IDFC (Delisted) MD, chairman, board of directors and AGM

BSE: 532659Finance

Formerly Infrastructure Development Finance Company

Last traded ₹107.97 on 9 Oct 2024

Delisted on 28 Jan 2025.

IDFC 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.IDFC share news and announcements

Meeting called by the tribunal, 17 May 2024

Present: 0 promoters and 96 others.The company's voting result (opens in a new tab)

  1. Composite Scheme of Amalgamation among IDFC Financial Holding Company Limited (“Transferor Company”) AND IDFC Limited (“Transferee Company/Amalgamating Company”) WITH IDFC FIRST Bank Limited (“Amalgamated Company”) AND their respective shareholdersMoreLess
    Special
    99.37% for0.63% against

    Against: promoters 0.00% · institutions 1.35% · other public 0.00%

    Turnout: all 56.10% · promoters 0.00% · institutions 73.76% · other public 46.46%

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, 6 Mar 2024, 2 resolutions

The company's voting result (opens in a new tab)

  1. Re-appointment of Mr. Anil Singhvi (DIN: 00239589) as an Independent Director of the Company
    Special
    98.52% for1.48% against

    Against: promoters 0.00% · institutions 2.79% · other public 0.14%

    Turnout: all 52.25% · promoters 0.00% · institutions 77.22% · other public 39.25%

  2. Re-appointment of Dr. Jaimini Bhagwati (DIN: 07274047) as an Independent Director of the Company
    Special
    95.92% for4.08% against

    Against: promoters 0.00% · institutions 7.97% · other public 0.10%

    Turnout: all 52.24% · promoters 0.00% · institutions 77.22% · other public 39.23%

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, 17 Aug 2023, 6 resolutions

Present: 0 promoters and 53 others.The company's voting result (opens in a new tab)

  1. To consider and approve : a) The audited standalone financial statements of the Company for the financial year ended March 31, 2023 and the Reports of the Board of Directors and the Auditors thereon; b) The audited consolidated financial statements of the Company for the financial year ended March 31, 2023 and the Report of the Auditors thereon.MoreLess
    Ordinary
    100.00% for0.00% against

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

    Turnout: all 56.60% · promoters 0.00% · institutions 70.53% · other public 45.60%

  2. To appoint a Director in place of Mr. Mahendra N Shah (DIN: 00124629), who retires by rotation and being eligible, offers himself for reappointment.
    Ordinary
    99.99% for0.01% against

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

    Turnout: all 56.75% · promoters 0.00% · institutions 70.87% · other public 45.60%

  3. Re-appointment of Mr. Mahendra N Shah (DIN: 00124629) as the Managing Director
    Ordinary
    99.99% for0.01% against

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

    Turnout: all 56.75% · promoters 0.00% · institutions 70.87% · other public 45.60%

  4. Payment of the remuneration to Mr. Mahendra N Shah as the Managing Director
    Special
    99.97% for0.03% against

    Against: promoters 0.00% · institutions 0.03% · other public 0.02%

    Turnout: all 56.75% · promoters 0.00% · institutions 70.87% · other public 45.60%

  5. Appointment of Mr. Bipin Gemani (DIN: 07816126) as the Whole Time Director and Chief Financial Officer
    Ordinary
    100.00% for0.00% against

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

    Turnout: all 56.75% · promoters 0.00% · institutions 70.87% · other public 45.60%

  6. Payment of remuneration to Mr. Bipin Gemani, Whole Time Director and Chief Financial Officer
    Special
    99.97% for0.03% against

    Against: promoters 0.00% · institutions 0.03% · other public 0.01%

    Turnout: all 56.75% · promoters 0.00% · institutions 70.87% · other public 45.60%

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, 7 Feb 2023, 1 resolution

The company's voting result (opens in a new tab)

  1. To approve re-appointment of Mr. Ajay Sondhi (DIN: 01657614) as an Independent Director of the Company.
    Special
    94.93% for5.07% against

    Against: promoters 0.00% · institutions 8.61% · other public 0.01%

    Turnout: all 45.64% · promoters 0.00% · institutions 61.32% · other public 33.42%

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, 27 Sep 2022, 2 resolutions

Present: 0 promoters and 63 others.The company's voting result (opens in a new tab)

  1. To consider and adopt:na. the audited standalone financial statements of the Company for the financial year ended March 31, 2022 and the Reports of the Board of Directors and the Auditors thereon; and b. the audited consolidated financial statements of the Company for the financial year ended March 31, 2022 and the Report of the Auditors thereon.MoreLess
    Ordinary
    100.00% for0.00% against

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

    Turnout: all 55.56% · promoters 0.00% · institutions 83.39% · other public 22.05%

  2. Appointment of Mr. Mahendra N Shah as the Managing Director
    Special
    87.29% for12.71% against

    Against: promoters 0.00% · institutions 15.40% · other public 0.46%

    Turnout: all 55.65% · promoters 0.00% · institutions 83.56% · other public 22.05%

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, 7 Jul 2022, 1 resolution

The company's voting result (opens in a new tab)

  1. To approve divestment/ sale/ disposal of the IDFC Asset Management Company Limited (material subsidiary of IDFC Limited) and IDFC AMC Trustee Company Limited
    Special
    99.98% for0.02% against

    Against: promoters 0.00% · institutions 0.00% · other public 0.04%

    Turnout: all 55.37% · promoters 0.00% · institutions 68.33% · other public 46.50%

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, 6 Feb 2022, 2 resolutions

The company's voting result (opens in a new tab)

  1. Appointment of Ms. Anita Belani as an Independent Director
    Special
    99.99% for0.01% against

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

    Turnout: all 52.08% · promoters 0.00% · institutions 62.45% · other public 45.44%

  2. Scheme of Amalgamation of IDFC Alternatives Limited, IDFC Trustee Company Limited and IDFC Projects Limited (wholly owned subsidiary Companies) into IDFC Limited under Section 233 of the Companies Act, 2013MoreLess
    Special
    100.00% for0.00% against

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

    Turnout: all 52.08% · promoters 0.00% · institutions 62.45% · other public 45.44%

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, 22 Sep 2021, 6 resolutions

Present: 0 promoters and 128 others.The company's voting result (opens in a new tab)

  1. To consider and adopt:na. the audited standalone financial statements of the Company for the financial year endednMarch 31, 2021 and the Reports of the Board of Directors and the Auditors thereon; andnb. the audited consolidated financialstatements of the Company for the financial year endednMarch 31, 2021 and the Report of the Auditors thereon.MoreLess
    Ordinary
    98.84% for1.16% against

    Against: promoters 0.00% · institutions 0.82% · other public 1.99%

    Turnout: all 56.89% · promoters 0.00% · institutions 81.93% · other public 32.14%

  2. To consider and appoint Statutory Auditors and to fix their remuneration
    Ordinary
    97.86% for2.14% against

    Against: promoters 0.00% · institutions 1.87% · other public 2.82%

    Turnout: all 56.93% · promoters 0.00% · institutions 82.02% · other public 32.13%

  3. Appointment of Dr. Jaimini Bhagwati as an Independent Director
    Ordinary
    63.09% for36.91% against

    Against: promoters 0.00% · institutions 14.61% · other public 91.44%

    Turnout: all 57.44% · promoters 0.00% · institutions 82.02% · other public 33.15%

  4. Appointment of Mr. Anil Singhvi as an Independent Director
    Ordinary
    97.63% for2.37% against

    Against: promoters 0.00% · institutions 1.52% · other public 4.47%

    Turnout: all 57.41% · promoters 0.00% · institutions 82.02% · other public 33.08%

  5. Appointment of Mr. Vinod Rai
    Ordinary
    37.71% for62.29% against

    Against: promoters 0.00% · institutions 58.18% · other public 72.27%

    Turnout: all 57.51% · promoters 0.00% · institutions 81.98% · other public 33.32%

  6. Payment of Commission to Non-Executive Directors
    Ordinary
    95.22% for4.78% against

    Against: promoters 0.00% · institutions 0.70% · other public 15.27%

    Turnout: all 56.58% · promoters 0.00% · institutions 81.98% · other public 31.48%

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.

How mutual funds voted

Fund houses must disclose how they vote at every meeting of a company they hold.

Mutual fund votes, meeting of 17 May 2024, 21 fund houses

  • Composite Scheme of Amalgamation among IDFC Financial Holding Company Limited (“Transferor Company”) AND IDFC Limited (“Transferee Company/Amalgamating Company”) WITH IDFC FIRST Bank Limited (“Amalgamated Company”) AND their respective shareholdersMoreLess
    Against Bandhan Mutual Fund, Groww Mutual Fund, Motilal Oswal Mutual Fund, PPFAS Mutual Fund
    • Bandhan Mutual Fund, Groww Mutual Fund, Motilal Oswal Mutual FundCompliant with law. Governance Concern: Stake of the shareholders of IDFC Ltd in IDFC FIRST is being diluting without any justification.
    • PPFAS Mutual FundShareholders of IDFC Ltd are not getting fair share of their holding in the IDFC FIRST Bank.
    17 for4 against

Mutual fund votes, meeting of 6 Mar 2024, 20 fund houses

  • Re-appointment of Mr. Anil Singhvi (DIN: 00239589) as an Independent Director of the Company
    Against Groww Mutual Fund, Mirae Asset Mutual Fund, Motilal Oswal Mutual Fund
    • Groww Mutual Fund, Motilal Oswal Mutual FundNo concern identified with profile, time commitments and attendance of the proposed appointee. Governance Concern: Proposed re-appointment would lead to concentration of powers as the Chairman of the Board and Audit Committee.
    • Mirae Asset Mutual FundAs per advisory recommendation (Passive holding)
    16 for3 against
  • Re-appointment of Dr. Jaimini Bhagwati (DIN: 07274047) as an Independent Director of the Company
    Against Groww Mutual Fund, Kotak Mahindra Mutual Fund, Mirae Asset Mutual Fund, Motilal Oswal Mutual Fund, Quantum Mutual Fund
    • Groww Mutual Fund, Motilal Oswal Mutual FundNo concern identified with the profile, time commitments and attendance of the proposed appointee. Governance Concern: Proposed re-appointment would lead to prolonged association with the group.
    • Kotak Mahindra Mutual FundMr. Jaimini Bhagwati was appointed on the Board of IDFC Limited as an Independent Director for a period of 3 years commencing from 25th May, 2021 to 24th May, 2024. The Company now is seeking to re-appoint Mr. Jaimini Bhagwati for a second term of 3 years from 25th May 2024 to 24th May 2027. No concern is identified with regards to the profile, time commitments and attendance. The Company has given adequate justification for the proposed re-appointment. However, as per records available with the Ministry of Corporate Affairs ( MCA ), prior to this appointment he served as a Director of IDFC Financial Holdings Limited from 1st September, 2015 to 27th December, 2021 for a period of six years. Hence with the re-appointment, his association with the IDFC group will be more than 8 years and at the conclusion of the term it will be close to 11 years. Management is of the view that assuming post NCLT approval the merger goes through, IDFC Ltd will cease to exist and hence his association may not be more than 9 years. However, due to prolonged association of the director, voting against the resolution.
    • Mirae Asset Mutual FundAs per advisory recommendation (Passive holding)
    • Quantum Mutual FundRe-appointment will lead to prolonged association with the group.
    15 for5 against
6 earlier meetings

Mutual fund votes, meeting of 17 Aug 2023, 20 fund houses

  • To consider and approve : a) The audited standalone financial statements of the Company for the financial year ended March 31, 2023 and the Reports of the Board of Directors and the Auditors thereon; b) The audited consolidated financial statements of the Company for the financial year ended March 31, 2023 and the Report of the Auditors thereon.MoreLess
    20 for0 against
  • To appoint a Director in place of Mr. Mahendra N Shah (DIN: 00124629), who retires by rotation and being eligible, offers himself for reappointment.
    20 for0 against
  • Re-appointment of Mr. Mahendra N Shah (DIN: 00124629) as the Managing Director
    20 for0 against
  • Payment of the remuneration to Mr. Mahendra N Shah as the Managing Director
    20 for0 against
  • Appointment of Mr. Bipin Gemani (DIN: 07816126) as the Whole Time Director and Chief Financial Officer
    20 for0 against
  • Payment of remuneration to Mr. Bipin Gemani, Whole Time Director and Chief Financial Officer
    20 for0 against

Mutual fund votes, meeting of 7 Feb 2023, 16 fund houses

  • To approve re-appointment of Mr. Ajay Sondhi (DIN: 01657614) as an Independent Director of the Company.
    Against Baroda BNP Paribas Mutual Fund, ITI Mutual Fund, Kotak Mahindra Mutual Fund, Nippon India Mutual Fund
    • Baroda BNP Paribas Mutual FundRe-Appointment is Non-Compliant with law: Prior approval of shareholders not obtained; Governance concern: Term of re-appointment for period of <1 year; Re-appointment sought from a retrospective date
    • ITI Mutual FundNot legally compliant
    • Kotak Mahindra Mutual FundAjay Sondhi, 62 is Founder & CEO of Sentinel Advisors Pte. Ltd, Singapore. He has over three decades of experience in Banking, Finance and Business Management. The company is proposing to re-appoint him as an Independent Director. The re-Appointment is Non-Compliant with law as Prior approval of shareholders not obtained and the re-appointment is sought from a retrospective date. Mr. Sondhi he was appointed as Independent Director on the Board effective from 8th November, 2019 up to 7th November, 2022. According to re-appointment of IDs on the Board under Section 149(10) of the Companies Act 2013 the resolution for reappointment should be passed before his last day i.e. before 7th November 2022. hence the re-appointment is not in accordance to the law.
    • Nippon India Mutual FundShareholder's approval not obtained on time for appointment of director
    12 for4 against

Mutual fund votes, meeting of 27 Sep 2022, 18 fund houses

  • To consider and adopt:na. the audited standalone financial statements of the Company for the financial year ended March 31, 2022 and the Reports of the Board of Directors and the Auditors thereon; and b. the audited consolidated financial statements of the Company for the financial year ended March 31, 2022 and the Report of the Auditors thereon.MoreLess
    17 for0 against
  • Appointment of Mr. Mahendra N Shah as the Managing Director
    Against Franklin Templeton Mutual Fund
    • Franklin Templeton Mutual FundA vote AGAINST this resolution is warranted in view of the following concerns in the executive's remuneration: • There is no disclosure provided by the company on the amount of stock options to be granted to the executive and the price at which such options would be granted. • The estimated remuneration for Mahendra N Shah is aggressively positioned when compared to industry peers.
    17 for1 against

Mutual fund votes, meeting of 7 Jul 2022, 17 fund houses

  • To approve divestment/ sale/ disposal of the IDFC Asset Management Company Limited (material subsidiary of IDFC Limited) and IDFC AMC Trustee Company Limited
    17 for0 against

Mutual fund votes, meeting of 6 Feb 2022, 11 fund houses

  • Appointment of Ms. Anita Belani as an Independent Director
    11 for0 against
  • Scheme of Amalgamation of IDFC Alternatives Limited, IDFC Trustee Company Limited and IDFC Projects Limited (wholly owned subsidiary Companies) into IDFC Limited under Section 233 of the Companies Act, 2013MoreLess
    11 for0 against

Mutual fund votes, meeting of 22 Sep 2021, 8 fund houses

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

  • To consider and adopt:na. the audited standalone financial statements of the Company for the financial year endednMarch 31, 2021 and the Reports of the Board of Directors and the Auditors thereon; andnb. the audited consolidated financialstatements of the Company for the financial year endednMarch 31, 2021 and the Report of the Auditors thereon.MoreLess
    7 for0 against
  • To consider and appoint Statutory Auditors and to fix their remuneration
    Against ITI Mutual Fund
    • ITI Mutual FundBasis of recommendation of appointment and Proposed Audit Fee Payable Not disclosed in the Notice.
    7 for1 against
  • Appointment of Dr. Jaimini Bhagwati as an Independent Director
    8 for0 against
  • Appointment of Mr. Anil Singhvi as an Independent Director
    8 for0 against
  • Appointment of Mr. Vinod Rai
    Against ITI Mutual Fund, Nippon India Mutual Fund
    • ITI Mutual FundIn the extant case, Mr. Vinod Rai resigned (as mentioned by the Company in Notice) as Independent Director on 23rd May 2021, and is appointed as NE-NID w.e.f. 25th May 2021. Since, there is no cooling off period of 1 year, as per LODR Regulation, therefore against the resolution.
    • Nippon India Mutual FundProposed appointment of director is not liable to retirement by rotation
    6 for2 against
  • Payment of Commission to Non-Executive Directors
    8 for0 against
1 proposal not matched to one resolution
  • Accept Financial Statements and Statutory Reports
    1 for0 against

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