J.B. Chemicals & Pharmaceuticals Lt (Delisted) MD, chairman, board of directors and AGM

Mutual fund votes, meeting of 23 Mar 2026, 30 fund houses

• To appoint Mr. Aman Mehta (DIN: 08174906) as a Director of the Company.

  30 for0 against
• To appoint Mr. Aman Mehta (DIN: 08174906) as Managing Director.

  30 for0 against
• To appoint Mr. Amal Kelshikar (DIN: 06378987) as a Non-Executive, Non-Independent Director.

  30 for0 against
• To appoint Mr. Hasmukh Patel (DIN: 11486584) as a Non-Executive, Non-Independent Director.

  30 for0 against
• To appoint Mr. Sudhir Menon (DIN: 09502215) as a Non-Executive, Non-Independent Director.

  30 for0 against

Mutual fund votes, meeting of 6 Aug 2025, 26 fund houses

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

• (a)Adoption of standalone audited financial statements for the year ended on March 31, 2025, and reports of Board of Directors and auditors’ thereon. (b) Adoption of consolidated audited financial statements for the year ended on March 31, 2025, and report of auditors’ thereon.MoreLess

  26 for0 against
• Confirmation of interim dividend of Rs. 8.50/- per equity share of face value Re. 1/- each, for the year ended on March 31, 2025.

  26 for0 against
• Declaration of final dividend of Rs. 7.00/- per equity share of face value Re. 1/- each, for the year ended on March 31, 2025.

  26 for0 against
• Re-appointment of Mr. Gaurav Trehan (DIN: 03467781) as a Director liable to retire by rotation.

  ›Against Axis Mutual Fund, Franklin Templeton Mutual Fund, HSBC Mutual Fund, Invesco Mutual Fund, Sundaram Mutual Fund

  • Axis Mutual Fund, Sundaram Mutual FundGaurav Trehan, 48, is Partner, Co-Head of KKR Asia Pacific, Head of the Asia – Pacific Private Equity business and Chief Executive Officer for KKR India. He represents Tau Investment Holdings Pte. Ltd. (KKR), the promoter on the board. He retires by rotation. Gaurav Trehan attended 63% (five out of eight) board meetings in FY25 and 65% (15 out of 23) board meetings over the last three years: we have a threshold of 75% attendance of the board meetings in the three years prior to re-appointment. Given the low board meeting attendance, we are unable to support his reappointment on the board.
  • Franklin Templeton Mutual FundA vote AGAINST the following nominee is warranted because Gaurav Trehan has failed to attend at least 75 percent of board meetings in the most recent fiscal year, without a satisfactory explanation.
  • HSBC Mutual FundA vote FOR all the nominees is warranted given the absence of any known issues concerning the nominees and the company's board and committee dynamics.
  • Invesco Mutual FundGaurav Trehan, 48, is Partner, Co-Head of KKR Asia Pacific, Head of the Asia – Pacific Private Equity business and Chief Executive Officer for KKR India. He represents Tau Investment Holdings Pte. Ltd. (KKR), the promoter on the board. He retires by rotation. Gaurav Trehan attended 63% (five out of eight) board meetings in FY25 and 65% (15 out of 23) board meetings over the last three years: we have a threshold of 75% attendance of the board meetings in the three years prior to re-appointment. Given the low board meeting attendance, we are unable to support his reappointment on the board. We do not support the resolution.

  21 for5 against
• Re-appointment of Deloitte Haskins & Sells LLP, Chartered Accountants, as Statutory Auditors of the Company

  ›Against Angel One Mutual Fund, Edelweiss Mutual Fund, Groww Mutual Fund, Helios Mutual Fund, Kotak Mahindra Mutual Fund, LIC Mutual Fund, Motilal Oswal Mutual Fund, Navi Mutual Fund, Nippon India Mutual Fund, PGIM India Mutual Fund

  • Angel One Mutual FundProposed audit fee payable to Statutory Auditors not disclosed.
  • Edelweiss Mutual Fund, Groww Mutual Fund, Helios Mutual Fund, Motilal Oswal Mutual Fund, Navi Mutual Fund, PGIM India Mutual FundNo issues on merits of the proposed Statutory Auditors. Non-Compliant with Regulation 36(5) of SEBI LODR: Proposed audit fee payable to Statutory Auditors not disclosed.
  • Kotak Mahindra Mutual FundDeloitte Haskins & Sells LLP were appointed as statutory auditors of the Company for five years from 23 December 2020 until the 2025 AGM. The company now proposes to reappoint them as statutory auditors for a second term of five years from the conclusion of the 2025 AGM till the conclusion of the 2030 AGM. The company has not disclosed the proposed auditor remuneration to shareholders, which is a regulatory requirement. Hence, we are voting against.
  • LIC Mutual FundConcerns over Proposed audit fee payable to Statutory Auditors not disclosed.
  • Nippon India Mutual FundNon disclosure of Proposed fee payable to Statuatory Auditors.

  16 for10 against
• Appointment of Mr. Ashwani Kumar Puri (DIN: 00160662) as Non- Executive Independent Director of the Company

  26 for0 against
• Reappointment of Mr. Sumit Bose (DIN: 03340616), as Non-Executive Independent Director of the Company

  26 for0 against
• Appointment of Ms. Richa Arora (DIN: 07144694) as Non-Executive Independent Director of the Company.

  26 for0 against
• Revision in remuneration of Mr. Nikhil Chopra (DIN: 07220097)- Chief Executive Officer and Whole-Time Director of the Company, for the period from April 1, 2025 to October 4, 2025.

  ›Against Angel One Mutual Fund, Edelweiss Mutual Fund, Groww Mutual Fund, Helios Mutual Fund, HSBC Mutual Fund, LIC Mutual Fund, Motilal Oswal Mutual Fund, Navi Mutual Fund, PGIM India Mutual Fund

  • Angel One Mutual Fund, LIC Mutual FundGovernance concern: Excessive perquisite value as per Granted Options.
  • Edelweiss Mutual Fund, Groww Mutual Fund, Helios Mutual Fund, Motilal Oswal Mutual Fund, Navi Mutual Fund, PGIM India Mutual FundCompliant with law. Governance concern: Excessive perquisite value as per Granted Options.
  • HSBC Mutual FundA vote AGAINST these resolutions is warranted in view of the following concerns in the executive'sremuneration:• He has been granted stock options, which are subject to vesting upon specified performance conditions,and he is entitled to variable pay components. The circular lacks disclosure on the specific performance metrics, threshold and target levels, that determine the vesting of options and the payouts under the variable pay element.• His remuneration (including stock options) in the past three years is deemed to be high.• The estimated remuneration of the executive is aggressively positioned against that of industry peers.

  17 for9 against
• Reappointment of Mr. Nikhil Chopra (DIN: 07220097) as Chief Executive Officer and Whole-time Director of the Company

  ›Against Angel One Mutual Fund, Bandhan Mutual Fund, Edelweiss Mutual Fund, Groww Mutual Fund, Helios Mutual Fund, HSBC Mutual Fund, Invesco Mutual Fund, LIC Mutual Fund, Motilal Oswal Mutual Fund, Navi Mutual Fund, PGIM India Mutual Fund

  • Angel One Mutual Fund, LIC Mutual FundGovernance concern: Excessive perquisite value as per Granted Options.
  • Bandhan Mutual Fund, Edelweiss Mutual Fund, Groww Mutual Fund, Helios Mutual Fund, Motilal Oswal Mutual Fund, Navi Mutual Fund, PGIM India Mutual FundCompliant with law. Governance concern: Excessive perquisite value as per Granted Options.
  • HSBC Mutual FundA vote AGAINST these resolutions is warranted in view of the following concerns in the executive'sremuneration:• He has been granted stock options, which are subject to vesting upon specified performance conditions,and he is entitled to variable pay components. The circular lacks disclosure on the specific performance metrics, threshold and target levels, that determine the vesting of options and the payouts under the variable pay element.• His remuneration (including stock options) in the past three years is deemed to be high.• The estimated remuneration of the executive is aggressively positioned against that of industry peers.
  • Invesco Mutual FundNikhil Chopra received Rs. 303.9 mn as remuneration in FY25 (including fair value of stock options granted in FY22). The cash component (fixed plus variable) of the proposed remuneration terms is capped at Rs. 100.0 mn per annum, of which 37% will be variable pay: this relatively low variable component offers limited alignment between executive compensation and company performance. The resolution does not address Nikhil Chopra’s eligibility for any additional stock option grants; the last award of 1.8 million options was made in FY22, with the final tranche expected to have vested on 1 April 2025. The board must confirm that the company will seek separate shareholder approval for any incremental stock options to be granted to Nikhil Chopra during the proposed term. In the absence of clarity with respect to stock option grants, we are unable to estimate the proposed compensation. Therefore, although we support Nikhil Chopra’s reappointment, we do not support the proposed remuneration. We do not support the resolution.

  15 for11 against
• Appointment of M/s. N L Bhatia & Associates, Practicing Company Secretary, as Secretarial Auditors of the Company

  ›Against Angel One Mutual Fund, Edelweiss Mutual Fund, Groww Mutual Fund, Helios Mutual Fund, Kotak Mahindra Mutual Fund, LIC Mutual Fund, Motilal Oswal Mutual Fund, Navi Mutual Fund, Nippon India Mutual Fund, PGIM India Mutual Fund

  • Angel One Mutual FundProposed fee payable to Secretarial Auditors not disclosed. Transparency Concern: Remuneration of outgoing auditor not disclosed, thus, material change, if any, with proposed audit fee cannot be ascertained.
  • Edelweiss Mutual Fund, Groww Mutual Fund, Helios Mutual Fund, Motilal Oswal Mutual Fund, Navi Mutual Fund, PGIM India Mutual FundNo concern on merit of the proposed Secretarial Auditors. Non-Compliant with Regulation 36(5) of SEBI LODR: Proposed fee payable to Secretarial Auditors not disclosed. Transparency Concern: Remuneration of outgoing auditor not disclosed, thus, material change, if any, with proposed audit fee cannot be ascertained.
  • Kotak Mahindra Mutual FundThe company proposes to appoint N L Bhatia & Associates as secretarial auditors for five years from 1 April 2025 to 31 March 2030. As per regulatory requirements, the company has not disclosed the proposed remuneration to the secretarial auditors. Hence, we do not support the resolution and voting against.
  • LIC Mutual FundConcerns over Proposed fee payable to Secretarial Auditors not disclosed. Transparency Concern: Remuneration of outgoing auditor not disclosed, thus, material change, if any, with proposed audit fee cannot be ascertained.
  • Nippon India Mutual FundNon disclosure of Proposed fee payable to Secretarial Auditors.

  16 for10 against
• Ratification of payment of remuneration of cost auditor

  26 for0 against
• Change in registered office of the Company

  25 for0 against
• Waiver of lock-in restrictions on transferability of the shares held by the Chief Executive Officer in case of a change in control under the ESOP Scheme

  26 for0 against

Mutual fund votes, meeting of 21 Aug 2024, 24 fund houses

• (a)Adoption of standalone audited financial statements for the year ended on March 31, 2024, and reports of Board of Directors and auditors’ thereon.n(b) Adoption of consolidated audited financial statements for the year ended on March 31, 2024, and report of auditors’ thereon.MoreLess

  24 for0 against
• Confirmation of interim dividend of Rs. 5.50/- per equity share of face value Re. 1/- each, for the year ended on March 31, 2024.

  24 for0 against
• Declaration of final dividend of Rs. 6.75/- per equity share of face value Re. 1/- each, for the year ended on March 31, 2024.

  24 for0 against
• Re-appointment of Mr. Prashant Kumar (DIN: 08342577) as a Director of the Company liable to retire by rotation.

  24 for0 against
• Approval of revision in remuneration of Mr. Nikhil Chopra (DIN: 07220097) Chief Executive Officer and Whole-Time Director of the Company, for the financial year 2024-25.

  ›Against Axis Mutual Fund, Bandhan Mutual Fund, Bank of India Mutual Fund, DSP Mutual Fund, Franklin Templeton Mutual Fund, Groww Mutual Fund, HSBC Mutual Fund, Invesco Mutual Fund, Motilal Oswal Mutual Fund, Nippon India Mutual Fund, NJ Mutual Fund, Sundaram Mutual Fund

  • Axis Mutual Fund, Bank of India Mutual Fund, DSP Mutual Fund, Sundaram Mutual FundNikhil Chopra Chief Executive Officer (CEO) has been on the board since October 2020. We estimate Nikhil Chopra’s FY25 remuneration at Rs. 304.9 mn. The proposed remuneration is higher than peers and high compared to the size of the company (~4.1% of FY24 PBT). The performance-based criteria disclosed in the original agreement does not form part of the amended agreement. Therefore, there is no clarity on the performance metrics that will determine his short and long-term variable pay. Also, stock options granted to Nikhil Chopra in FY22 in excess of 1% of paid-up share capital under the company’s 2021 ESOP plan can result in his remuneration exceeding 5% of profits in any given year during his current tenure
  • Bandhan Mutual Fund, Groww Mutual Fund, Motilal Oswal Mutual Fund, Nippon India Mutual FundCompliant with law. Governance concern: Excessive perquisite value as per Granted Options.
  • Franklin Templeton Mutual Fund, HSBC Mutual FundA vote AGAINST this resolution is warranted in view of the following concerns in the executive's remuneration: • The overall remuneration including stock options is deemed to be significantly higher than industry standards and market peers of commensurate scale and operations. • 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. • His remuneration (including stock options) in the past three years is deemed to be high. • The performance metrics, targets and thresholds for determining variable pay have not been disclosed.
  • Invesco Mutual FundNikhil Chopra Chief Executive Officer (CEO) has been on the board since October 2020. We estimate Nikhil Chopra’s FY25 remuneration at Rs. 304.9 mn. The proposed remuneration is higher than peers and high compared to the size of the company (~4.1% of FY24 PBT). The performance-based criteria disclosed in the original agreement does not form part of the amended agreement. Therefore, there is no clarity on the performance metrics that will determine his short and long-term variable pay. Also, stock options granted to Nikhil Chopra in FY22 in excess of 1% of paid-up share capital under the company’s 2021 ESOP plan can result in his remuneration exceeding 5% of profits in any given year during his current tenure This is in line with our ESG framework
  • NJ Mutual FundNikhil Chopra Chief Executive Officer (CEO) has been on the board since October 2020. We estimate Nikhil Chopra’s FY25 remuneration at Rs. 304.9 mn. The proposed remuneration is higher than peers and high compared to the size of the company (~4.1% of FY24 PBT). The performance-based criteria disclosed in the original agreement does not form part of the amended agreement. Therefore, there is no clarity on the performance metrics that will determine his short and long-term variable pay. Also, stock options granted to Nikhil Chopra in FY22 in excess of 1% of paid-up share capital under the company’s 2021 ESOP plan can result in his remuneration exceeding 5% of profits in any given year during his current tenure.

  12 for12 against
• Ratification of remuneration of cost auditor.

  24 for0 against

Mutual fund votes, meeting of 5 Jul 2024, 25 fund houses

• Appointment of Mr. Arun Duggal (DIN: 00024262) as a Non-Executive Independent Director of the Company

  25 for0 against

Mutual fund votes, meeting of 7 May 2024, 1 fund house

• To appoint Mr. Arun Duggal (DIN: 00024262) as a Non-Executive Independent Director of the Company.

  1 for0 against

Mutual fund votes, meeting of 7 Apr 2024, 26 fund houses

• To approve appointment of Mr. Akshay Tanna (DIN: 02967021) as Non-Executive, Non-Independent Director of the Company.

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

  • Bandhan Mutual Fund, Groww Mutual Fund, Motilal Oswal Mutual Fund, PGIM India Mutual FundNo concern identified w.r.t. the merits of the proposed appointee. Non-Compliant with SEBI LODR Regulations: Delayed approval of shareholders.
  • Kotak Mahindra Mutual FundNo concern has been identified with the profile, time commitments and attendance of Mr. Akshay Tanna . However, the Board has already appointed him as a Non-Executive Non Independent Director of the Company w.e.f. 7th November 2023. The approval of the same is being passed in the respective resolution. Therefore, more than three months have already passed before the approval for his appointment. This defies the Regulation 17(1C) of the SEBI LODR Regulations. The resolution is non-compliant by the law and doesn t adhere to the provisions of Companies Act, 2013. Hence voting against.
  • Mahindra Manulife Mutual FundNo concern identified w.r.t. the merits of the proposed appointee. Non-Compliant with SEBI LODR Regulations: Delayed approval of shareholders. The Company could have taken approval for his appointment as NED on the Board in its Postal Ballot dtd. 20th December, 2023.
  • Nippon India Mutual FundDelayed Shareholder approval

  19 for7 against