Gokaldas Exports logo

Gokaldas Exports MD, chairman, board of directors and AGM

NSE: GOKEXBSE: 532630Textiles & ApparelsSmall Cap

Last close ₹674.40down ₹10.85 (1.58%)BSE ₹674.85

Share price at the NSE close on 23 Oct 2026. Previous close ₹685.25.

52-week range of traded prices to 23 Oct 2026
₹531.00Low, 27 Jan 2026₹954.90High, 20 Nov 2025
Market cap
₹4,942 Cr783rd largest listed
P/E
48.0
P/B
2.3
Dividend yield
Nonein the last 12 months
ROE
4.9%
ROCE
6.3%
Debt to equity
0.45
Volume, NSE
2,20,85346.1% delivered

Gokaldas Exports board of directors

At the end of the quarter to Sep 2026, as the company filed it; changes since are in its announcements.Their trades in its shares

  • ChairpersonMATHEW CYRIACRelated to the promoter
  • Managing directorSIVARAMAKRISHNAN GANAPATHI
  • Company Secretary and Compliance OfficerGourish Hegde

6 directors3 independent2 executive1 non-executive

  • MATHEW CYRIAC · ChairpersonNon-executive · joined Feb 2008 · reappointed Mar 2017 · 3 listed boards · 1 as independent · 6 committee seats, 3 as chair
  • SIVARAMAKRISHNAN GANAPATHI · Managing directorExecutive · joined Oct 2017 · reappointed Oct 2023 · 1 listed board · 1 committee seat
  • RAMA BIJAPURKARIndependent · joined Oct 2022 · reappointed Oct 2022 · 47 months as independent · 3 listed boards · 3 as independent · 3 committee seats, 1 as chair
  • GEORGE VARUGHESEIndependent · joined Oct 2022 · reappointed Oct 2022 · 47 months as independent · 1 listed board · 1 as independent · 1 committee seat, 1 as chair
  • PRABHAT KUMAR SINGHExecutive · joined Nov 2018 · reappointed Nov 2024 · 1 listed board
  • PAVITRA RAJARAMIndependent · joined Apr 2023 · reappointed Apr 2023 · 41 months as independent · 1 listed board · 1 as independent · 2 committee seats

An independent director has no business or family tie to the company, its promoters or its managers beyond the seat. Listed boards counts the boards of listed companies the director sits on, this one included, and "as independent" how many of those seats are independent ones. Committee seats are audit and stakeholder committee seats across those companies. Months as independent is filed for independent directors only, whose terms the rules cap. Disqualified is the company's own mark that a director may not serve under company law.

Committees and meetings

Who sits on each, and how often they met.Board meeting notices and outcomes

  • Board

    • 11 Aug 20266 of 6 present3 independent · 80 days in between
    • 22 May 20266 of 6 present3 independent

  • Audit Committee

    Chair GEORGE VARUGHESE

    MATHEW CYRIAC, RAMA BIJAPURKAR, PAVITRA RAJARAM

    • 11 Aug 20264 of 4 present3 independent · 80 days in between
    • 22 May 20264 of 4 present3 independent

  • Nomination and remuneration committee

    Chair RAMA BIJAPURKAR

    MATHEW CYRIAC, GEORGE VARUGHESE

    • 11 Aug 20263 of 3 present2 independent · 80 days in between
    • 22 May 20263 of 3 present2 independent

  • Stakeholders Relationship Committee

    Chair MATHEW CYRIAC

    SIVARAMAKRISHNAN GANAPATHI, PAVITRA RAJARAM

    No meeting listed in the filing.

  • Risk Management Committee

    Chair MATHEW CYRIAC

    GEORGE VARUGHESE, SIVARAMAKRISHNAN GANAPATHI

    • 11 Aug 20263 of 3 present1 independent

  • Corporate Social Responsibility Committee

    Chair SIVARAMAKRISHNAN GANAPATHI

    RAMA BIJAPURKAR, MATHEW CYRIAC

    No meeting listed in the filing.

Meetings in the quarter filed and the one before it. The days in between are as the company files them, neither meeting's day counted; the rules allow at most 120. A quorum is the least number of members who must attend for the meeting to decide anything.

Statutory auditor

Named in the results for the quarter to Mar 2026.

  • MSKA & AssociatesPeer-review certificate valid to Jul 2027

A statutory auditor checks the company's accounts and signs its results. Peer review is the accountants' institute's check of an audit firm's own work, which a listed company's auditor must hold a valid certificate of.

Gokaldas Exports 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.Gokaldas Exports dividend history

Annual general meeting, 28 Sep 2026

74,046 shareholders on the register on 21 Sep 2026; present: 0 promoters and 104 others; votes counted by Nagendra D. Rao / Nagendra D. Rao, Practising Company Secretary.The company's voting result (opens in a new tab)

  1. To receive, consider and adopt the Financial Statements of the Company which include Audited standalone and consolidated Balance Sheet as at March 31, 2026, the standalone and consolidated Statement of Profit and Loss including the Statement of other Comprehensive Income and Cash Flow of the Company as on that date together with the Auditors’ Report thereon and Report of the Board of Directors.MoreLess
    Ordinary
    100.00% for0.00% against

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

    Turnout: all 64.90% · promoters 100.00% · institutions 87.76% · other public 13.93%

  2. To appoint Mr. Mathew Cyriac (holding DIN: 01903606), Chairman & Non-Executive Director, who retires by rotation and being eligible, offers himself for re-appointment.
    Ordinary
    99.30% for0.70% against

    Against: promoters 0.00% · institutions 0.89% · other public 0.01%

    Turnout: all 64.91% · promoters 100.00% · institutions 87.79% · other public 13.93%

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.

Meeting called by the tribunal, 31 Jul 2026, 1 resolution

80,043 shareholders on the register on 24 Jul 2026; present: 0 promoters and 110 others; votes counted by Harsh C. Ruparelia / NA.The company's voting result (opens in a new tab)

  1. Scheme of Amalgamation of BRFL Textiles Private Limited with Gokaldas Exports Limited and their respective Shareholders
    Special
    99.95% for0.05% against

    Against: promoters 0.00% · institutions 0.07% · other public 0.01%

    Turnout: all 63.57% · promoters 100.00% · institutions 81.20% · other public 21.51%

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.

Annual general meeting, 16 Sep 2025, 4 resolutions

63,989 shareholders on the register on 9 Sep 2025; present: 0 promoters and 131 others; votes counted by Nagendra D. Rao / Nagendra D. Rao, Practising Company Secretary.The company's voting result (opens in a new tab)

  1. To receive, consider and adopt the Financial Statements of the Company which include Audited standalone and consolidated Balance Sheet as at March 31, 2025, the standalone and consolidated Statement of Profit and Loss including the Statement of other Comprehensive Income and Cash Flow of the Company as on that date together with the Auditors’ Report thereon and Report of the Board of Directors.MoreLess
    Ordinary
    100.00% for0.00% against

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

    Turnout: all 70.96% · promoters 100.00% · institutions 90.78% · other public 19.04%

  2. To appoint Mr. Prabhat Kumar Singh (holding DIN: 08275987), Whole-Time Director, who retires by rotation and being eligible, offers himself for re-appointment.
    Ordinary
    99.84% for0.16% against

    Against: promoters 0.00% · institutions 0.20% · other public 0.01%

    Turnout: all 70.96% · promoters 100.00% · institutions 90.78% · other public 19.04%

  3. Shifting of Registered office of the Company from the State of Karnataka to the State of Maharashtra and consequent amendment to the Memorandum of Association of the Company
    Special
    97.44% for2.56% against

    Against: promoters 0.00% · institutions 3.23% · other public 0.01%

    Turnout: all 70.96% · promoters 100.00% · institutions 90.78% · other public 19.04%

  4. Appointment of M/s Nagendra D Rao & Associates LLP, Company Secretaries as the Secretarial Auditor of the Company for a period of five years.
    Ordinary
    100.00% for0.00% against

    Against: promoters 0.00% · institutions 0.00% · other public 0.01%

    Turnout: all 70.96% · promoters 100.00% · institutions 90.78% · other public 19.04%

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.

Postal ballot, 24 Jul 2025, 2 resolutions

62,226 shareholders on the register on 20 Jun 2025; votes counted by Nagendra D. Rao / Nagendra D. Rao, Practising Company Secretary.The company's voting result (opens in a new tab)

  1. Approval of ‘GEL Employee Stock Option Plan 2025’ (“ESOP 2025”/“Plan”)
    Special
    87.14% for12.86% against

    Against: promoters 0.00% · institutions 17.99% · other public 0.05%

    Turnout: all 79.66% · promoters 96.28% · institutions 91.61% · other public 48.48%

  2. Approval of grant of Employee Stock Options to the eligible employees of the subsidiary company(ies) of the Company under ‘GEL Employee Stock Option Plan 2025’ (“ESOP 2025”/“Plan”)
    Special
    87.69% for12.31% against

    Against: promoters 0.00% · institutions 17.23% · other public 0.05%

    Turnout: all 79.66% · promoters 96.28% · institutions 91.61% · other public 48.48%

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.

Postal ballot, 19 Mar 2025, 1 resolution

49,100 shareholders on the register on 14 Feb 2025; votes counted by Nagendra D. Rao / Nagendra D. Rao, Practising Company Secretary.The company's voting result (opens in a new tab)

  1. Enhancing the limits for giving loans, making investments and providing guarantees or security under Section 186 of the Companies Act, 2013
    Special
    98.56% for1.44% against

    Against: promoters 0.00% · institutions 1.97% · other public 0.00%

    Turnout: all 79.17% · promoters 100.00% · institutions 91.05% · other public 44.04%

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.

Postal ballot, 18 Jan 2025, 4 resolutions

49,331 shareholders on the register on 13 Dec 2024; votes counted by Nagendra D. Rao / Nagendra D. Rao, Practising Company Secretary.The company's voting result (opens in a new tab)

  1. Approval of ‘GEL Employee Stock Option Plan 2024’ (“ESOP 2024”/“Plan”)
    SpecialNot passedRecorded as not passed although most votes were for it; no reason is given
    62.13% for37.87% against

    Against: promoters 0.00% · institutions 51.54% · other public 0.02%

    Turnout: all 75.97% · promoters 100.00% · institutions 89.94% · other public 37.71%

  2. Approval of grant of employee stock options to the eligible employees of the subsidiary company(ies) of the Company under ‘GEL Employee Stock Option Plan 2024’ (“ESOP 2024”/“Plan”)
    SpecialNot passedRecorded as not passed although most votes were for it; no reason is given
    62.13% for37.87% against

    Against: promoters 0.00% · institutions 51.54% · other public 0.02%

    Turnout: all 75.97% · promoters 100.00% · institutions 89.94% · other public 37.71%

  3. Approval of grant of employee stock options under ‘GEL Employee Stock Option Plan 2024’ (“ESOP 2024”/“Plan”) equal or more than 1% of Issued Capital to the identified employees
    SpecialNot passedRecorded as not passed although most votes were for it; no reason is given
    62.13% for37.87% against

    Against: promoters 0.00% · institutions 51.54% · other public 0.02%

    Turnout: all 75.97% · promoters 100.00% · institutions 89.94% · other public 37.71%

  4. Enhancing the limits for giving loans, making investments and providing guarantees or security under Section 186 of the Companies Act, 2013
    SpecialNot passedRecorded as not passed although most votes were for it; no reason is given
    63.42% for36.58% against

    Against: promoters 0.00% · institutions 49.78% · other public 0.02%

    Turnout: all 75.97% · promoters 100.00% · institutions 89.94% · other public 37.71%

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.

Annual general meeting, 19 Sep 2024, 4 resolutions

Present: 0 promoters and 142 others.The company's voting result (opens in a new tab)

  1. To receive, consider and adopt the Financial Statements of the Company which include Audited standalone and consolidated Balance Sheet as at March 31, 2024, the standalone and consolidated Statement of Profit and Loss including the Statement of other Comprehensive nIncome and Cash Flow of the Company as on that date together with the Auditors’ Report thereon and Report of the Board of Directors.MoreLess
    Ordinary
    100.00% for0.00% against

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

    Turnout: all 69.17% · promoters 96.28% · institutions 85.75% · other public 28.10%

  2. To appoint Mr. Mathew Cyriac (holding DIN: 01903606), Non-Executive Director, who retires by rotation and being eligible, offers himself for re-appointment.
    Ordinary
    93.26% for6.74% against

    Against: promoters 0.00% · institutions 9.03% · other public 0.01%

    Turnout: all 69.17% · promoters 96.28% · institutions 85.75% · other public 28.10%

  3. Reappointment of Mr. Prabhat Kumar Singh (Holding DIN: 08275987) as Whole-Time Director of the Company
    Special
    99.95% for0.05% against

    Against: promoters 0.00% · institutions 0.07% · other public 0.01%

    Turnout: all 69.17% · promoters 96.28% · institutions 85.75% · other public 28.10%

  4. Payment of commission to Non-Executive Director(s) and Independent Directors within the noverall ceiling limit of 1% of net profits of the Company for a period of five years with effect from April 01, 2024MoreLess
    Ordinary
    99.74% for0.26% against

    Against: promoters 0.00% · institutions 0.35% · other public 0.01%

    Turnout: all 69.17% · promoters 96.28% · institutions 85.75% · other public 28.10%

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.

Extraordinary general meeting, 29 Feb 2024, 4 resolutions

Present: 0 promoters and 136 others.The company's voting result (opens in a new tab)

  1. To increase the Authorised Share Capital of the Company and consequent amendment to Memorandum of Association of the Company
    Ordinary
    99.90% for0.10% against

    Against: promoters 0.00% · institutions 0.14% · other public 0.00%

    Turnout: all 58.14% · promoters 96.28% · institutions 84.23% · other public 18.93%

  2. Further issue of equity shares on preferential basis
    Special
    99.79% for0.21% against

    Against: promoters 0.00% · institutions 0.31% · other public 0.00%

    Turnout: all 58.14% · promoters 96.28% · institutions 84.23% · other public 18.93%

  3. To approve raising of funds in one or more tranches, by issuance of equity shares and/or other eligible securities
    Special
    99.29% for0.71% against

    Against: promoters 0.00% · institutions 1.05% · other public 0.00%

    Turnout: all 58.14% · promoters 96.28% · institutions 84.23% · other public 18.93%

  4. Approval for amendment in ‘GEL Employee Stock Option Plan 2022’
    Special
    79.59% for20.41% against

    Against: promoters 0.00% · institutions 30.01% · other public 0.00%

    Turnout: all 58.14% · promoters 96.28% · institutions 84.23% · other public 18.93%

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.Funds that hold it

Mutual fund votes, meeting of 28 Sep 2026, 9 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 Financial Statements of the Company which include Audited standalone and consolidated Balance Sheet as at March 31, 2026, the standalone and consolidated Statement of Profit and Loss including the Statement of other Comprehensive Income and Cash Flow of the Company as on that date together with the Auditors’ Report thereon and Report of the Board of Directors.MoreLess
    8 for0 against
  • To appoint Mr. Mathew Cyriac (holding DIN: 01903606), Chairman & Non-Executive Director, who retires by rotation and being eligible, offers himself for re-appointment.
    9 for0 against
1 proposal not matched to one resolution
  • Accept Financial Statements and Statutory Reports
    1 for0 against

Mutual fund votes, meeting of 31 Jul 2026, 9 fund houses so far (houses' deadline to file 15 Oct 2026)

  • Scheme of Amalgamation of BRFL Textiles Private Limited with Gokaldas Exports Limited and their respective Shareholders
    Against Angel One Mutual Fund, LIC Mutual Fund
    • Angel One Mutual FundTransparency Concern: Lack of proper justification with regards to. why the asset method was marked “NA”. Further, the Company has not clarified why 100% reliance on DCF is not unfair for the shareholders of the Company.
    • LIC Mutual FundCompliant with law. Transparency Concern: Lack of proper justification w.r.t. why the asset method was marked NA . Further, the Company has not clarified why 100% reliance on DCF is not unfair for the shareholders of the Company.
    7 for2 against
6 earlier meetings

Mutual fund votes, meeting of 16 Sep 2025, 16 fund houses

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

  • To receive, consider and adopt the Financial Statements of the Company which include Audited standalone and consolidated Balance Sheet as at March 31, 2025, the standalone and consolidated Statement of Profit and Loss including the Statement of other Comprehensive Income and Cash Flow of the Company as on that date together with the Auditors’ Report thereon and Report of the Board of Directors.MoreLess
    15 for0 against
  • To appoint Mr. Prabhat Kumar Singh (holding DIN: 08275987), Whole-Time Director, who retires by rotation and being eligible, offers himself for re-appointment.
    16 for0 against
  • Shifting of Registered office of the Company from the State of Karnataka to the State of Maharashtra and consequent amendment to the Memorandum of Association of the Company
    Against Angel One Mutual Fund, Bandhan Mutual Fund, Groww Mutual Fund, Motilal Oswal Mutual Fund
    • Angel One Mutual FundTransparency Concern: Inadequate disclosure; Specific city/place not disclosed.
    • Bandhan Mutual Fund, Groww Mutual Fund, Motilal Oswal Mutual FundCompliant with law. Transparency Concern: Inadequate disclosure; Specific city/place not disclosed
    12 for4 against
  • Appointment of M/s Nagendra D Rao & Associates LLP, Company Secretaries as the Secretarial Auditor of the Company for a period of five years.
    16 for0 against
1 proposal not matched to one resolution
  • Accept Financial Statements and Statutory Reports
    1 for0 against

Mutual fund votes, meeting of 24 Jul 2025, 16 fund houses

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

  • Approval of ‘GEL Employee Stock Option Plan 2025’ (“ESOP 2025”/“Plan”)
    Against Angel One Mutual Fund, Bandhan Mutual Fund, Groww Mutual Fund
    • Angel One Mutual FundGovernance concern on the proposed resolutions on account of excessive dilution.
    • Bandhan Mutual FundCompliant with law. Governance concern: Excessive Dilution.
    • Groww Mutual FundCompliant with law. Transparency concern: No clarity on the total number of outstanding options in the existing ESOP Schemes of the Company, and hence, the total potential dilution cannot be ascertained.
    11 for3 against
  • Approval of grant of Employee Stock Options to the eligible employees of the subsidiary company(ies) of the Company under ‘GEL Employee Stock Option Plan 2025’ (“ESOP 2025”/“Plan”)
    Against Angel One Mutual Fund, Bandhan Mutual Fund, Groww Mutual Fund
    • Angel One Mutual FundInter-linked with resolution #1.Governance concern on the proposed resolutions on account of excessive dilution.
    • Bandhan Mutual FundCompliant with law. Governance concern: Inter-linked with resolution #1.
    • Groww Mutual FundCompliant with law. Transparency concern: No clarity on the total number of outstanding options in the existing ESOP Schemes of the Company, and hence, the total potential dilution cannot be ascertained.
    11 for3 against
4 proposals not matched to one resolution
  • 1) Approve GEL Employee Stock Option Plan 2025 (ESOP 2025) under which up to 20,00,000 stock options can be granted.
    1 for0 against
  • 2) Approve extension of GEL Employee Stock Option Plan 2025 (ESOP 2025) to employees of subsidiary companies.
    1 for0 against
  • Approve extension of GEL Employee Stock Option Plan 2025 (ESOP 2025) to employees of subsidiary companies
    1 for0 against
  • Approve GEL Employee Stock Option Plan 2025 (ESOP 2025) under which up to 20,00,000 stock options can be granted
    1 for0 against

Mutual fund votes, meeting of 19 Mar 2025, 15 fund houses

  • Enhancing the limits for giving loans, making investments and providing guarantees or security under Section 186 of the Companies Act, 2013
    15 for0 against

Mutual fund votes, meeting of 18 Jan 2025, 14 fund houses

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

  • Approval of ‘GEL Employee Stock Option Plan 2024’ (“ESOP 2024”/“Plan”)
    Against Axis Mutual Fund, Bandhan Mutual Fund, Groww Mutual Fund, Invesco Mutual Fund, LIC Mutual Fund, Mirae Asset Mutual Fund, Nippon India Mutual Fund
    • Axis Mutual Fund, Invesco Mutual FundThe dilution on account of ESOP 2024 will be 2.7% on the expanded capital base. The exercise price under ESOP 2024 will be at a maximum discount of 20% to market price. We do not favour schemes where the exercise price is at a significant discount (>20%) to market price. Stock options are ‘pay at risk’ options that employees accept at the time of grant. The inherent assumption of the scheme is that there could be possible downside risks – and that employees may not be rewarded in case of adverse stock price movements. In this case, future grant of stock options will be close to the market price (maximum discount of 20%). However, we raise concerns regarding the potential concentration of grants under this scheme. Sivaramakrishnan Ganapathi (Vice Chairperson and MD) may be granted stock options exceeding 1% of the total issued share capital in a single year, even though this would remain within the overall scheme cap of 850,000 options. However, this upper limit represents ~43% of the total pool size. We do not support ESOP schemes where the distribution of the majority options is largely to senior management (board and one level below board). Therefore, we do not support the resolution.
    • Bandhan Mutual Fund, Groww Mutual FundCompliant with law. Governance Concern: Potential excessive benefit to a single employee, Potential Excessive Dilution.
    • LIC Mutual FundConcerns arise over disproportionate allocation to senior management.
    • Mirae Asset Mutual FundAs per advisory recommendation (Passive holding)
    • Nippon India Mutual FundPotential excessive benefit to a single employee.
    5 for7 against
  • Approval of grant of employee stock options to the eligible employees of the subsidiary company(ies) of the Company under ‘GEL Employee Stock Option Plan 2024’ (“ESOP 2024”/“Plan”)
    Against Axis Mutual Fund, Bandhan Mutual Fund, Groww Mutual Fund, Invesco Mutual Fund, LIC Mutual Fund, Mirae Asset Mutual Fund, Nippon India Mutual Fund
    • Axis Mutual FundThrough resolution #2, the company seeks shareholder approval to extend the benefits of ESOP 2022 to employees of subsidiaries. Our view is linked to resolution #1.
    • Bandhan Mutual Fund, Groww Mutual FundCompliant with law. Governance Concern: Inter-linked to Resolution #1.
    • Invesco Mutual FundThe company seeks shareholder approval to extend the benefits of ESOP 2022 to employees of subsidiaries. We do not support the resolution.
    • LIC Mutual FundConcerns arise over disproportionate allocation to senior management.
    • Mirae Asset Mutual FundAs per advisory recommendation (Passive holding)
    • Nippon India Mutual FundPotential excessive benefit to a single employee.
    5 for7 against
  • Approval of grant of employee stock options under ‘GEL Employee Stock Option Plan 2024’ (“ESOP 2024”/“Plan”) equal or more than 1% of Issued Capital to the identified employees
    Against Axis Mutual Fund, Bandhan Mutual Fund, Groww Mutual Fund, Invesco Mutual Fund, LIC Mutual Fund, Mirae Asset Mutual Fund, Nippon India Mutual Fund
    • Axis Mutual FundSivaramakrishnan Ganapathi’s FY24 pay aggregated Rs. 149.9 mn. We estimate his FY25 and FY26 remuneration at Rs. 167.7 mn and Rs. 222.0 mn respectively. While we recognise that Sivaramakrishnan Ganapathi is a professional and his skills carry a market value, his compensation is disproportionately high for the company’s size and scale of operations. At Rs. 149.9 mn, his pay was high at 9.4% of the consolidated PBT for FY24. The company proposes to grant him ESOPs equal to or greater than 1% of issued capital under ESOP 2024. He can be granted upto 850,000 stock options (estimated aggregate fair value of Rs. 34.0 mn) under ESOP 2024, which constitute ~43% of the pool size under ESOP 2024. We do not favour such ESOP schemes where the distribution is skewed towards the board/ senior management. We believe ESOPs should motivate and reward a broad base of employees rather than disproportionately benefiting a small group at the top. Therefore, we do not support the resolution.
    • Bandhan Mutual Fund, Groww Mutual FundCompliant with law; No concern on the merits of the proposed candidate. Governance Concern: Inter-linked to Resolution #1. Potential excessive benefit to a single employee when measured with the Company’s size and profits.
    • Invesco Mutual FundSivaramakrishnan Ganapathi’s FY24 pay aggregated Rs. 149.9 mn. We estimate his FY25 and FY26 remuneration at Rs. 167.7 mn and Rs. 222.0 mn respectively. While we recognise that Sivaramakrishnan Ganapathi is a professional and his skills carry a market value, his compensation is disproportionately high for the company’s size and scale of operations. At Rs. 149.9 mn, his pay was high at 9.4% of the consolidated PBT for FY24. The company proposes to grant him ESOPs equal to or greater than 1% of issued capital under ESOP 2024. He can be granted upto 850,000 stock options (estimated aggregate fair value of Rs. 34.0 mn) under ESOP 2024, which constitute ~43% of the pool size under ESOP 2024. We do not favour such ESOP schemes where the distribution is skewed towards the board/ senior management. We believe ESOPs should motivate and reward a broad base of employees rather than disproportionately benefiting a small group at the top. Therefore, we do not support the resolution
    • LIC Mutual FundConcerns arise over disproportionate allocation to senior management.
    • Mirae Asset Mutual FundAs per advisory recommendation (Passive holding)
    • Nippon India Mutual FundPotential excessive benefit to a single employee.
    7 for7 against
  • Enhancing the limits for giving loans, making investments and providing guarantees or security under Section 186 of the Companies Act, 2013
    Against Axis Mutual Fund, Bandhan Mutual Fund, Groww Mutual Fund, Invesco Mutual Fund, LIC Mutual Fund, Mirae Asset Mutual Fund, Motilal Oswal Mutual Fund, Nippon India Mutual Fund
    • Axis Mutual FundOn 30 September 2024, the company has outstanding loans, guarantees and investments of Rs. 14.6 bn, which constitutes ~79% of the automatic limit (Rs. 18.4 bn) for such transactions under Section 186 of Companies Act, 2013. The company seeks to increase the limits to Rs. 10.0 bn over and above the automatic limit under Section 186 of Companies Act, 2013. While the company has primarily supported wholly owned subsidiaries in the past, this is an enabling approval, and it allows the company to give loans/ guarantees/ provide securities to any company in which directors are interested. We believe the company must disclose granular details including names of these companies, the nature and size of their operations and terms of support, to enable shareholders to make an informed decision. Further, the approval has been sought for a rolling limit. We do not support rolling limits (linked to net worth) and recommend that companies seek shareholder approval for a fixed quantum. We do not support the resolution.
    • Bandhan Mutual Fund, Groww Mutual FundCompliant with the law. Governance & Transparency Concern: Lack of adequate justifications & disclosure. Umbrella approval to cover any person/entity in the proposed limit.
    • Invesco Mutual FundOn 30 September 2024, the company has outstanding loans, guarantees and investments of Rs. 14.6 bn, which constitutes ~79% of the automatic limit (Rs. 18.4 bn) for such transactions under Section 186 of Companies Act, 2013. The company seeks to increase the limits to Rs. 10.0 bn over and above the automatic limit under Section 186 of Companies Act, 2013. While the company has primarily supported wholly owned subsidiaries in the past, this is an enabling approval, and it allows the company to give loans/ guarantees/ provide securities to any company in which directors are interested. We believe the company must disclose granular details including names of these companies, the nature and size of their operations and terms of support, to enable shareholders to make an informed decision. Further, the approval has been sought for a rolling limit. We do not support rolling limits (linked to net worth) and recommend that companies seek shareholder approval for a fixed quantum. We do not support the resolution
    • LIC Mutual FundConcerns arise over disproportionate allocation to senior management.
    • Mirae Asset Mutual FundAs per advisory recommendation (Passive holding)
    • Motilal Oswal Mutual FundNo details mentioned on why this amount of blanket approval is needed.
    • Nippon India Mutual FundInadequate Disclosure
    6 for8 against
4 proposals not matched to one resolution
  • 1) Approve GEL Employee Stock Option Plan 2024 (ESOP 2024) under which upto 2,000,000 options may be granted.
    1 for0 against
  • 2) Approve extension of GEL Employee Stock Option Plan 2024 (ESOP 2024) to employees of subsidiary companies.
    1 for0 against
  • Approve extension of GEL Employee Stock Option Plan 2024 (ESOP 2024) to employees of subsidiary companies
    1 for0 against
  • Approve GEL Employee Stock Option Plan 2024 (ESOP 2024) under which upto 2,000,000 options may be granted
    1 for0 against

Mutual fund votes, meeting of 19 Sep 2024, 13 fund houses

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

  • To receive, consider and adopt the Financial Statements of the Company which include Audited standalone and consolidated Balance Sheet as at March 31, 2024, the standalone and consolidated Statement of Profit and Loss including the Statement of other Comprehensive nIncome and Cash Flow of the Company as on that date together with the Auditors’ Report thereon and Report of the Board of Directors.MoreLess
    12 for0 against
  • To appoint Mr. Mathew Cyriac (holding DIN: 01903606), Non-Executive Director, who retires by rotation and being eligible, offers himself for re-appointment.
    13 for0 against
  • Reappointment of Mr. Prabhat Kumar Singh (Holding DIN: 08275987) as Whole-Time Director of the Company
    13 for0 against
  • Payment of commission to Non-Executive Director(s) and Independent Directors within the noverall ceiling limit of 1% of net profits of the Company for a period of five years with effect from April 01, 2024MoreLess
    Against Bandhan Mutual Fund, Groww Mutual Fund, Motilal Oswal Mutual Fund
    • Bandhan Mutual Fund, Groww Mutual Fund, Motilal Oswal Mutual FundCompliant with law. Governance Concern: No absolute cap on proposed payment of commission to each Non-Executive Directors (including Independent Directors). Power vested to chairman to determine/distribution of commission.
    10 for3 against
1 proposal not matched to one resolution
  • Accept Financial Statements and Statutory Reports
    1 for0 against

Mutual fund votes, meeting of 29 Feb 2024, 11 fund houses

  • To increase the Authorised Share Capital of the Company and consequent amendment to Memorandum of Association of the Company
    11 for0 against
  • Further issue of equity shares on preferential basis
    Against Groww Mutual Fund, Motilal Oswal Mutual Fund
    • Groww Mutual Fund, Motilal Oswal Mutual FundGovernance and Transparency Concern: Non-Disclosure of Valuation Report
    9 for2 against
  • To approve raising of funds in one or more tranches, by issuance of equity shares and/or other eligible securities
    Against Groww Mutual Fund, Motilal Oswal Mutual Fund
    • Groww Mutual Fund, Motilal Oswal Mutual FundCompliant with Law. Governance concern: Significant dilution; No compelling justification for not opting Rights issue
    9 for2 against
  • Approval for amendment in ‘GEL Employee Stock Option Plan 2022’
    Against Groww Mutual Fund, Motilal Oswal Mutual Fund
    • Groww Mutual Fund, Motilal Oswal Mutual FundCompliant with Law. Governance concern: Significant dilution to the shareholding of the existing shareholders
    9 for2 against

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

Investor complaints and compliance

Quarter by quarter.

Investor complaints received and resolved, the company's own count

  • Received
  • Resolved

Open at the quarter's end

None open at any quarter's end.
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.