LMW MD, chairman, board of directors and AGM

Mutual fund votes, meeting of 17 Jul 2025, 10 fund houses

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

• Adoption of the audited standalone and consolidated financial statements of the company including Statement of Profit and Loss (including other Comprehensive Income) along with statement of cash flows and the Statement of Changes in Equity for the financial year ended 31st March 2025, the Balance sheet as at that date, together with the reports of the Board of Directors and the Auditors thereonMoreLess

  10 for0 against
• Declaration of Dividend for the financial year ended 31st March 2025

  9 for0 against
• Re-appointment of Sri. Jaidev Jayavarthanavelu (DIN: 07654117) as a Director on retirement by rotation

  ›Against Mirae Asset Mutual Fund

  • Mirae Asset Mutual FundAs per advisory recommendation (Passive holding)

  9 for1 against
• Appointment of MDS & Associates LLP, Company Secretaries as Secretarial Auditors of the Company for a first term of five (5) consecutive financial years commencing from the financial year 2025-26

  10 for0 against
• Ratification of remuneration payable to Sri. A N Raman (Membership No: 5359), Cost Auditor of the Company for the financial year 2025-2026

  10 for0 against
• Approval for material related party transactions to be entered into with Lakshmi Electrical Control Systems Limited

  ›Against Angel One Mutual Fund, Bandhan Mutual Fund, Groww Mutual Fund, Motilal Oswal Mutual Fund, Nippon India Mutual Fund

  • Angel One Mutual FundGovernance & Transparency Concern: Non-Disclosure of Basis of Arm’s Length Pricing.
  • Bandhan Mutual Fund, Groww Mutual Fund, Motilal Oswal Mutual FundCompliant with law. Governance & Transparency Concern: Non-Disclosure of Basis of Arm’s Length Pricing.
  • Nippon India Mutual FundNon-Disclosure of Basis of Arm’s Length Pricing.

  5 for5 against

Mutual fund votes, meeting of 12 Dec 2024, 10 fund houses

• Appointment of Dr. Deepali Pant Joshi (DIN: 07139051) as an Independent Director of the Company

  ›Against Bandhan Mutual Fund, Groww Mutual Fund, Motilal Oswal Mutual Fund

  • Bandhan Mutual Fund, Groww Mutual Fund, Motilal Oswal Mutual FundNo concern identified on the merits of proposed appointee. Non-Compliant with SEBI (LODR), 2015 & Companies Act, 2013: Terms and Conditions of appointment of proposed ID not disclosed on the website of the Company.

  7 for3 against

Mutual fund votes, meeting of 12 Sep 2024, 6 fund houses

• Item 1, as a fund house numbered it

  ›Against Taurus Mutual Fund

  • Taurus Mutual FundJaidev Jayavarthanavelu, 26, is part of the promoter family and a Whole time Director on the board of Lakshmi Machine Works Limited. The company proposes to appoint him as Executive Director/any other such position of LMW Holding Limited, a wholly owned subsidiary, from 23 September 2024 – he will step down as Whole-time Director of Lakshmi Machine Works Limited w.e.f. 20 September 2024. However, he will continue to serve on LMW’s Board as a Non-Executive Non-Independent Director. He will be paid an annual fixed remuneration of up to Rs. 19.3 mn which includes salary, furnished accommodation and company car with chauffer. Apart from this, he will also be eligible for commission at 3% of net profits of LMW Holdings Limited, which we believe is high. Since LMWHL has been recently incorporated, we do not have a track record of their financial performance and hence are unable to determine the commission payable to Jaidev Jayavarthanavelu and as a result are unable to ascertain his overall compensation. His commission component is open ended and as a consequence his entire remuneration structure is open ended. We expect the company to cap the commission payable to him in absolute amounts. Further, there is no disclosure on the validity of his appointment i.e., his appointment as ED of LMW Holdings Limited is valid in perpetuity. The company must also disclose granular details regarding his role and responsibilities as Executive Director. Given the lack of clarity, we do not support the resolution.

  0 for1 against
• Appointment of Sri Jaidev Jayavarthanavelu, a related party of the Company, to hold an office or place of profit as an Executive Director or such other designation as may be decided in LMW Holding Limited, a wholly owned subsidiary of the Company with effect from 23rd September 2024.MoreLess

  ›Against Mahindra Manulife Mutual Fund, Nippon India Mutual Fund

  • Mahindra Manulife Mutual FundJaidev Jayavarthanavelu, 26, is part of the promoter family and a Whole time Director on the board of Lakshmi Machine Works Limited. The company proposes to appoint him as Executive Director/any other such position of LMW Holding Limited, a wholly owned subsidiary, from 23 September 2024 – he will step down as Whole-time Director of Lakshmi Machine Works Limited w.e.f. 20 September 2024. However, he will continue to serve on LMW’s Board as a Non-Executive Non-Independent Director. He will be paid an annual fixed remuneration of up to Rs. 19.3 mn which includes salary, furnished accommodation and company car with chauffer. Apart from this, he will also be eligible for commission at 3% of net profits of LMW Holdings Limited, which we believe is high. Since LMWHL has been recently incorporated, we do not have a track record of their financial performance and hence are unable to determine the commission payable to Jaidev Jayavarthanavelu and as a result are unable to ascertain his overall compensation. His commission component is open ended and as a consequence his entire remuneration structure is open ended. We expect the company to cap the commission payable to him in absolute amounts. Given the lack of clarity, we do not support the resolution.
  • Nippon India Mutual FundCompliant with law. Governance & Transparency Concern: Inadequate disclosures regarding the basis of arriving at the proposed pay and how is stated to be at arm’s length basis. Fairness cannot be ascertained. No absolute cap on the variable pay proposed.

  2 for2 against
• Approve Appointment and Remuneration of Jaidev Jayavarthanavelu as Executive Director

  1 for0 against

Mutual fund votes, meeting of 31 Jul 2024, 6 fund houses

• Item 1, as a fund house numbered it

  1 for0 against
• Item 2, as a fund house numbered it

  1 for0 against
• Item 3, as a fund house numbered it

  1 for0 against
• Item 4, as a fund house numbered it

  1 for0 against
• Item 5, as a fund house numbered it

  1 for0 against
• Item 6, as a fund house numbered it

  1 for0 against
• Item 7, as a fund house numbered it

  1 for0 against
• Item 8, as a fund house numbered it

  ›Against Taurus Mutual Fund

  • Taurus Mutual FundSanjay Jayavarthanavelu, 53, is Promoter CMD and has been on the board since 1993. The proposed remuneration to Sanjay Jayavarthanavelu is estimated at ~ Rs. 232.7 mn. His remuneration, given the overall size of the business and peers, is high. The commission is open ended at 4% of net profits: the company must cap the commission in absolute amounts and define performance metrics that determine variable pay.

  0 for1 against
• Item 9, as a fund house numbered it

  1 for0 against
• Item 10, as a fund house numbered it

  1 for0 against
• Accept Financial Statements and Statutory Reports

  1 for0 against
• Approve Continuation of Appointment of S Pathy as Non-Executive and Non-Independent Director

  ›Against HSBC Mutual Fund

  • HSBC Mutual FundA vote AGAINST the nominee is warranted because the board independence norms are not met (based on our reclassification), and S Pathy is a non-independent director nominee.

  0 for1 against
• Approve Dividend

  1 for0 against
• Approve Payment of Commission to Non-Executive Directors

  1 for0 against
• Approve Payment of Remuneration to Sanjay Jayavarthanavelu as Chairman and Managing Director

  ›Against HSBC Mutual Fund

  • HSBC Mutual FundThe commission element, which forms a major portion of Sanjay Jayavarthanavelu's total pay, does not have an absolute cap, making his remuneration structure open-ended.There are no disclosures on the performance thresholds and targets that the executive must meet to receive this commission. This may lead to executive rewards not being aligned with the overall shareholder experience.The proposal will enable the executive to be paid his full remuneration, including variable pay, even in the event of loss or inadequate profits of the company.The overall pay quantum is high and not commensurate with industry peers, size and scale of company's operations.

  0 for1 against
• Approve Remuneration of Cost Auditors

  1 for0 against
• Change Company Name from "Lakshmi Machine Works Limited" to "LMW Limited"

  1 for0 against
• Continuation of Directorship of Sri S Pathy (DIN: 00013899) as a Non-Executive and Non-Independent Director of the Company, liable to retire by rotation, on the Board of the Company notwithstanding him attaining the age of 75 years on 17th November 2024.MoreLess

  4 for0 against
• Elect Pushya Sitaraman as Director

  1 for0 against
• Elect Venkataramani Anantharamakrishnan as Director

  1 for0 against
• Payment of commission of a sum not exceeding 1% of the Net Profits of the Company computed in the manner as specified under Section 198 of the Companies Act, 2013 subject to a maximum limit of Rs. 1,00,00,000/- per annum, to be paid and distributed amongst the Non-Executive Directors of the Company or some or any of them in such amounts or proportions and in such manner and in all respects as may be decided by the Board of Directors (including any Committees thereof ) of the Company, for a term of three (3) financial years commencing from 1st April 2024.MoreLess

  4 for0 against
• Payment of remuneration to Sri Sanjay Jayavarthanavelu (DIN: 00004505), Chairman and Managing Director of the Company for a period of 2 years from 1st April 2025 till the remaining period of his present term (i.e., up to 31st March 2027).MoreLess

  ›Against Nippon India Mutual Fund

  • Nippon India Mutual FundNo absolute cap on variable pay

  3 for1 against
• Ratification of Remuneration of Rs. 7,00,000/- per annum exclusive of applicable taxes and reimbursement of out - of - pocket expenses payable to Sri A N Raman (Membership No: 5359) Cost Accountant, Chennai, who was appointed as Cost Auditor by the Board of Directors of the Company on the recommendation of the Audit Committee, to conduct the audit of the cost accounting records of the Company for the financial Year 2024 - 25.MoreLess

  4 for0 against
• Reelect S Pathy as Director

  ›Against HSBC Mutual Fund

  • HSBC Mutual FundA vote AGAINST the nominee is warranted because the board independence norms are not met (based on our reclassification), and S Pathy is a non-independent director nominee.

  0 for1 against
• To appoint a Director in the place of Sri S Pathy (DIN: 00013899), who retires by rotation and being eligible, offers himself for re-appointment.

  4 for0 against
• To consider and approve changing the name of the Company from Lakshmi Machine Works Limited to LMW Limited.

  4 for0 against
• To consider and approve the appointment of Smt Pushya Sitaraman (DIN: 06537196) as an Independent Woman Director of the Company to hold office for a term of five (5) consecutive years with effect from 5th August 2024 and is not liable to retire by rotation.MoreLess

  4 for0 against
• To consider and approve the appointment of Sri Venkataramani Anantharamakrishnan (DIN: 00277816) as an Independent Director of the Company to hold office for a term of five (5) consecutive years with effect from 5th August 2024 and is not liable to retire by rotation.MoreLess

  4 for0 against
• To declare a Dividend.

  4 for0 against
• To receive, consider and adopt standalone and consolidated Annual Financial Statements including Statement of Profit and Loss (including Other Comprehensive Income), along with the Statement of Cash Flow and the Statement of Changes in Equity for the financial year ended 31st March 2024, the Balance Sheet as at that date, the Report of the Board of Directors and the Auditors thereon.MoreLess

  4 for0 against

Mutual fund votes, meeting of 16 Dec 2023, 8 fund houses

• 1) Appoint M Sankar (DIN: 10362673) as Director from 25 October 2023, liable to retire by rotation.

  1 for0 against
• 2) Appoint M Sankar (DIN: 10362673) as Whole-time Director designated as Director Operations for three years from 25 October 2023 and fix his remuneration as minimum remuneration.

  1 for0 against
• Appointment of Sri M Sankar (DIN: 10362673) as a Director of the Company, liable to retire by rotation.

  6 for0 against
• Appointment of Sri M Sankar (DIN: 10362673) as Wholetime Director (designated as Director Operations) of the Company for a period 3 years commencing from 25th October 2023 and including remuneration.

  6 for0 against
• Approve Appointment and Remuneration of as M Sankar as Wholetime Director (designated as Director Operations)

  1 for0 against
• Elect M Sankar as Director

  1 for0 against

Mutual fund votes, meeting of 31 Jul 2023, 7 fund houses

• 1) Adoption of Audited Standalone and Consolidated Financial Statements for the year ended 31st March, 2023 and the Reports of the Directors and Auditors thereon.

  1 for0 against
• 2) To declare dividend on equity shares for FY23.

  1 for0 against
• 3) Not to fill casual vacancy caused by the retirement of K. Soundhar Rajhan (DIN: 07594186).

  1 for0 against
• 4) Approve material related party transactions up to Rs. 6.0 bn with Lakshmi Electrical Control Systems Limited, a promoter group company, from the conclusion of the FY23 AGM till the conclusion of the FY24 AGM.MoreLess

  1 for0 against
• 5) Appoint Jaidev Jayavarthanavelu (DIN: 07654117) as Whole time Director for five years from 7 August 2023 and fix his remuneration as minimum remuneration and in excess of regulatory limits.

  1 for0 against
• 6) Ratify remuneration of Rs. 700,000 payable to A N Raman as cost auditors for FY24.

  1 for0 against
• Accept Financial Statements and Statutory Reports

  1 for0 against
• Appointment of Sri Jaidev Jayavarthanavelu (DIN: 07654117), as Whole-time Director of the Company for a period of 5 (Five) years commencing from 7th August 2023 including remuneration.

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

  • HDFC Mutual FundWe believe that he does not have the requisite experience to be inducted in the board.
  • Motilal Oswal Mutual FundCompliant with law. Concern identified with director profile. Lack of adequate experience to be appointed as Whole-time Director & inducted into the Board.
  • Nippon India Mutual FundLack of adequate experience

  2 for3 against
• Approve Appointment and Remuneration of Jaidev Jayavarthanavelu as Whole-Time Director

  ›Against HSBC Mutual Fund

  • HSBC Mutual FundWe have concerns about insufficient independence on the boardQuestions could be raised around Jaidev Jayavarthanavelu's potential contribution to the board, given his limited relevant work experience. There is lack of clarity on the relevant skills and experience to be on the board of the company.

  0 for1 against
• Approve Dividend

  1 for0 against
• Approve Material Related Party Transactions with Lakshmi Electrical Control Systems Limited

  1 for0 against
• Approve Remuneration of Cost Auditors

  1 for0 against
• Approve that the Vacancy on the Board Not be Filled From the Retirement of K Soundhar Rajhan

  1 for0 against
• Approve the material related party transactions to be entered with Lakshmi Electrical Control Systems Limited for an amount not exceeding Rs.600 Crores.

  5 for0 against
• Ratification of remuneration of Rs.7,00,000/- per annum exclusive of applicable taxes and reimbursement of out-of-pocket expenses payable to Sri A N Raman (Membership No: 5359) Cost Accountant, Chennai, who was appointed as Cost Auditor by the Board of Directors of the Company on the recommendation of the Audit Committee, to conduct the audit of the cost accounting records of the Company for the financial year 2023-24.MoreLess

  5 for0 against
• To declare a Dividend.

  5 for0 against
• To note the retirement of Sri K Soundhar Rajhan (DIN: 07594186), who retires by rotation, though eligible, does not offer himself for reappointment and the vacancy so caused on the Board not to be filled up at this Annual General Meeting.MoreLess

  5 for0 against
• To receive, consider and adopt standalone and consolidated Annual Financial Statements including Statement of Profit and Loss (including Other Comprehensive Income), along with the Statement of Cash Flows and the Statement of Changes in Equity for the financial year ended 31st March 2023, the Balance Sheet as at that date, the Report of the Board of Directors and the Auditors thereon.MoreLess

  5 for0 against