Hindustan Aeronautics MD, chairman, board of directors and AGM

Mutual fund votes, meeting of 28 Aug 2026, 15 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 Standalone Financial Statements (including audited consolidated financial statements) for the financial year ended March 31, 2026 and the Reports of the Board of Directors and Auditors thereon and Comments of Comptroller & Auditor General of India.MoreLess

  ›Against DSP Mutual Fund, Jio BlackRock Mutual Fund, Sundaram Mutual Fund

  • DSP Mutual Fund, Jio BlackRock Mutual FundWe have relied on the auditors’ report, which has raised emphasis on the standalone and consolidated financial statements regarding several matters such as revision of pay scales of executives and workmen, increase in company’s contribution to the pension scheme of executives, compensation of Rs. 58.9 mn received from the Office of Special Land Acquisition Officer, impact of reassessment of loss on inventory damaged due to floods, provision of Rs. 8,433.6 mn on crash and non-delivery of an SU-30 Aircraft created during FY25 and recognition of sales on a provisional basis on pending approval for the fixation of FPQ prices etc.The auditors have also stated that the board is not in compliance with regulatory norms on board independence. Further, due to the absence of the requisite number of Independent Directors, the company has not been able to reconstitute the Audit Committee and the Nomination and Remuneration Committee. While the auditor’s view on the financial statements is not modified, we believe that financial statements approved under such circumstances should not be supported until the governance framework is regularized and statutory compliance is ensured. Therefore, we do not support the resolution.
  • Sundaram Mutual FundWe have relied on the auditors’ report, which has raised emphasis on the standalone and consolidated financial statements regarding several matters such as revision of pay scales of executives and workmen, increase in company’s contribution to the pension scheme of executives, compensation of Rs. 58.9 mn received from the Office of Special Land Acquisition Officer, impact of reassessment of loss on inventory damaged due to floods, provision of Rs. 8,433.6 mn on crash and non-delivery of an SU-30 Aircraft created during FY25 and recognition of sales on a provisional basis on pending approval for the fixation of FPQ prices etc. The auditors have also stated that the board is not in compliance with regulatory norms on board independence. Further, due to the absence of the requisite number of Independent Directors, the company has not been able to reconstitute the Audit Committee and the Nomination and Remuneration Committee. While the auditor’s view on the financial statements is not modified, we believe that financial statements approved under such circumstances should not be supported until the governance framework is regularized and statutory compliance is ensured. Therefore, we do not support the resolution.

  1 for3 against
• To confirm payment of interim dividend of Rs.35/- per equity share and to declare a final dividend of Rs.10/- per equity share for the financial year 2025-26

  ›Against Angel One Mutual Fund, Edelweiss Mutual Fund, LIC Mutual Fund, Navi Mutual Fund, Old Bridge Mutual Fund

  • Angel One Mutual FundGovernance concern is raised in adoption of financial statements of the Company under resolution #1, dividend being appropriation post approval of accounts, cannot be paid if accounts are not voted FOR.
  • Edelweiss Mutual Fund, LIC Mutual Fund, Navi Mutual Fund, Old Bridge Mutual FundCompliant with law. Sufficient fund to pay final dividend. Governance concern is raised in adoption of financial statements of the Company under resolution #1, dividend being appropriation post approval of accounts, cannot be paid if accounts are not voted FOR.

  10 for5 against
• To appoint a director in place of Dr. Barenya Senapati, (DIN: 08525943) who retires by rotation and being eligible, offers himself for re-appointment.

  ›Against Angel One Mutual Fund, Edelweiss Mutual Fund, LIC Mutual Fund, Navi Mutual Fund, Old Bridge Mutual Fund

  • Angel One Mutual FundGovernance Concern: Board is non-compliant with the requirement of requisite number of Independent Directors and woman Independent Director.
  • Edelweiss Mutual Fund, LIC Mutual Fund, Navi Mutual Fund, Old Bridge Mutual FundCompliant with law. No concern on the merits of the proposed appointee. Governance Concern: Board is non-compliant with the requirement of requisite number of Independent Directors and woman Independent Director.

  10 for5 against
• To appoint a director in place of Shri M G Balasubrahmanya, (DIN: 11048733) who retires by rotation and being eligible, offers himself for re-appointment.

  ›Against Angel One Mutual Fund, Edelweiss Mutual Fund, LIC Mutual Fund, Navi Mutual Fund, Old Bridge Mutual Fund

  • Angel One Mutual FundGovernance Concern: Board is non-compliant with the requirement of requisite number of Independent Directors and woman Independent Director.
  • Edelweiss Mutual Fund, LIC Mutual Fund, Navi Mutual Fund, Old Bridge Mutual FundCompliant with law. No concern on the merits of the proposed appointee. Governance Concern: Board is non-compliant with the requirement of requisite number of Independent Directors and woman Independent Director.

  10 for5 against
• To fix remuneration of Statutory Auditors for the financial year 2026-27

  15 for0 against
• Ratification of remuneration of Cost Auditor for the financial year 2026-27.

  ›Against Angel One Mutual Fund, Edelweiss Mutual Fund, LIC Mutual Fund, Navi Mutual Fund, Old Bridge Mutual Fund

  • Angel One Mutual FundGovernance concern: The composition of Audit committee is non-compliant with applicable provisions of Companies Act, 2013 and SEBI LODR.
  • Edelweiss Mutual Fund, LIC Mutual Fund, Navi Mutual Fund, Old Bridge Mutual FundCompliant with law. Governance concern: The composition of Audit committee is non-compliant with applicable provisions of Companies Act, 2013 and SEBI LODR.

  10 for5 against
• Appointment of Shri Ravi K, (DIN: 10807781) as Chairman & Managing Director of the Company.

  ›Against Angel One Mutual Fund, Edelweiss Mutual Fund, LIC Mutual Fund, Navi Mutual Fund, Old Bridge Mutual Fund

  • Angel One Mutual FundGovernance Concern: Board is non-compliant with the requirement of requisite number of Independent Directors and woman Independent Director.
  • Edelweiss Mutual Fund, LIC Mutual Fund, Navi Mutual Fund, Old Bridge Mutual FundCompliant with law. No concern on the merits of the proposed appointee. Governance Concern: Board is non-compliant with the requirement of requisite number of Independent Directors and woman Independent Director.

  10 for5 against

Mutual fund votes, meeting of 28 Aug 2025, 36 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 financial statements (including audited consolidated financial statements) for the financial year ended 31st March, 2025 and the Reports of the Board of Directors and Auditors thereon and Comments of the Comptroller & Auditor General of India.MoreLess

  ›Against 360 One Mutual Fund, Angel One Mutual Fund, Bandhan Mutual Fund, Bank of India Mutual Fund, Baroda BNP Paribas Mutual Fund, Edelweiss Mutual Fund, Groww Mutual Fund, Invesco Mutual Fund, Jio BlackRock Mutual Fund, LIC Mutual Fund, Mirae Asset Mutual Fund, Motilal Oswal Mutual Fund, Navi Mutual Fund, Nippon India Mutual Fund, NJ Mutual Fund, PPFAS Mutual Fund, Sundaram Mutual Fund, Unifi Mutual Fund, Zerodha Mutual Fund

  • 360 One Mutual Fund, Bandhan Mutual Fund, Baroda BNP Paribas Mutual Fund, Edelweiss Mutual Fund, Groww Mutual Fund, Motilal Oswal Mutual Fund, Navi Mutual Fund, Zerodha Mutual FundUnqualified financial statements. Compliant with Indian Accounting Standards. Governance concern: Non-Compliant Audit Committee at time of approval of financials. Accounts not vetted by duly compliant audit committee.
  • Angel One Mutual Fund, LIC Mutual Fund, Nippon India Mutual FundGovernance concern: Non-Compliant Audit Committee at time of approval of financials. Accounts not vetted by duly compliant audit committee.
  • Bank of India Mutual Fund, Jio BlackRock Mutual Fund, NJ Mutual Fund, Sundaram Mutual Fund, Unifi Mutual FundWe have relied on the auditors’ report, which has raised emphasis on the standalone and consolidated financial statements regarding several matters such as revision of pay scales of executives and workmen and ongoing litigation on recovery of excess salaries, increase in company’s contribution to the pension scheme of executives, compensation of Rs. 58.9 mn received from the Office of Special Land Acquisition Officer, impact of reassessment of loss on inventory damaged due to floods, provision of Rs. 8,433.6 mn on crash and non-delivery of an SU-30 Aircraft, Recognition of sales on a provisional basis on pending approval for the fixation of FPQ prices, etc. There was a cyber fraud of Rs. 5.5 mn at the company’s Kanpur division. The outcome of the investigation is pending. We believe the company should provide a clear explanation for the trade payables amounting to Rs. 3.5 bn (standalone and consolidated) that have remained outstanding for over one year. The auditors have also stated that the board is not in compliance with regulatory norms on board independence. Further, due to the absence of the requisite number of Independent Directors, the company has not been able to reconstitute the Audit Committee and the Nomination and Remuneration Committee. While the auditor’s view on the financial statements is not modified, we believe that financial statements approved under such circumstances should not be supported until the governance framework is regularized and statutory compliance is ensured. Therefore, we do not support the resolution.
  • Invesco Mutual FundWe have relied on the auditors’ report, which has raised emphasis on the standalone and consolidated financial statements regarding several matters such as revision of pay scales of executives and workmen and ongoing litigation on recovery of excess salaries, increase in company’s contribution to the pension scheme of executives, compensation of Rs. 58.9 mn received from the Office of Special Land Acquisition Officer, impact of reassessment of loss on inventory damaged due to floods, provision of Rs. 8,433.6 mn on crash and non-delivery of an SU-30 Aircraft, Recognition of sales on a provisional basis on pending approval for the fixation of FPQ prices, etc. There was a cyber fraud of Rs. 5.5 mn at the company’s Kanpur division. The outcome of the investigation is pending.We believe the company should provide a clear explanation for the trade payables amounting to Rs. 3.5 bn (standalone and consolidated) that have remained outstanding for over one year.The auditors have also stated that the board is not in compliance with regulatory norms on board independence. Further, due to the absence of the requisite number of Independent Directors, the company has not been able to reconstitute the Audit Committee and the Nomination and Remuneration Committee. While the auditor’s view on the financial statements is not modified, we believe that financial statements approved under such circumstances should not be supported until the governance framework is regularized and statutory compliance is ensured. Therefore, we do not support the resolution
  • Mirae Asset Mutual FundResolution is not inline with regulatory requirements
  • PPFAS Mutual FundNon-compliant Audit Committee

  15 for19 against
• To confirm payment of interim dividend of Rs.25/- per equity share and to declare a final dividend of Rs.15/- per equity share for the financial year 2024-25

  ›Against Angel One Mutual Fund, Baroda BNP Paribas Mutual Fund, Edelweiss Mutual Fund, Groww Mutual Fund, LIC Mutual Fund, Motilal Oswal Mutual Fund, Navi Mutual Fund, PPFAS Mutual Fund, Zerodha Mutual Fund

  • Angel One Mutual FundGovernance Concern is raised in adoption of financial statements of the Company under resolution #1, dividend being appropriation post approval of accounts, cannot be paid if accounts are not voted FOR.
  • Baroda BNP Paribas Mutual Fund, Edelweiss Mutual Fund, Groww Mutual Fund, Motilal Oswal Mutual Fund, Navi Mutual Fund, Zerodha Mutual FundSufficient funds available for payment of dividend. Governance Concern is raised in adoption of financial statements of the Company under resolution #1, dividend being appropriation post approval of accounts, cannot be paid if accounts are not voted FOR.
  • LIC Mutual FundGovernance Concern is raised in adoption of financial statements of the Company under resolution #1
  • PPFAS Mutual FundSufficient funds available for payment of dividend. Governance Concern is raised in Company, dividend being appropriation post approval of accounts, cannot be paid if accounts are not voted FOR

  27 for9 against
• To fix remuneration of Statutory Auditors for the financial year 2025-26

  36 for0 against
• Ratification of remuneration of Cost Auditor for the financial year 2025-26.

  36 for0 against
• Appointment of Dr. D.K. Sunil, (DIN: 09639264) as Chairman & Managing Director of the Company.

  ›Against Angel One Mutual Fund, Baroda BNP Paribas Mutual Fund, Edelweiss Mutual Fund, Groww Mutual Fund, LIC Mutual Fund, Motilal Oswal Mutual Fund, Navi Mutual Fund, PPFAS Mutual Fund, Zerodha Mutual Fund

  • Angel One Mutual Fund, LIC Mutual FundGovernance Concern: Board is non-compliant with the requirement of requisite number of Independent Directors and woman Independent Director. Holding combined position of Chairman and Managing Director, may lead to concentration of power in the hand of single person.
  • Baroda BNP Paribas Mutual Fund, Edelweiss Mutual Fund, Groww Mutual Fund, Motilal Oswal Mutual Fund, Navi Mutual Fund, Zerodha Mutual FundNo concern on the merits of the proposed appointees. Governance Concern: Board is non-compliant with the requirement of requisite number of Independent Directors and woman Independent Director. Holding combined position of Chairman and Managing Director, may lead to concentration of power in the hand of single person.
  • PPFAS Mutual FundBoard is non-compliant with requisite number of IDs & woman ID. Holding combined position of Chairman & MD

  27 for9 against
• Appointment of Dr. Rajalakshmi Menon, (DIN: 10776165) as Part-time Official Director (Government Nominee Director) of the Company.

  ›Against 360 One Mutual Fund, Angel One Mutual Fund, Bandhan Mutual Fund, Bank of India Mutual Fund, Baroda BNP Paribas Mutual Fund, Edelweiss Mutual Fund, Franklin Templeton Mutual Fund, Groww Mutual Fund, HSBC Mutual Fund, Invesco Mutual Fund, Jio BlackRock Mutual Fund, LIC Mutual Fund, Mirae Asset Mutual Fund, Motilal Oswal Mutual Fund, Navi Mutual Fund, Nippon India Mutual Fund, NJ Mutual Fund, PPFAS Mutual Fund, Sundaram Mutual Fund, Unifi Mutual Fund, Zerodha Mutual Fund

  • 360 One Mutual Fund, Bandhan Mutual Fund, Baroda BNP Paribas Mutual Fund, Edelweiss Mutual Fund, Groww Mutual Fund, Motilal Oswal Mutual Fund, Navi Mutual Fund, Zerodha Mutual FundNo concern on the merits of the proposed appointee. Governance Concern: Board is non-compliant with the requirement of requisite number of Independent Directors and woman Independent Director. Delayed shareholders approval.
  • Angel One Mutual Fund, LIC Mutual Fund, Nippon India Mutual FundGovernance Concern: Board is non-compliant with the requirement of requisite number of Independent Directors and woman Independent Director. Delayed shareholders approval.
  • Bank of India Mutual Fund, Jio BlackRock Mutual Fund, NJ Mutual Fund, Sundaram Mutual Fund, Unifi Mutual FundDr. Rajalakshmi Menon, 59, is Director General (Aero) at Defence Research and Development Organization. She has more than 37 years of experience in System Engineering of Complex Systems, Command, Control, Communications, Computers, Intelligence, etc. She has done her M.Sc. in Computer Science from University of Pune, Masters in Engineering in the area of Clutter Characterisation from Airborne Platform and PhD in the area of Target Recognition from Department of Aerospace Engineering, Indian Institute of Science. She will represent the Government’s 71.64% equity stake in the company (as on 30 June 2025). It is unclear whether she is liable to retire by rotation. We draw comfort from SEBI’s new amendments effective 1 April 2024 which require shareholder approval for all directors at least once in five years. While her appointment is in line with statutory requirements, we are unable to support the resolution because the board composition is not compliant with regulations on independent director representation. We expect the ministry to first address the board composition and ensure compliance with regulations, before appointing its nominees to the board. Although public sector enterprises are exempt from the requirement, as a good practice, the company should have sought shareholder approval for Dr. Rajalakshmi Menon’s appointment within three months. We do not support this resolution.
  • Franklin Templeton Mutual FundA vote AGAINST the nominee is warranted because: • Rajalakshmi Menon is getting a permanent board seat which could reduce her accountability by disallowing shareholder review for her continued service. • The board independence norms are not met, and she is a non-independent director nominee.
  • HSBC Mutual FundThe nominee is not considered independent and the overall board independence falls below our expectation. Rajalakshmi Menon and Manisha Chandra are getting a permanent board seat which could reduce their accountability by disallowing shareholder review for his continued service.
  • Invesco Mutual FundDr. Rajalakshmi Menon, 59, is Director General (Aero) at Defence Research and Development Organization. She has more than 37 years of experience in System Engineering of Complex Systems, Command, Control, Communications, Computers, Intelligence, etc. She has done her M.Sc. in Computer Science from University of Pune, Masters in Engineering in the area of Clutter Characterisation from Airborne Platform and PhD in the area of Target Recognition from Department of Aerospace Engineering, Indian Institute of Science. She will represent the Government’s 71.64% equity stake in the company (as on 30 June 2025).It is unclear whether she is liable to retire by rotation. We draw comfort from SEBI’s new amendments effective 1 April 2024 which require shareholder approval for all directors at least once in five years.While her appointment is in line with statutory requirements, we are unable to support the resolution because the board composition is not compliant with regulations on independent director representation. We expect the ministry to first address the board composition and ensure compliance with regulations, before appointing its nominees to the board. Although public sector enterprises are exempt from the requirement, as a good practice, the company should have sought shareholder approval for Dr. Rajalakshmi Menon’s appointment within three months. We do not support this resolution.
  • Mirae Asset Mutual FundResolution is not inline with regulatory requirements
  • PPFAS Mutual FundBoard is non-compliant with requisite number of IDs & woman ID. Delayed shareholders’ approval

  15 for21 against
• Appointment of Shri Barenya Senapati, (DIN: 08525943) as Director (Finance) of the Company.

  ›Against Angel One Mutual Fund, Baroda BNP Paribas Mutual Fund, Edelweiss Mutual Fund, Groww Mutual Fund, HSBC Mutual Fund, LIC Mutual Fund, Motilal Oswal Mutual Fund, Navi Mutual Fund, PPFAS Mutual Fund, Zerodha Mutual Fund

  • Angel One Mutual Fund, LIC Mutual FundGovernance Concern: Board is non-compliant with the requirement of requisite number of Independent Directors and woman Independent Director. Delayed shareholders approval.
  • Baroda BNP Paribas Mutual Fund, Edelweiss Mutual Fund, Groww Mutual Fund, Motilal Oswal Mutual Fund, Navi Mutual Fund, Zerodha Mutual FundNo concern on the merits of the proposed appointees. Governance Concern: Board is non-compliant with the requirement of requisite number of Independent Directors and woman Independent Director. Delayed shareholders approval.
  • HSBC Mutual FundThe nominee is not considered independent and the overall board independence falls below our expectation.
  • PPFAS Mutual FundBoard is non-compliant with requisite number of IDs & woman ID. Delayed shareholders’ approval

  26 for10 against
• Appointment of Shri Ravi K, (DIN:10807781) as Director (Operations) of the Company.

  ›Against Angel One Mutual Fund, Baroda BNP Paribas Mutual Fund, Edelweiss Mutual Fund, Groww Mutual Fund, HSBC Mutual Fund, LIC Mutual Fund, Motilal Oswal Mutual Fund, Navi Mutual Fund, PPFAS Mutual Fund, Zerodha Mutual Fund

  • Angel One Mutual Fund, LIC Mutual FundGovernance Concern: Board is non-compliant with the requirement of requisite number of Independent Directors and woman Independent Director. Delayed shareholders approval.
  • Baroda BNP Paribas Mutual Fund, Edelweiss Mutual Fund, Groww Mutual Fund, Motilal Oswal Mutual Fund, Navi Mutual Fund, Zerodha Mutual FundNo concern on the merits of the proposed appointees. Governance Concern: Board is non-compliant with the requirement of requisite number of Independent Directors and woman Independent Director. Delayed shareholders approval.
  • HSBC Mutual FundThe nominee is not considered independent and the overall board independence falls below our expectation.
  • PPFAS Mutual FundBoard is non-compliant with requisite number of IDs & woman ID. Delayed shareholders’ approval

  26 for10 against
• Appointment of Shri M G Balasubrahmanya, (DIN: 11048733) as Director (Human Resources) of the Company.

  ›Against Angel One Mutual Fund, Baroda BNP Paribas Mutual Fund, Edelweiss Mutual Fund, Groww Mutual Fund, HSBC Mutual Fund, LIC Mutual Fund, Motilal Oswal Mutual Fund, Navi Mutual Fund, PPFAS Mutual Fund, Zerodha Mutual Fund

  • Angel One Mutual Fund, LIC Mutual FundGovernance Concern: Board is non-compliant with the requirement of requisite number of Independent Directors and woman Independent Director. Delayed shareholders approval.
  • Baroda BNP Paribas Mutual Fund, Edelweiss Mutual Fund, Groww Mutual Fund, Motilal Oswal Mutual Fund, Navi Mutual Fund, Zerodha Mutual FundNo concern on the merits of the proposed appointees. Governance Concern: Board is non-compliant with the requirement of requisite number of Independent Directors and woman Independent Director. Delayed shareholders approval.
  • HSBC Mutual FundThe nominee is not considered independent and the overall board independence falls below our expectation.
  • PPFAS Mutual FundBoard is non-compliant with requisite number of IDs & woman ID. Delayed shareholders’ approval

  26 for10 against
• Appointment of Shri Rakesh Bhawsar, (DIN: 11102892) as Part–Time Non-Official (Independent) Director of the Company.

  ›Against 360 One Mutual Fund, Angel One Mutual Fund, Bandhan Mutual Fund, Bank of India Mutual Fund, Baroda BNP Paribas Mutual Fund, Canara Robeco Mutual Fund, Edelweiss Mutual Fund, Groww Mutual Fund, Invesco Mutual Fund, Jio BlackRock Mutual Fund, LIC Mutual Fund, Mirae Asset Mutual Fund, Motilal Oswal Mutual Fund, Navi Mutual Fund, Nippon India Mutual Fund, NJ Mutual Fund, PPFAS Mutual Fund, Sundaram Mutual Fund, Unifi Mutual Fund, UTI Mutual Fund, WhiteOak Capital Mutual Fund, Zerodha Mutual Fund

  • 360 One Mutual Fund, Bandhan Mutual Fund, Baroda BNP Paribas Mutual Fund, Edelweiss Mutual Fund, Groww Mutual Fund, Motilal Oswal Mutual Fund, Navi Mutual Fund, Zerodha Mutual FundNo concern on the merits of Directors. Governance concern: Delayed Shareholders’ approval. Term of appointment is ambiguous and against spirit of the law.
  • Angel One Mutual FundGovernance concern: Delayed Shareholders’ approval. Term of appointment is ambiguous.
  • Bank of India Mutual Fund, Jio BlackRock Mutual Fund, NJ Mutual Fund, Sundaram Mutual Fund, Unifi Mutual FundRakesh Bhawsar, 52, is a practicing Chartered Accountant. Currently, he is a partner at Khandelwal Kakani & Co. He has more than 22 years of rich experience in various kind of Audit including Central Statutory Audit of Bank, Audit of Government Companies, Audit of Private companies and other entities including NGOs. His area of specialization is Management, Taxation and Legal Consultancy, Internal audits, Strategic Planning, etc. He has a Bachelor’s degree in Science from Vikram University, Ujjain and is a Chartered Accountant. As per public sources, Rakesh Bhawsar is associated with the Rashtriya Swayamsevak Sangh (RSS). While his appointment is in line with the statutory requirements, we believe his political affiliation may unnecessarily politicize the decisions of the corporation and distract the management from its core focus. The company should have disclosed the political affiliation as part of the shareholder notice. Further, while public sector enterprises are exempt from the requirement of seeking shareholder approval within three months of the appointment date, as good practice, the company should have sought approval for his appointment within three months. We do not support this resolution.
  • Canara Robeco Mutual FundRakesh Bhawsar, 52, is a practicing Chartered Accountant. Currently, he is a partner at Khandelwal Kakani & Co. He has more than 22 years of rich experience in various kind of Audit including Central Statutory Audit of Bank, Audit of Government Companies, Audit of Private companies and other entities including NGOs. His area of specialization is Management, Taxation and Legal Consultancy, Internal audits, Strategic Planning, etc. He has a Bachelor’s degree in Science from Vikram University, Ujjain and is a Chartered Accountant. Further, while public sector enterprises are exempt from the requirement of seeking shareholder approval within three months of the appointment date, as good practice, the company should have sought approval for his appointment within three months. We do not support this resolution.
  • Invesco Mutual FundRakesh Bhawsar, 52, is a practicing Chartered Accountant. Currently, he is a partner at Khandelwal Kakani & Co. He has more than 22 years of rich experience in various kind of Audit including Central Statutory Audit of Bank, Audit of Government Companies, Audit of Private companies and other entities including NGOs. His area of specialization is Management, Taxation and Legal Consultancy, Internal audits, Strategic Planning, etc. He has a Bachelor’s degree in Science from Vikram University, Ujjain and is a Chartered Accountant.As per public sources, Rakesh Bhawsar is associated with the Rashtriya Swayamsevak Sangh (RSS). While his appointment is in line with the statutory requirements, we believe his political affiliation may unnecessarily politicize the decisions of the corporation and distract the management from its core focus. The company should have disclosed the political affiliation as part of the shareholder notice. Further, while public sector enterprises are exempt from the requirement of seeking shareholder approval within three months of the appointment date, as good practice, the company should have sought approval for his appointment within three months. We do not support this resolution
  • LIC Mutual FundGovernance concern: Delayed Shareholders approval. Term of appointment is ambiguous and against spirit of the law.
  • Mirae Asset Mutual FundResolution is not inline with regulatory requirements
  • Nippon India Mutual FundGovernance concern: Delayed Shareholders’ approval. Term of appointment is ambiguous and against spirit of the law.
  • PPFAS Mutual FundDelayed Shareholders’ approval, Term of appointment is ambiguous and against spirit of the law
  • UTI Mutual FundAs per public sources, he is closely associated with the organisations which are politically affiliated.
  • WhiteOak Capital Mutual FundRakesh Bhawsar, 52, is a practicing Chartered Accountant. Currently, he is a partner at Khandelwal Kakani & Co. The nominee may not have sufficient, direct relevant industry/operational experience for effective oversight of the company’s strategy and key risks.We do not support this resolution.

  14 for22 against
• Appointment of Dr. Sorathur Duraisamy Premkumar, (DIN: 11103113) as Part–Time Non-Official (Independent) Director of the Company.

  ›Against 360 One Mutual Fund, Angel One Mutual Fund, Bandhan Mutual Fund, Bank of India Mutual Fund, Baroda BNP Paribas Mutual Fund, Canara Robeco Mutual Fund, Edelweiss Mutual Fund, Franklin Templeton Mutual Fund, Groww Mutual Fund, HSBC Mutual Fund, Invesco Mutual Fund, Jio BlackRock Mutual Fund, LIC Mutual Fund, Mirae Asset Mutual Fund, Motilal Oswal Mutual Fund, Navi Mutual Fund, Nippon India Mutual Fund, NJ Mutual Fund, PPFAS Mutual Fund, Sundaram Mutual Fund, Unifi Mutual Fund, UTI Mutual Fund, WhiteOak Capital Mutual Fund, Zerodha Mutual Fund

  • 360 One Mutual Fund, Bandhan Mutual Fund, Baroda BNP Paribas Mutual Fund, Edelweiss Mutual Fund, Groww Mutual Fund, Motilal Oswal Mutual Fund, Navi Mutual Fund, Zerodha Mutual FundNo concern on the merits of Directors. Governance concern: Delayed Shareholders’ approval. Term of appointment is ambiguous and against spirit of the law.
  • Angel One Mutual FundGovernance concern: Delayed Shareholders’ approval. Term of appointment is ambiguous.
  • Bank of India Mutual Fund, Jio BlackRock Mutual Fund, NJ Mutual Fund, Sundaram Mutual Fund, Unifi Mutual FundDr. Sorathur Duraisamy Premkumar, 45, is an ENT surgeon and is currently a Senior Consultant Superintendent In Bharathiraja Speciality Hospital & Research Centre, Chennai. He has more than 16 years of experience in the medical field. He has done MBBS from Annamalai University, Chidambaram and Post Graduate Diploma in ENT from Madras Medical College, Chennai. As per public sources, Dr. Sorathur Duraisamy Premkumar is associated with the Bhartiya Janata Party (BJP). While his appointment is in line with the statutory requirements, we believe his political affiliation may unnecessarily politicize the decisions of the corporation and distract the management from its core focus. The company should have disclosed the political affiliation as part of the shareholder notice. Further, while public sector enterprises are exempt from the requirement of seeking shareholder approval within three months of the appointment date, as a good practice, the company should have sought approval for his appointment within three months. We do not support this resolution.
  • Canara Robeco Mutual FundDr. Sorathur Duraisamy Premkumar, 45, is an ENT surgeon and is currently a Senior Consultant Superintendent In Bharathiraja Speciality Hospital & Research Centre, Chennai. He has more than 16 years of experience in the medical field. He has done MBBS from Annamalai University, Chidambaram and Post Graduate Diploma in ENT from Madras Medical College, Chennai. Further, while public sector enterprises are exempt from the requirement of seeking shareholder approval within three months of the appointment date, as a good practice, the company should have sought approval for his appointment within three months. We do not support this resolution.
  • Franklin Templeton Mutual FundA vote AGAINST the following nominee is warranted because: • Sorathur Duraisamy Premkumar is associated with a political party, and the presence of directors with political background or affiliation with a political party can act as an impediment for independent and objective thinking of the board. • He has limited corporate leadership and board related experience within this industry, which results in lack of clarity on his relevant skills and experience to contribute on the board.
  • HSBC Mutual FundSorathur Duraisamy Premkumar is associated with a political party, and the presence of directors with political background or affiliation with a political party can act as an impediment for independent and objective thinking of the board. He has limited corporate leadership and board related experience within this industry, which results in lack of clarity on his relevant skills and experience to contribute on the board.
  • Invesco Mutual FundDr. Sorathur Duraisamy Premkumar, 45, is an ENT surgeon and is currently a Senior Consultant Superintendent In Bharathiraja Speciality Hospital & Research Centre, Chennai. He has more than 16 years of experience in the medical field. He has done MBBS from Annamalai University, Chidambaram and Post Graduate Diploma in ENT from Madras Medical College, Chennai.As per public sources, Dr. Sorathur Duraisamy Premkumar is associated with the Bhartiya Janata Party (BJP). While his appointment is in line with the statutory requirements, we believe his political affiliation may unnecessarily politicize the decisions of the corporation and distract the management from its core focus. The company should have disclosed the political affiliation as part of the shareholder notice. Further, while public sector enterprises are exempt from the requirement of seeking shareholder approval within three months of the appointment date, as a good practice, the company should have sought approval for his appointment within three months. We do not support this resolution
  • LIC Mutual FundGovernance concern: Delayed Shareholders approval. Term of appointment is ambiguous and against spirit of the law.
  • Mirae Asset Mutual FundResolution is not inline with regulatory requirements
  • Nippon India Mutual FundGovernance concern: Delayed Shareholders’ approval. Term of appointment is ambiguous and against spirit of the law.
  • PPFAS Mutual FundDelayed Shareholders’ approval, Term of appointment is ambiguous and against spirit of the law
  • UTI Mutual FundPublic sources suggest he is politically affiliated.
  • WhiteOak Capital Mutual FundDr. Sorathur Duraisamy Premkumar, 45, is an ENT surgeon and is currently a Senior Consultant Superintendent In Bharathiraja Speciality Hospital & Research Centre, Chennai. The nominee may not have sufficient, direct relevant industry/operational experience for effective oversight of the company’s strategy and key risks.We do not support this resolution.

  12 for24 against
• Appointment of Ms. Manisha Chandra, (DIN: 07557312) as Part-time Official Director (Government Nominee Director) of the Company.

  ›Against 360 One Mutual Fund, Angel One Mutual Fund, Bandhan Mutual Fund, Bank of India Mutual Fund, Baroda BNP Paribas Mutual Fund, Edelweiss Mutual Fund, Franklin Templeton Mutual Fund, Groww Mutual Fund, HSBC Mutual Fund, Invesco Mutual Fund, Jio BlackRock Mutual Fund, LIC Mutual Fund, Mirae Asset Mutual Fund, Motilal Oswal Mutual Fund, Navi Mutual Fund, Nippon India Mutual Fund, NJ Mutual Fund, PPFAS Mutual Fund, Sundaram Mutual Fund, Unifi Mutual Fund, Zerodha Mutual Fund

  • 360 One Mutual Fund, Bandhan Mutual Fund, Baroda BNP Paribas Mutual Fund, Edelweiss Mutual Fund, Groww Mutual Fund, Motilal Oswal Mutual Fund, Navi Mutual Fund, Zerodha Mutual FundNo concern on the merits of the proposed appointee. Governance Concern: Board is non-compliant with the requirement of requisite number of Independent Directors and woman Independent Director.
  • Angel One Mutual Fund, LIC Mutual Fund, Nippon India Mutual FundGovernance Concern: Board is non-compliant with the requirement of requisite number of Independent Directors and woman Independent Director.
  • Bank of India Mutual Fund, Jio BlackRock Mutual Fund, NJ Mutual Fund, Sundaram Mutual Fund, Unifi Mutual FundMs. Manisha Chandra, 47, is currently Joint Secretary (Aerospace), Ministry of Defence in the Department of Defence Production. She is an IAS officer of 2004 batch of Gujarat Cadre. She also holds a Master’s Degree in Public Policy and Management from King’s College, London in addition to a Master’s Degree in Political Science from the University of Allahabad. She will represent the Government’s 71.64% equity stake in the company (as on 30 June 2025) It is unclear whether she is liable to retire by rotation. We draw comfort from SEBI’s new amendments effective 1 April 2024 which require shareholder approval for all directors at least once in five years. While her appointment is in line with statutory requirements, we are unable to support the resolution because the board composition is not compliant with regulations on independent director representation. We expect the ministry to first address the board composition and ensure compliance with regulations, before appointing its nominees to the board.
  • Franklin Templeton Mutual FundA vote AGAINST the nominee is warranted because: • Manisha Chandra is getting a permanent board seat which could reduce her accountability by disallowing shareholder review for her continued service. • The board independence norms are not met, and she is a non-independent director nominee.
  • HSBC Mutual FundThe nominee is not considered independent and the overall board independence falls below our expectation. Rajalakshmi Menon and Manisha Chandra are getting a permanent board seat which could reduce their accountability by disallowing shareholder review for his continued service.
  • Invesco Mutual FundMs. Manisha Chandra, 47, is currently Joint Secretary (Aerospace), Ministry of Defence in the Department of Defence Production. She is an IAS officer of 2004 batch of Gujarat Cadre. She also holds a Master’s Degree in Public Policy and Management from King’s College, London in addition to a Master’s Degree in Political Science from the University of Allahabad. She will represent the Government’s 71.64% equity stake in the company (as on 30 June 2025)It is unclear whether she is liable to retire by rotation. We draw comfort from SEBI’s new amendments effective 1 April 2024 which require shareholder approval for all directors at least once in five years. While her appointment is in line with statutory requirements, we are unable to support the resolution because the board composition is not compliant with regulations on independent director representation. We expect the ministry to first address the board composition and ensure compliance with regulations, before appointing its nominees to the board. We do not support the resolution.
  • Mirae Asset Mutual FundResolution is not inline with regulatory requirements
  • PPFAS Mutual FundBoard is non-compliant with requisite number of IDs & woman ID

  15 for21 against
• Appointment of M/s. SNM & Associates, Company Secretaries, Bangalore, as Secretarial Auditor of the Company.

  ›Against 360 One Mutual Fund, Angel One Mutual Fund, Baroda BNP Paribas Mutual Fund, Edelweiss Mutual Fund, Groww Mutual Fund, LIC Mutual Fund, Motilal Oswal Mutual Fund, Navi Mutual Fund, PGIM India Mutual Fund, PPFAS Mutual Fund, Zerodha Mutual Fund

  • 360 One Mutual Fund, Baroda BNP Paribas Mutual Fund, Edelweiss Mutual Fund, Groww Mutual Fund, Motilal Oswal Mutual Fund, Navi Mutual Fund, PGIM India Mutual Fund, Zerodha Mutual FundCompliant with law. No concern on the merits of proposed Auditors. Transparency Concern: The Company has not disclosed the audit fee paid to outgoing Auditor to ascertain any material change in the proposed audit fee and justification for material change, if any.
  • Angel One Mutual Fund, LIC Mutual FundTransparency Concern: The Company has not disclosed the audit fee paid to outgoing Auditor to ascertain any material change in the proposed audit fee and justification for material change, if any.
  • PPFAS Mutual FundAudit fee paid to outgoing auditors not disclosed to ascertain any Material change in the proposed audit fees

  26 for11 against
• Appointment of Shri Ajay Kumar Shrivastava, (DIN: 10652075) as Director (Engineering and R&D) of the Company.

  ›Against Angel One Mutual Fund, Baroda BNP Paribas Mutual Fund, Edelweiss Mutual Fund, Groww Mutual Fund, HSBC Mutual Fund, LIC Mutual Fund, Motilal Oswal Mutual Fund, Navi Mutual Fund, PPFAS Mutual Fund, Zerodha Mutual Fund

  • Angel One Mutual Fund, LIC Mutual FundGovernance Concern: Board is non-compliant with the requirement of requisite number of Independent Directors and woman Independent Director.
  • Baroda BNP Paribas Mutual Fund, Edelweiss Mutual Fund, Groww Mutual Fund, Motilal Oswal Mutual Fund, Navi Mutual Fund, Zerodha Mutual FundNo concern on the merits of the proposed appointees. Governance Concern: Board is non-compliant with the requirement of requisite number of Independent Directors and woman Independent Director.
  • HSBC Mutual FundThe nominee is not considered independent and the overall board independence falls below our expectation.
  • PPFAS Mutual FundBoard is non-compliant with requisite number of IDs & woman ID

  26 for10 against

• Fine or penaltyNational Stock Exchange of India LimitedSince 25 Aug 2026

  Penal action. Fine of Rs. 536900 was imposed.

  Non compliance of provisions of Regulation 17 of the SEBI (LODR) Regulations, 2015
• Fine or penaltyBSE LimitedSince 25 Aug 2026

  Penal action. Fine of Rs. 536900 was imposed.

  Non compliance of provisions of Regulation 17 of the SEBI (LODR) Regulations, 2015

In the company's own words, from its latest governance filing.

The board is made up as the listing rules require

No

The board has a regular chairperson

Yes

The company has a risk management committee

Yes

The chair is related to the managing director

Yes

The filing has a part on fines and penalties

Yes

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.