IIFL Finance MD, chairman, board of directors and AGM

Mutual fund votes, meeting of 5 Feb 2026, 28 fund houses

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

• To consider and approve the enhancement of borrowing limits of the Company under section 180(1)(c) of the Companies Act, 2013

  6 for0 against
• To consider and approve the enhancement of limits under Section 180(1)(a) of the Companies Act, 2013

  2 for0 against

Mutual fund votes, meeting of 18 Jul 2025, 26 fund houses

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

• To consider and adopt: (a)The Audited Standalone Financial Statements of the Company for the Financial Year ended March 31 2025 together with the reports of the Board of Directors and Auditors thereon and (b) The Audited Consolidated Financial Statements of the Company for the Financial Year ended March 31 2025 together with Auditors report thereon.MoreLess

  26 for0 against
• Re-appointment of Mr. T S Ramakrishnan (DIN: 09515616), who retires by rotation and being eligible, offers himself for re-appointment

  26 for0 against
• Retirement of Mr. Arun Kumar Purwar (DIN: 00026383), who is liable to retire by rotation

  26 for0 against
• Approval of remuneration paid to Mr. Nirmal Jain (DIN: 00010535), Managing Director of the Company, for the Financial Year 2024–25, in terms of Section 197 read with Schedule V of the Companies Act, 2013MoreLess

  ›Against Aditya Birla Sun Life Mutual Fund, Axis Mutual Fund, Invesco Mutual Fund, Mirae Asset Mutual Fund

  • Aditya Birla Sun Life Mutual Fund, Axis Mutual FundNirmal Jain’s total remuneration for FY25 stood at Rs. 122.6 mn, which was fixed in nature. While he is entitled to a commission (to be determined by the NRC at its discretion), he has not been paid any variable pay in the past. During FY25, IIFL Finance’s standalone financial performance was adversely impacted by regulatory and exceptional events. The Reserve Bank of India’s temporary restrictions on the company’s gold loan business, coupled with a one-time provision of Rs. 5,865.0 mn on account of its investment in an Alternative Investment Fund (AIF), led to a reported loss of Rs. 5,507.7 mn on a standalone basis. The excess remuneration of Rs 98.8 mn paid to Nirmal Jain in FY25 arises due to non-compliance triggered by exceptional, non-recurring items. Given the company’s poor performance, the board must explain the rationale to increase Nirmal Jain’s aggregate pay to Rs.122.6 mn in FY25 from Rs. 110.9 mn in FY24. The remuneration is not aligned to company performance. Therefore, we do not support the waiver of excess remuneration.
  • Invesco Mutual FundNirmal Jain’s total remuneration for FY25 stood at Rs. 122.6 mn, which was fixed in nature. While he is entitled to a commission (to be determined by the NRC at its discretion), he has not been paid any variable pay in the past. During FY25, IIFL Finance’s standalone financial performance was adversely impacted by regulatory and exceptional events. The Reserve Bank of India’s temporary restrictions on the company’s gold loan business, coupled with a one-time provision of Rs. 5,865.0 mn on account of its investment in an Alternative Investment Fund (AIF), led to a reported loss of Rs. 5,507.7 mn on a standalone basis. The excess remuneration of Rs. 98.8 mn paid to Nirmal Jain in FY25 arises due to non-compliance triggered by exceptional, non-recurring items. Given the company’s poor performance, the board must explain the rationale to increase Nirmal Jain’s aggregate pay to Rs. 122.6 mn in FY25 from Rs. 110.9 mn in FY24. The remuneration is not aligned to company performance. Therefore, we do not support the waiver of excess remuneration. We do not support the resolution.
  • Mirae Asset Mutual Fundas per advisory recommendation (passive Voting)

  22 for4 against
• Approval of re-appointment of Mr. R Venkataraman (DIN: 00011919) as Joint Managing Director of the Company, for a period of 5 years

  ›Against Aditya Birla Sun Life Mutual Fund, Angel One Mutual Fund, Axis Mutual Fund, Bandhan Mutual Fund, Edelweiss Mutual Fund, Groww Mutual Fund, HDFC Mutual Fund, Invesco Mutual Fund, LIC Mutual Fund, Mirae Asset Mutual Fund, Motilal Oswal Mutual Fund, Navi Mutual Fund, Nippon India Mutual Fund, PPFAS Mutual Fund, UTI Mutual Fund

  • Aditya Birla Sun Life Mutual FundR Venkataraman, 57, is the Joint Managing Director and Promoter of the company. He has been on the board since July 1999. He attended 73% (8 out of 11) board meetings held in FY25 and 91% of board meetings held in last three financial years. We expect directors to attend all board meetings: we have a threshold of 75% attendance of the board meetings in the three-years prior to re-appointment. He is liable to retire by rotation.R Venkataraman will not draw any remuneration from the IIFL Finance Limited. He serves as the Managing Director of IIFL Capital Services Limited (formerly IIFL Securities Limited), an IIFL group company, from which he draws his entire remuneration. Additionally, as per public disclosures, he also receives remuneration in his capacity as Managing Director of IIFL Facilities Services Limited, a wholly owned subsidiary of IIFL Capital Services Limited. Given their ownership over the group and level of accountability, promoter executives have responsibilities towards the group and are accountable for overall performance: therefore, we understand the need to drive more than one company. Nevertheless, we believe executive remuneration must be aligned and linked to the performance of the company where they are directly responsible for driving the business. Therefore, we do not support the resolution.
  • Angel One Mutual FundGovernance Concern: Holds two full-time positions may adversely affect his time commitment.
  • Axis Mutual FundR Venkataraman, 57, is the Joint Managing Director and Promoter of the company. He has been on the board since July 1999. He attended 73% (8 out of 11) board meetings held in FY25 and 91% of board meetings held in last three financial years. We expect directors to attend all board meetings: we have a threshold of 75% attendance of the board meetings in the three-years prior to re-appointment. He is liable to retire by rotation. R Venkataraman will not draw any remuneration from the IIFL Finance Limited. He serves as the Managing Director of IIFL Capital Services Limited (formerly IIFL Securities Limited), an IIFL group company, from which he draws his entire remuneration. Additionally, as per public disclosures, he also receives remuneration in his capacity as Managing Director of IIFL Facilities Services Limited, a wholly owned subsidiary of IIFL Capital Services Limited. Given their ownership over the group and level of accountability, promoter executives have responsibilities towards the group and are accountable for overall performance: therefore, we understand the need to drive more than one company. Nevertheless, we believe executive remuneration must be aligned and linked to the performance of the company where they are directly responsible for driving the business. Therefore, we do not support the resolution.
  • Bandhan Mutual Fund, Edelweiss Mutual Fund, Groww Mutual Fund, Motilal Oswal Mutual Fund, Navi Mutual FundCompliant with law. No concern on the merits of proposed appointee. Governance Concern: Holds 2 full-time positions.
  • HDFC Mutual FundMr. R Venkataraman, 57, is the Joint Managing Director and Promoter of the company. Mr. R Venkataraman will not draw any remuneration from the IIFL Finance Limited. He serves as the Managing Director of IIFL Capital Services Limited, an IIFL group company, from which he draws his entire remuneration. Additionally, as per public disclosures, he also receives remuneration in his capacity as Managing Director of IIFL Facilities Services Limited, a wholly owned subsidiary of IIFL Capital Services Limited. There is a lack of clarity on the total remuneration he may receive from the group companies. We do not support the resolution.
  • Invesco Mutual FundR Venkataraman, 57, is the Joint Managing Director and Promoter of the company. He has been on the board since July 1999. He attended 73% (8 out of 11) board meetings held in FY25 and 91% of board meetings held in last three financial years. We expect directors to attend all board meetings: we have a threshold of 75% attendance of the board meetings in the three-years prior to re-appointment. He is liable to retire by rotation. R Venkataraman will not draw any remuneration from the IIFL Finance Limited. He serves as the Managing Director of IIFL Capital Services Limited (formerly IIFL Securities Limited), an IIFL group company, from which he draws his entire remuneration. Additionally, as per public disclosures, he also receives remuneration in his capacity as Managing Director of IIFL Facilities Services Limited, a wholly owned subsidiary of IIFL Capital Services Limited. Given their ownership over the group and level of accountability, promoter executives have responsibilities towards the group and are accountable for overall performance: therefore, we understand the need to drive more than one company. Nevertheless, we believe executive remuneration must be aligned and linked to the performance of the company where they are directly responsible for driving the business. Therefore, we do not support the resolution
  • LIC Mutual Fund, Nippon India Mutual FundGovernance Concern: Holds 2 full-time positions.
  • Mirae Asset Mutual Fundas per advisory recommendation (passive Voting)
  • PPFAS Mutual FundHolds 2 full-time positions
  • UTI Mutual FundR Venkataraman, 57, is the Joint Managing Director and Promoter of the company. He is liable to retire by rotation. R Venkataraman will not draw any remuneration from the IIFL Finance Limited. He serves as the Managing Director of IIFL Capital Services Limited (formerly IIFL Securities Limited), an IIFL group company, from which he draws his entire remuneration. Additionally, as per public disclosures, he also receives remuneration in his capacity as Managing Director of IIFL Facilities Services Limited, a wholly owned subsidiary of IIFL Capital Services Limited. Nevertheless, we believe executive remuneration must be aligned and linked to the performance of the company where they are directly responsible for driving the business. While we support the reappointment, lack of clarity on total remuneration drawn from group entities and responsibilities at each entity level, we are unable to support the resolution.

  11 for15 against
• Approval of appointment of Mr. Bibhu Prasad Kanungo (DIN: 07820090) as a Non-Executive Independent Director of the Company

  26 for0 against
• Approval of the appointment of M/s. Nilesh Shah & Associates as the Secretarial Auditor of the Company

  26 for0 against
• Approval of the issuance of Non-Convertible Securities on a private placement basis

  26 for0 against
• Approve existing as well as new material related party transactions with IIFL Home Finance Limited

  26 for0 against
• Approve existing as well as all new material related party transactions with IIFL Samasta Finance Limited

  ›Against Groww Mutual Fund

  • Groww Mutual FundCompliant with law. Governance Concern: Inadequate Justification as to how the Transaction benefits the Listed Entity. Transparency Concern: Inadequate disclosure w.r.t the basis of the arm’s length pricing.

  25 for1 against
• Approve existing and all new material related party transactions with IIFL Facilities Services Limited

  26 for0 against
• Approve existing as well as all new material related party transactions with IIFL Management Services Limited

  26 for0 against
• Approve existing as well as all new material related party transactions with IIFL Capital Services Limited

  26 for0 against
• Approve existing as well as all new material related party transactions with 5paisa Capital Limited

  25 for0 against

Mutual fund votes, meeting of 10 Dec 2024, 17 fund houses

• To appoint Ms. Nirma Anil Bhandari (DIN: 02212973) as a Non-Executive Independent Director of the Company

  ›Against Bandhan Mutual Fund, Edelweiss Mutual Fund, Groww Mutual Fund, Kotak Mahindra Mutual Fund, LIC Mutual Fund, Motilal Oswal Mutual Fund, Nippon India Mutual Fund

  • Bandhan Mutual Fund, Groww Mutual Fund, Motilal Oswal Mutual FundNo concern on the merits of the proposed appointee. The appointment is non-compliant with Companies Act, 2013and SEBI LODR 2015: Delayed shareholders’ approval. Additional Directorship ceased on 30th September, 2024 (date of AGM) as the appointment was valid only till the date of the said AGM
  • Edelweiss Mutual FundDelayed shareholders’ approval. Additional Directorship ceased on 30th September, 2024 (date of AGM) as the appointment was valid only till the date of the said AGM
  • Kotak Mahindra Mutual FundNo concern has been identified with the profile and time commitment of the director. However, the current appointment is non-compliant with Companies Act, 2013 and SEBI LODR 2015 on account of delayed shareholders approval for regularisation of directorship. The additional directorship of Ms. Nirma Anil Bhandari had ceased on 30th September, 2024 (date of AGM) and the company is proposing her appointment from 16th September 2024. Hence according to the law, the company should have taken the approval on the AGM on 30th September. Even though the management has presented its side stating that the appointment happened in a gap of less than 21 days but presently the law provides no remedy for appointments proposed in a gap of lesser than 21 days before AGM. Considering the current regulatory framework, and the proposed appointment is in non-compliance, voting against.
  • LIC Mutual FundNo concern on the merits of the proposed appointee. The appointment is non-compliant with Companies Act, 2013and SEBI LODR 2015: Delayed shareholders approval. Additional Directorship ceased on 30th September, 2024 (date of AGM) as the appointment was valid only till the date of the said AGM
  • Nippon India Mutual FundDelayed shareholders’ approval

  10 for7 against

Mutual fund votes, meeting of 30 Sep 2024, 17 fund houses

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

• To consider and adopt: n(a) The Audited Standalone Financial Statement(s) of the Company for the Financial Year ended March 31, 2024, together with the reports of the Board of Directors and Auditors thereon; andn(b) The Audited Consolidated Financial Statement(s) of the Company for the Financial Year ended March 31, 2024, together with Auditors' report thereon.MoreLess

  16 for0 against
• To appoint a Director in place of Mr. Nirmal Jain (DIN: 00010535), who retires by rotation and being eligible, offers himself for re-appointment

  17 for0 against
• To appoint M/s G. M. Kapadia & Co., as a Joint Statutory Auditor of the Company and fix their remuneration

  17 for0 against
• To approve an offer or invitation to subscribe to non-convertible debentures to be issued on a private placement basis

  17 for0 against
• To approve existing as well as new material related party transactions with IIFL Home Finance Limited

  17 for0 against
• To approve existing as well as new material related party transactions with IIFL Samasta Finance Limited

  17 for0 against
• To approve existing as well as new material related party transactions with IIFL Facilities Services Limited

  17 for0 against
• To approve existing as well as new material related party transactions with IIFL Management Services Limited

  17 for0 against
• To approve existing as well as new material related party transactions with IIFL Securities Limited

  17 for0 against
• To approve existing as well as new material related party transactions with 5Paisa Capital Limited

  17 for0 against
• To approve existing as well as new material related party transactions with FIH Mauritius Investments Limited

  17 for0 against

Mutual fund votes, meeting of 10 Jun 2024, 15 fund houses

• To appoint Mr. Nihar Niranjan Jambusaria n(DIN: 01808733) as a Non-Executive Independent Director of the Company n

  ›Against Axis Mutual Fund, DSP Mutual Fund, Navi Mutual Fund, Nippon India Mutual Fund

  • Axis Mutual FundNihar Niranjan Jambusaria, 65, is Senior Partner at N.N. Jambusaria & Co., a chartered accountancy firm. He was the President of the Institute of Chartered Accountants of India (ICAI) from 2021 to 2022 and Vice President from 2020 to 2021. We believe Nihar Jambusaria’s had some leadership issues at ICAI. Therefore, we do not support his appointment.
  • DSP Mutual Fund, Navi Mutual FundNihar Niranjan Jambusaria, 65, is Senior Partner at N.N. Jambusaria & Co., a chartered accountancy firm. He was the President of the Institute of Chartered Accountants of India (ICAI) from 2021 to 2022 and Vice President from 2020 to 2021. We raise concern over the oppressive behaviour of ICAI under his leadership. In February 2021, the ICAI issued an advisory to its members and student to not post negative comments about the institute on social media – the advisory suggested that for members, it would be cause of disciplinary action and for students, it could result in cancellation of registration. In April 2021, a student had to approach the High Court of Judicature for Rajasthan at Jodhpur (Rajasthan High Court) because she was “aggrieved by extreme oppressive action of a professional body-The Institute of Chartered Accountants of India”. According to the Rajasthan High Court, ICAI’s behaviour was “nothing short of a colorable exercise of powers” and “showcases vindictiveness of respondent Committee.”. Given this history, we believe Nihar Jambusaria’s leadership at ICAI did not display the maturity required for the position of an Independent Director in a listed company. Therefore, we do not support his appointment.
  • Nippon India Mutual FundProfile of the director

  11 for4 against
• To appoint Mr. Bijou Kurien (DIN: 01802995) as a Non-Executive Independent Director of the Company

  15 for0 against
• To appoint Mr. Arun Kumar Purwar (DIN: 00026383) as a Non-Executive Non-Independent Director of the Company

  ›Against Bandhan Mutual Fund, Groww Mutual Fund, Kotak Mahindra Mutual Fund, LIC Mutual Fund, Motilal Oswal Mutual Fund, Nippon India Mutual Fund

  • Bandhan Mutual Fund, Groww Mutual Fund, LIC Mutual Fund, Motilal Oswal Mutual FundNo concern on the profile and merit of the proposed appointee. Governance concern: No cooling off period has been served before appointment as NE-NID post completion of 2 terms as ID. Non-compliant with law: Approval should have been obtained prior to him being appointed as NED on the Board.
  • Kotak Mahindra Mutual FundEven though no concern has been identified with the time commitment and profile of the director. We believe that prior approval should have been taken for the re-appointment and continuation of Mr. Arun Kumar Purwar as NE-NID since he is above the age of 75 as per legal requirements. The resolution is non-compliant by the law according to the Regulation 17(1A) of the SEBI LODR Regulations. Hence voting against.
  • Nippon India Mutual FundNo cooling off period

  9 for6 against
• To appoint Mr. Gopalakrishnan Soundarajan n(DIN: 05242795) as a Non-Executive Non-Independent Director of the Companyn

  15 for0 against

Mutual fund votes, meeting of 5 Dec 2023, 9 fund houses

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

• To raise capital by way of a qualified institutions placement to eligible investors through an issuance of securities

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

  • Groww Mutual Fund, Motilal Oswal Mutual FundCompliant with Law. Governance concern: Significant dilution. No clarity regarding not opting for Rights Issue.
  • Nippon India Mutual FundLack of clarity

  5 for3 against
• To appoint Mr. T S Ramakrishnan (DIN: 09515616), as a Non-Executive (Nominee) Director of the Company.

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

  • Groww Mutual Fund, Motilal Oswal Mutual FundCompliant with Law. No concerns are identified on merit regarding the profile and time commitments of proposed appointee. Transparency Concern: Lack of clarity regarding representation on the Board by LIC.
  • Nippon India Mutual FundLack of clarity

  6 for3 against