corrigendum to modify the auditor term and comply with the Act. The company must also provide a brief profile of the statutory audit firm and its partners and their relevant experience at the time of appointment and disclose the proposed audit fees payable, which is a mandatory requirement under Regulation 36 (5) of SEBI’s LODR.
  • Nippon India Mutual FundProposed appointment of auditor is for 4 years instead of 5 years

  6 for2 against
• To ratify the remuneration of Cost Auditors for the Financial Year ending March 31, 2022.

  8 for0 against
• To appoint Mr. Rajeev Dalal as an Independent Director of the Company.

  7 for0 against

  1 abstained

• To appoint Ms. Kalpana Unadkat as an Independent Director of the Company.

  7 for0 against

  1 abstained

• To re-appoint Mrs. Vijaya Sampath as an Independent Director of the Company.

  ›Against Franklin Templeton Mutual Fund

  • Franklin Templeton Mutual FundA vote AGAINST the nominee is warranted as she serves on a total of more than six public company boards, which could potentially compromise her ability to commit sufficient time to her role in the company.

  6 for1 against

  1 abstained

• To re-appoint Mr. Amit Bakshi as the Managing Director of the Company.

  7 for0 against

  1 abstained

• To appoint Mr. Krishnakumar Vaidyanathan as a Director of the Company.

  ›Against Franklin Templeton Mutual Fund

  • Franklin Templeton Mutual FundA vote AGAINST the nominee is warranted as he is an executive director serving on the audit committee.

  7 for1 against
• To appoint Mr. Krishnakumar Vaidyanathan as the Whole-Time Director of the Company.

  ›Against Franklin Templeton Mutual Fund, Nippon India Mutual Fund

  • Franklin Templeton Mutual FundA vote AGAINST this resolution is warranted because he is an executive director serving on the audit committee.
  • Nippon India Mutual FundInsufficient Information

  5 for2 against

  1 abstained

• To re-appoint Mr. Inderjeet Singh Negi as the Whole-Time Director of the Company.

  7 for0 against

  1 abstained

• To consider and approve Eris Lifesciences Employees Stock Option Plan, 2021 (ESOP-2021)

  ›Against Franklin Templeton Mutual Fund

  • Franklin Templeton Mutual FundA vote AGAINST this resolution is warranted because: • The scheme permits stock options to be issued with an exercise price at a discount to the market price at the date of grant.

  7 for1 against