Gabriel India CEO, MD, chairman, board of directors and AGM

Mutual fund votes, meeting of 19 Aug 2026, 13 fund houses so far (houses' deadline to file 15 Oct 2026)

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

• To receive, consider and adopt the Audited Financial Statements of the Company for the financial year ended March 31, 2026, together with the reports of the Board of Directors and Auditors thereon.

  13 for0 against
• To receive, consider and adopt the Audited Consolidated Financial Statements of the Company for the financial year ended March 31, 2026, together with the report of Auditors thereon.

  13 for0 against
• To declare final dividend at the rate of Rs. 3.10 per equity share of face value Re. 1 each for the financial year 2025-26

  13 for0 against
• To appoint a director in place of Mr. Mahendra K.Goyal (DIN: 02605616), who retires by rotation and being eligible, offers himself for re- appointment.

  ›Against Angel One Mutual Fund, DSP Mutual Fund, Edelweiss Mutual Fund, HSBC Mutual Fund, Jio BlackRock Mutual Fund, Navi Mutual Fund, PGIM India Mutual Fund

  • Angel One Mutual FundGovernance and Transparency Concern: Time commitment appears excessive. No clarity on exact number of full-time positions held along with the proposed position as Group Chief Executive Officer and Managing Director; and remuneration to be paid by other entities where Mr. Goyal is holding full-time positions.
  • DSP Mutual Fund, Jio BlackRock Mutual FundMahendra K. Goyal, 57, was appointed as Non-Executive Non-Independent Director on 22 October 2024. He has been associated with the ANAND Group since July 1995 and currently serves as the Group Chief Executive Officer (CEO). The board redesignated him as Group CEO and Managing Director from 21 July 2026. He is also the Managing Director of Anand Automotive Private Limited, a fellow subsidiary. He has attended all seven (100%) board meetings held in FY26. We do not support (re)appointment of professional Managing Directors holding multiple executive roles unless the companies have a holding-subsidiary relationship. Thus, we do not support the resolution. Mahendra K. Goyal is a member of the audit committee (AC). We believe the AC must comprise only of non-conflicted/non-tenured independent directors to avoid potential conflict of interest.
  • Edelweiss Mutual Fund, Navi Mutual Fund, PGIM India Mutual FundCompliant with law. Governance and Transparency Concern: Time commitment appears excessive. No clarity on exact number of full-time positions held along with the proposed position as Group CEO and MD; and remuneration to be paid by other entities where Mr. Goyal is holding full-time positions.
  • HSBC Mutual FundWe have concerns about insufficient independence on the Audit committee.

  6 for7 against
• To re-appoint M/s Price Waterhouse Chartered Accountants LLP, Chartered Accountants having consented to act as the Auditors of the Company for second term of five consecutive years to hold office from the conclusion of this Annual General Meeting until the conclusion of the Sixty Ninth Annual General Meeting of the Company and to fix their remuneration.MoreLess

  ›Against Angel One Mutual Fund, Edelweiss Mutual Fund, HSBC Mutual Fund, Navi Mutual Fund, PGIM India Mutual Fund

  • Angel One Mutual FundGovernance and Transparency Concern: Non-audit fee is more than 50% of the Audit Fees in last two financial years; no clarity on nature of non-audit services rendered by the auditor.
  • Edelweiss Mutual Fund, Navi Mutual Fund, PGIM India Mutual FundCompliant with law. Governance and Transparency Concern: Non-audit fee is more than 50% of the Audit Fees in last two financial years; no clarity on nature of non-audit services rendered by the auditor.
  • HSBC Mutual FundA vote AGAINST this proposal is warranted given that the non-audit fees exceeded the total audit fees paid to the company's audit firm in the latest fiscal year without satisfactory explanation.

  8 for5 against
• To Ratify remuneration payable to M/s. Dhananjay V. Joshi & Associates, Cost Accountants, Pune (Firm registration No. 000030), Cost Auditors of the Company, to conduct the audit of cost records of the Company for the financial year ending March 31, 2027.MoreLess

  13 for0 against
• To alter Memorandum of Association of the Company and to increase the authorised share capital of the Company as per Companies Act, 2013

  13 for0 against
• To alter and adopt a new set of Articles of Association as per Companies Act, 2013

  ›Against Angel One Mutual Fund, DSP Mutual Fund, Edelweiss Mutual Fund, HSBC Mutual Fund, Jio BlackRock Mutual Fund, Navi Mutual Fund, PGIM India Mutual Fund

  • Angel One Mutual FundGovernance & Transparency Concern: Proposed AoA not disclosed / cannot be located.
  • DSP Mutual Fund, Jio BlackRock Mutual FundThe company proposes adopting a new set of AoA to align with the Companies Act, 2013. The company has not disclosed the new set of AoA on its website. Therefore, we are unable to review the same. We do not support the resolution.
  • Edelweiss Mutual Fund, Navi Mutual Fund, PGIM India Mutual FundCompliant with law. Governance & Transparency Concern: Proposed AoA not disclosed / cannot be located.
  • HSBC Mutual FundA vote AGAINST this resolution is warranted due to lack of information to make an informed voting decision.

  6 for7 against
• To approve increase in the borrowing limits of the Company under Section 180(1)(c) of the Companies Act, 2013 not exceeding Rs. 1,600 crores

  ›Against DSP Mutual Fund, Jio BlackRock Mutual Fund

  • DSP Mutual Fund, Jio BlackRock Mutual FundThe company’s existing borrowing limit of Rs. 5.0 bn was approved by shareholders at the 2024 AGM. The company proposes to increase the borrowing limits to Rs. 16.0 bn over and above the paid-up share capital, free reserves and securities premium, considering the company’s growth plans (organic and inorganic) and future financial requirements. On a standalone basis, the company does not have any borrowings except for lease liabilities of Rs. 0.3 bn. Therefore, the current utilization of the limits is nil. The company has a standalone networth of Rs. 13.3 bn as on 31 March 2026. The proposed borrowing limit based on current financials will be Rs. 29.3 bn, which is 2.2x standalone networth. The proposed resolution is enabling in nature: the company must provide granular details regarding the proposed increase in limits. The company has an outstanding credit rating of CRISIL AA+/Stable, which denotes high degree of safety regarding timely servicing of financial obligations. However, based on the resolution text, we raise concern that the approval sought is for a rolling limit of Rs. 16.0 bn over and above the paid-up share capital, free reserves and securities premium; we do not support such rolling limits. The company must seek approval for an absolute limit. We do not support this resolution.

  10 for2 against
• To approve sell, creation of mortgage or charge on the assets, properties or undertaking(s) of the Company under section 180(1)(a) of the Companies Act, 2013 not exceeding Rs. 1,600 crores

  11 for0 against
• To approve investments, give loans, guarantees/letter of comfort/letter of support and security under section 186 of the Companies Act, 2013 not exceeding Rs. 4,000 crores

  ›Against Angel One Mutual Fund, DSP Mutual Fund, Edelweiss Mutual Fund, Navi Mutual Fund, PGIM India Mutual Fund

  • Angel One Mutual FundGovernance & Transparency Concern: Blanket / Umbrella approval proposed without adequate disclosures.
  • DSP Mutual FundThe company seeks approval to increase the limit under section 186 to Rs. 40.0 bn over and above the automatic limit. The company has stated that while the company has adequate headroom under the existing limits, the proposed increase in limit is being sought in view of the proposed transaction (refer resolution #12 and #13), which may require the company to make investments or provide securities to its affiliates, joint ventures, associates, subsidiaries or any other body corporates. However, this is an enabling approval, and it allows the company to give loans/ guarantees/ provide securities to any body corporate, including promoter-group companies. We believe the company must disclose granular details, including the names of the companies, the nature and size of their operations, and the terms of support including if the support is to the extent of its shareholding, to enable shareholders to make an informed decision. Further, it appears that the limit is a rolling limit, which we do not support. The company should seek approval for an absolute limit. The company has not disclosed the current utilization of its existing limits under section 186. Given these reasons, we do not support the resolution.
  • Edelweiss Mutual Fund, Navi Mutual Fund, PGIM India Mutual FundCompliant with law. Governance & Transparency Concern: Blanket / Umbrella approval proposed without adequate disclosures.

  7 for5 against
• To consider and approve the material related party transactions of the Company with Asia Investments Private Limited

  12 for0 against
• To approve the offer, issue and allot 1,44,04,204 equity shares of the Company to Asia Investments Private Limited on a preferential basis, at an issue price of Rs. 1,305.89 per equity share aggregating to Rs. 18,81,03,05,962.MoreLess

  13 for0 against
• To appoint Mr. Mahendra K. Goyal (DIN: 02605616) as Group Chief Executive Officer and Managing Director of the Company for a term of five (5) consecutive years w.e.f. July 21, 2026 (immediately on approval of the Board) till July 20, 2031.MoreLess

  ›Against Angel One Mutual Fund, DSP Mutual Fund, Edelweiss Mutual Fund, HSBC Mutual Fund, Navi Mutual Fund, PGIM India Mutual Fund

  • Angel One Mutual FundGovernance and Transparency Concern: Time commitment appears excessive. No clarity on exact number of full-time positions held along with the proposed position as Group Chief Executive Officer and Managing Director; and remuneration to be paid by other entities where Mr. Goyal is holding full-time positions.
  • DSP Mutual FundMahendra K. Goyal, 57, was appointed as Non-Executive Non-Independent Director on 22 October 2024. He has been associated with the ANAND Group since July 1995 and currently serves as the Group Chief Executive Officer (CEO). The board proposes to appoint him as Group CEO and Managing Director for five years from 21 July 2026. He is also the Managing Director of Anand Automotive Private Limited, a fellow subsidiary. His proposed remuneration from Gabriel India Limited will be Rs. 40.0 mn per annum, with discretion to the board to revise the pay. It is unclear why his remuneration terms do not include a variable component. He will also receive remuneration from Anand Automotive Private Limited, which the company has not disclosed. We do not support (re)appointment of professional Managing Directors holding multiple executive roles unless the companies have a holding-subsidiary relationship. Thus, we do not support the resolution.
  • Edelweiss Mutual Fund, Navi Mutual Fund, PGIM India Mutual FundCompliant with law. Governance and Transparency Concern: Time commitment appears excessive. No clarity on exact number of full-time positions held along with the proposed position as Group CEO and MD; and remuneration to be paid by other entities where Mr. Goyal is holding full-time positions.
  • HSBC Mutual FundA vote AGAINST the following nominee is warranted because the pay structure does not comprise of variable component, to link pay with performance. Remuneration arrangement from group company creates an opaque pay structure and whether the remuneration is linked to the performance of the company is not disclosed.

  6 for6 against
• To re-designate and vary terms of appointment of Mr. Atul Jaggi (DIN: 07263848) as Managing Director (Ride Control) of the Company w.e.f. July 21, 2026 (immediately on approval of the Board) for the remaining of his existing term i.e., up to October 17, 2029.MoreLess

  13 for0 against

Mutual fund votes, meeting of 9 May 2026, 23 fund houses

• Re-appointment of Mrs. Pallavi Joshi Bakhru (DIN: 01526618) as an Independent Director of the company for a second term of 5 (five) consecutive years w.e.f. May 26, 2026 to May 25, 2031 (both days inclusive), not liable to retire by rotationMoreLess

  ›Against Angel One Mutual Fund, Bandhan Mutual Fund, Bank of India Mutual Fund, Edelweiss Mutual Fund, Groww Mutual Fund, HSBC Mutual Fund, Jio BlackRock Mutual Fund, Kotak Mahindra Mutual Fund, Motilal Oswal Mutual Fund, Navi Mutual Fund, Nippon India Mutual Fund, PGIM India Mutual Fund

  • Angel One Mutual FundTransparency concern: Lack of clarity with regards to the nature, extent of involvement of the proposed appointee and the quantum of the transactions undertaken with Grant Thornton India/Grant Thornton Bharat LLP, where the appointee holds an executive position.
  • Bandhan Mutual Fund, Edelweiss Mutual Fund, Groww Mutual Fund, Navi Mutual Fund, PGIM India Mutual FundCompliant with law. Transparency concern: Lack of clarity w.r.t the nature, extent of involvement of the proposed appointee and the quantum of the transactions undertaken with Grant Thornton India/Grant Thornton Bharat LLP, where the appointee holds an executive position.
  • Bank of India Mutual Fund, Jio BlackRock Mutual FundMs. Pallavi Joshi Bakhru, 58, leads the Private Client Service offering at Grant Thornton in India and heads the UK Corridor. She has served on the board as an Independent Director since 26 May 2021. She has attended all eight board meetings held in FY25 (100%) and all six meetings held until Q3FY26 (100%). According to public sources, Grant Thornton acted as advisor to Gabriel India Limited for the purchase of assets from Marelli Motherson Auto Suspension Parts Private Limited (MMAS). Given the conflict of interest, we do not consider her to be an Independent Director. Thus, we do not support her reappointment as an Independent Director.
  • HSBC Mutual FundA vote AGAINST the following nominee is warranted because of insufficient independence on the audit committee, lack of independence of the Audit committee chair. The level of board independence falls below our expectations.
  • Kotak Mahindra Mutual FundMs. Pallavi Joshi Bakhru, 58, leads the Private Client Service offering at Grant Thornton in India and heads the UK Corridor. She has served on the board as an Independent Director since 26 May 2021. She has attended all eight board meetings held in FY25 (100%) and all six meetings held until Q3FY26 (100%). Grant Thornton acted as advisor to Gabriel India Limited for the purchase of assets from Marelli Motherson Auto Suspension Parts Private Limited (MMAS). There is no clarity on the extant she was involved in the matters pertaining to the advisory service provided by Grant Thornton, while serving as an Independent Director on the board. Given the conflict of interest, we do not consider her to be an Independent Director. Thus, we do not support the resolution.
  • Motilal Oswal Mutual FundLack of clarity w.r.t the nature, extent of involvement of the proposed appointee and the quantum of the transactions undertaken with Grant Thornton India/Grant Thornton Bharat LLP, where the appointee holds an executive position.
  • Nippon India Mutual FundTransparency Concern: Lack of clarity w.r.t the nature, extent of involvement of the proposed appointee and the quantum of the transactions undertaken with Grant Thornton India/Grant Thornton Bharat LLP, where the appointee holds an executive position.

  11 for12 against

• Unlisted stake boughtDana ANAND India Private LimitedSince 22 May 2026

  25.10% bought in the quarter; holding 25.10%, from 0.00%

• Unlisted stake boughtAnand CY Myutec Private LimitedSince 22 May 2026

  76.10% bought in the quarter; holding 76.10%, from 0.00%

• Unlisted stake boughtHenkel Anand India Private LimitedSince 22 May 2026

  49.00% bought in the quarter; holding 49.00%, from 0.00%

The board is made up as the listing rules require

Yes

The board has a regular chairperson

Yes

The company has a risk management committee

Yes

The chair is related to the managing director

No

The filing has a part on fines and penalties

No

The filing has a part on tax disputes

No

There was a cyber security incident in the quarter

No

The company's own answers in its filing.