Mahindra & Mahindra CEO, MD, chairman, board of directors and AGM

Mutual fund votes, meeting of 31 Jul 2025, 40 fund houses

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

• Consideration and Adoption of the Audited Standalone Financial Statements of the Company for the Financial Year ended 31st March, 2025 and the Reports of the Board of Directors and Auditors thereon

  39 for0 against
• Consideration and Adoption of the Audited Consolidated Financial Statements of the Company for the Financial Year ended 31st March, 2025 and the Report of the Auditors thereon

  39 for0 against
• Declaration of Dividend on Ordinary (Equity) Shares

  33 for0 against
• Re-appointment of Mr. Rajesh Jejurikar, as a Director liable to retire by rotation

  40 for0 against
• Re-appointment of Mr. Anand G. Mahindra, as a Director liable to retire by rotation

  40 for0 against
• Revision in terms of Remuneration to Mr. Anand G. Mahindra, Non-Executive Chairman of the Company

  39 for0 against
• Re-appointment of Ms. Nisaba Godrej as an Independent Director

  ›Against Angel One Mutual Fund, Bank of India Mutual Fund, Groww Mutual Fund, Helios Mutual Fund, Motilal Oswal Mutual Fund, Navi Mutual Fund, PGIM India Mutual Fund, Zerodha Mutual Fund

  • Angel One Mutual FundGovernance Concern: Ms. Nisaba Godrej was originally appointed in place of a retiring Independent Director, who is related to her being member of her family. There was another case of similar appointment. It appears that one of the Board seats for Independent Directors have been reserved for Godrej family member; in other words, the position of Independent Directors is akin to ex-officio positions for this family.
  • Bank of India Mutual Fund, Groww Mutual Fund, Helios Mutual Fund, Motilal Oswal Mutual Fund, Navi Mutual Fund, PGIM India Mutual Fund, Zerodha Mutual FundCompliant with law. No concern on merit of proposed appointee. Governance Concern: Ms. Nisaba Godrej was originally appointed in place of a retiring ID, who is related to her being member of her family. There was another case of similar appointment. It appears that one of the Board seats for IDs have been reserved for Godrej family member; in other words, the position of IDs is akin to ex-officio positions for this family.

  32 for8 against
• Re-appointment of Mr. Muthiah Murugappan as an Independent Director

  ›Against Angel One Mutual Fund, Bank of India Mutual Fund, Groww Mutual Fund, Helios Mutual Fund, Motilal Oswal Mutual Fund, Navi Mutual Fund, PGIM India Mutual Fund, Zerodha Mutual Fund

  • Angel One Mutual FundGovernance Concern: Mr. Murugappan was originally appointed in place of a retiring Independent Director, who is related to him being member of his family. There was another case of similar appointment. It appears that one of the Board seats for Independent Directors have been reserved for Murugappan family member; in other words, the positions of Independent Director is akin to ex-officio positions for this family.
  • Bank of India Mutual Fund, Groww Mutual Fund, Helios Mutual Fund, Motilal Oswal Mutual Fund, Navi Mutual Fund, PGIM India Mutual Fund, Zerodha Mutual FundCompliant with law. No concern on merit of proposed appointee. Governance Concern: Mr. Murugappan was originally appointed in place of a retiring ID, who is related to him being member of his family. There was another case of similar appointment. It appears that one of the Board seats for IDs have been reserved for Murugappan family member; in other words, the positions of ID is akin to ex-officio positions for this family.

  32 for8 against
• Ratification of Remuneration to Cost Auditors

  39 for0 against
• Appointment of M/s. Parikh & Associates, Practicing Company Secretaries as Secretarial Auditor of the Company

  40 for0 against
• Material Modification of earlier approved Material Related Party Transactions between the Company and Mahindra Electric Automobile Limited a Subsidiary of the Company

  36 for0 against
• Approval for Material Related Party Transactions pertaining to Subsidiaries of the Company

  36 for0 against

Mutual fund votes, meeting of 31 Jul 2024, 35 fund houses

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

• Consideration and Adoption of the Audited Standalone Financial Statements of the Company for the Financial Year ended 31st March, 2024 and the Reports of the Board of Directors and Auditors thereon

  32 for0 against
• Consideration and Adoption of the Audited Consolidated Financial Statements of the Company for the Financial Year ended 31st March, 2024 and the Report of the Auditors thereon

  32 for0 against
• Declaration of Dividend on Ordinary (Equity) Shares

  30 for0 against
• Re-appointment of Dr. Anish Shah (DIN: 02719429), as a Director liable to retire by rotation

  7 for0 against
• Ratification of Remuneration payable to Messrs D. C. Dave & Co., Cost Accountants (Firm Registration No. 000611), appointed as the Cost Auditors of the Company for the Financial Year ending 31st March, 2025MoreLess

  32 for0 against
• Revision in the terms of Remuneration of Mr. Anand G. Mahindra (DIN: 00004695), Non-Executive Chairman of the Company

  34 for0 against
• Appointment of Mr. Sat Pal Bhanoo (DIN: 10482731) as a Non-Executive Non- Independent Director

  ›Against HSBC Mutual Fund

  • HSBC Mutual FundWe have concerns about insufficient independence on the board.

  34 for1 against
• Appointment of Mr. Ranjan Pant (DIN: 00005410) as a Non-Executive Non- Independent Director

  ›Against HSBC Mutual Fund

  • HSBC Mutual FundWe have concerns about insufficient independence on the board.

  33 for1 against
• Appointment of Ms. Padmasree Warrior (DIN: 10387032) as an Independent Director

  35 for0 against
• Re-appointment of Ms. Shikha Sharma (DIN: 00043265) as an Independent Director

  34 for0 against
• Re-appointment of Dr. Anish Shah (DIN: 02719429) as Managing Director and Chief Executive Officer of the Company designated as “Group CEO and Managing Director” with effect from 1st April, 2025 to 31st March, 2030 and his remunerationMoreLess

  ›Against Sundaram Mutual Fund

  • Sundaram Mutual FundDr. Anish Shah, 54, was appointed as the Managing Director and Chief Executive Officer from 2 April 2022. The board proposes to reappoint him as Managing Director and Chief executive Officer designated as group CEO and managing Director for five years from 1 April 2025. We recognize the company’s performance has improved during Dr. Anish Shah’s tenure as Managing Director and CEO. While we support his reappointment, we are unable to support the resolution due to concerns over his remuneration structure. Dr. Anish Shah’s remuneration for FY24 was Rs. 228.9 mn, including stock options. His proposed terms include stock option grant, which have been capped at 0.1% of outstanding equity shares. This is a departure from earlier terms, where the company had capped the perquisite value of stock options. Since the proposed cap on the quantum of stock options is considerably high, we cannot rely on the past trajectory of stock options granted to him. Thus, we have assumed he will be granted the maximum stock options allowed the proposed terms. We estimate his annual remuneration in the range of Rs. 925.4 mn – Rs. 1,073.7 mn, which includes fair value of stock options at Rs. 678.2 mn. We consider RSUs with time-based vesting as assured pay – accordingly, we raise concern over the structure in that variable or performance pay accounts for less than 10% of total pay. Thus, we do not support the resolution.

  8 for1 against
• Re-appointment of Mr. Rajesh Jejurikar (DIN: 00046823) as Whole-time Director of the Company designated as “Executive Director and CEO (Auto and Farm Sector)” of the Company with effect from 1st April, 2025 to 24th June, 2029 and his remunerationMoreLess

  ›Against Bank of India Mutual Fund, HDFC Mutual Fund, HSBC Mutual Fund, Invesco Mutual Fund, Mirae Asset Mutual Fund, Sundaram Mutual Fund

  • Bank of India Mutual FundRajesh Jejurikar, 58, was appointed as Whole-time Director designated as Executive Director (Auto and farms Sector) from 1 April 2021. The board proposes to reappoint him as Whole-time Director designated as Executive Director (Auto and Farm Sector) for four years from 1 April 2025. We recognize the company’s performance has improved during Rajesh Jejurikar’s tenure as Whole-time Director. While we support his reappointment, we are unable to support the resolution due to concerns over his remuneration structure. Rajesh Jejurikar’s remuneration for FY24 was Rs. 192.9 mn, including stock options. His proposed terms include stock option grant, which have been capped at 0.1% of outstanding equity shares. This is a departure from earlier terms, where the company had capped the perquisite value of stock options. Since the proposed cap on the quantum of stock options is considerably high, we cannot rely on the past trajectory of stock options granted to him. Thus, we have assumed he will be granted 80% of the maximum stock options allowed the proposed terms. We estimate his annual remuneration in the range of Rs. 828.0 – Rs. 1,137.7 mn, which includes fair value of stock options at Rs. 678.2 mn. We consider RSUs with time-based vesting as assured pay – accordingly, we raise concern over the structure in that variable or performance pay accounts for less than 20% of total pay. Thus, we do not support the resolution.
  • HDFC Mutual FundThe proposed remuneration is high considering the size and complexity of the business
  • HSBC Mutual FundWe have concerns about insufficient independence on the board.
  • Invesco Mutual Fund, Sundaram Mutual FundRajesh Jejurikar, 58, was appointed as Whole-time Director designated as Executive Director (Auto and farms Sector) from 1 April 2021. The board proposes to reappoint him as Whole-time Director designated as Executive Director (Auto and Farm Sector) for four years from 1 April 2025. We recognize the company’s performance has improved during Rajesh Jejurikar’s tenure as Whole-time Director. While we support his reappointment, we are unable to support the resolution due to concerns over his remuneration structure. Rajesh Jejurikar’s remuneration for FY24 was Rs. 192.9 mn, including stock options. His proposed terms include stock option grant, which have been capped at 0.1% of outstanding equity shares. This is a departure from earlier terms, where the company had capped the perquisite value of stock options. Since the proposed cap on the quantum of stock options is considerably high, we cannot rely on the past trajectory of stock options granted to him. Thus, we have assumed he will be granted 80% of the maximum stock options allowed the proposed terms. We estimate his annual remuneration in the range of Rs. 828.0 – Rs. 940.3 mn, which includes fair value of stock options at Rs. 678.2 mn. We consider RSUs with time-based vesting as assured pay – accordingly, we raise concern over the structure in that variable or performance pay accounts for less than 10% of total pay. Thus, we do not support the resolution.
  • Mirae Asset Mutual FundAs per advisory recommendation (Passive holding)

  28 for6 against
• Material Modification of earlier approved Material Related Party Transactions between the Company and Mahindra Electric Automobile Limited, a Subsidiary of the Company

  34 for0 against
• Approval for Material Related Party Transactions pertaining to Subsidiaries of the Company

  30 for0 against

Mutual fund votes, meeting of 4 Aug 2023, 28 fund houses

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

• Consideration and adoption of the Audited Standalone Financial Statements of the Company for the Financial Year ended 31st March, 2023 and the Reports of the Board of Directors and Auditors thereon

  27 for0 against
• Consideration and adoption of the Audited Consolidated Financial Statements of the Company for the Financial Year ended 31st March, 2023 and the Report of the Auditors thereon

  27 for0 against
• Declaration of Dividend on Ordinary (Equity) Shares

  26 for0 against
• Re-appointment of Mr. Vijay Kumar Sharma (DIN:02449088), as a Director liablento retire by rotation

  ›Against HSBC Mutual Fund

  • HSBC Mutual FundWe have concerns about insufficient independence on the board.

  25 for1 against
• Re-appointment of Mr. Anand G. Mahindra (DIN:00004695), as a Director liablento retire by rotation

  ›Against HSBC Mutual Fund

  • HSBC Mutual FundWe have concerns about insufficient independence on the board.

  25 for1 against
• Payment of Remuneration to Mr. Anand G. Mahindra (DIN:00004695) as Non-Executive Chairman of the Company for the Financial Year 2023-24

  ›Against HSBC Mutual Fund

  • HSBC Mutual FundNon-executive directors participate in performance-based incentive schemes.

  25 for1 against
• Ratification of Remuneration payable to Messrs D. C. Dave & Co., Cost Accountants (Firm Registration No. 000611), appointed as the Cost Auditors of the Company for the Financial Year ending 31st March, 2024MoreLess

  26 for0 against
• Revision in the terms of remuneration of Dr. Anish Shah (DIN:02719429), Managing Director and Chief Executive Officer of the Company

  ›Against HSBC Mutual Fund

  • HSBC Mutual FundThe performance criteria and vesting periods for the LTIP are not disclosed.

  25 for1 against
• Revision in the terms of remuneration of Mr. Rajesh Jejurikar (DIN:00046823), Executive Director and CEO (Automotive and Farm Sector) of the Company

  ›Against HSBC Mutual Fund

  • HSBC Mutual FundThe performance criteria and vesting periods for the LTIP are not disclosed.

  25 for1 against
• Amendment to the Articles of Association of the Company

  26 for0 against
• Approval for Material Related Party Transactions between the Company and its Subsidiaries/Associate

  ›Against 360 One Mutual Fund, Bandhan Mutual Fund, Bank of India Mutual Fund, JM Financial Mutual Fund, Kotak Mahindra Mutual Fund, Mirae Asset Mutual Fund, Motilal Oswal Mutual Fund, Nippon India Mutual Fund, NJ Mutual Fund, PGIM India Mutual Fund, Sundaram Mutual Fund

  • 360 One Mutual Fund, Bandhan Mutual Fund, JM Financial Mutual Fund, Motilal Oswal Mutual Fund, PGIM India Mutual FundNon-Compliant with SEBI LODR Regulations: Omnibus approval sought for more than 1 year.
  • Bank of India Mutual Fund, Sundaram Mutual FundMahindra and Mahindra Limited propose to enter transactions with identified subsidiaries / associates for five years from FY24. The annual transaction limits have been capped as a percentage of M&M’s consolidated turnover or absolute limits, whichever is higher. While the proposed limits are higher than the existing level of transactions, we recognize that the approval is for a five-year period and additional headroom is required considering the growth plans of the related parties. The proposed transactions are in the ordinary course of business and at arm’s length price. The nature of proposed transactions is enabling – including sale/purchase of plants, property and equipment and any other transfer of resources. We raise concerns that M&M will be allowed to sell/transfer any securities held by the company in its subsidiaries annually to Sustainable Energy Infrastructure Trust upto Rs. 8.5 bn or 0.85% of annual consolidated turnover, whichever is higher. The company should seek shareholders’ approval when there is clarity on the valuation and consideration for the sale/transfer.
  • Kotak Mahindra Mutual FundM&M group subsidiary, which is into development of renewable assets is seeking approval for transfer of the assets to InviT on an on-going basis to unlock value. While the intent maybe right in spirit, it is not the best industry practice to take blanket approval (though capped) for 4 years in advance. In Infrastructure domain, it is normal for asset churn post commercialisation and on many such past precedents, the companies have obtained shareholder s approval post taking valuation report on board at the time of such transfer. It is not the best of the practice to take an approval with pre-decided cap and for fixed number of years. Hence voting against .
  • Mirae Asset Mutual FundAs per advisory recommendation (Passive holding)
  • Nippon India Mutual FundOmnibus approval for more than one year
  • NJ Mutual FundOmnibus approval sought for >1 year

  13 for11 against
• Approval for Material Related Party Transactions pertaining to a Subsidiary of the Company

  ›Against 360 One Mutual Fund, Bandhan Mutual Fund, Bank of India Mutual Fund, JM Financial Mutual Fund, Kotak Mahindra Mutual Fund, Mirae Asset Mutual Fund, Motilal Oswal Mutual Fund, Nippon India Mutual Fund, NJ Mutual Fund, PGIM India Mutual Fund

  • 360 One Mutual Fund, Bandhan Mutual Fund, JM Financial Mutual Fund, Motilal Oswal Mutual Fund, PGIM India Mutual FundNon-Compliant with SEBI LODR Regulations: Omnibus approval sought for more than 1 year.
  • Bank of India Mutual FundMSPL is a 70% indirect subsidiary of M&M. SEIT is a proposed InvIT with MSPL and Ontario Teachers’ as sponsors. The setting up of the InvIT is part of the larger partnership between Mahindra Group and Ontario Teachers’ in the renewables energy sector. The partnership will enable M&M to unlock value in the Renewable Energy Business, significantly scale up the platform by continuing to invest along with Ontario Teachers'. MSPL plans to add 5.5 GWP of renewable assets over the next five years, which it will sell to SEIT (after holding it for 1 – 2 years). The proposed transactions are enabling in nature and include transactions for sale/ transfer of securities held by MSPL in its subsidiaries and any transfer of resources, services or obligations including repayment of obligations by SEIT on behalf of its subsidiaries. We raise concerns that MEPL will be allowed to sell/transfer any securities held by the company in its subsidiaries annually to Sustainable Energy Infrastructure Trust upto Rs. 27.0 bn or 2.7% of annual consolidated turnover, whichever is higher. The company should seek shareholders’ approval when there is clarity on the valuation and consideration of the sale/transfer. The overall limit of Rs. 35.0 bn (for sale/transfer of securities and transfer of resources) is high at 883% of MSPL’s revenues.
  • Kotak Mahindra Mutual FundM&M group subsidiary, which is into development of renewable assets is seeking approval for transfer of the assets to InviT on an on-going basis to unlock value. While the intent maybe right in spirit, it is not the best industry practice to take blanket approval (though capped) for 4 years in advance. In Infrastructure domain, it is normal for asset churn post commercialisation and on many such past precedents, the companies have obtained shareholder s approval post taking valuation report on board at the time of such transfer. It is not the best of the practice to take an approval with pre-decided cap and for fixed number of years. Hence voting against .
  • Mirae Asset Mutual FundAs per advisory recommendation (Passive holding)
  • Nippon India Mutual FundOmnibus approval for more than one year
  • NJ Mutual FundOmnibus approval sought for >1 year

  12 for10 against
• Material Modification of earlier approved Material Related Party Transactions between the Company and its Subsidiaries/Associate

  ›Against 360 One Mutual Fund, JM Financial Mutual Fund, Kotak Mahindra Mutual Fund, Motilal Oswal Mutual Fund, Nippon India Mutual Fund, PGIM India Mutual Fund

  • 360 One Mutual Fund, JM Financial Mutual Fund, Motilal Oswal Mutual Fund, PGIM India Mutual FundNon-Compliant with SEBI LODR Regulations: Omnibus approval sought for more than 1 year.
  • Kotak Mahindra Mutual FundM&M group subsidiary, which is into development of renewable assets is seeking approval for transfer of the assets to InviT on an on-going basis to unlock value. While the intent maybe right in spirit, it is not the best industry practice to take blanket approval (though capped) for 4 years in advance. In Infrastructure domain, it is normal for asset churn post commercialisation and on many such past precedents, the companies have obtained shareholder s approval post taking valuation report on board at the time of such transfer. It is not the best of the practice to take an approval with pre-decided cap and for fixed number of years. Hence voting against .
  • Nippon India Mutual FundOmnibus approval for more than one year

  16 for6 against

Mutual fund votes, meeting of 19 Aug 2022, 25 fund houses

• Approval of Scheme of Merger by Absorption of Mahindra Electric Mobility Limited with Mahindra and Mahindra Limited and their respective shareholders.

  25 for0 against

Mutual fund votes, meeting of 5 Aug 2022, 25 fund houses

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

• Consideration and Adoption of the Audited Standalone Financial Statements of the Company for the Financial Year ended 31st March, 2022 and the Reports of the Board of Directors and Auditors thereon

  24 for0 against
• Consideration and Adoption of the Audited Consolidated Financial Statements of the Company for the Financial Year ended 31st March, 2022 and the Reports of the Auditors thereon

  24 for0 against
• Declaration of Dividend on Ordinary (Equity) Shares

  24 for0 against
• Re-appointment of Dr. Anish Shah (DIN 02719429), as a Director liable to retire by rotation

  24 for0 against
• Re-appointment of Mr. Rajesh Jejurikar (DIN 00046823), as a Director liable to retire by rotation

  ›Against HSBC Mutual Fund

  • HSBC Mutual FundA vote against this resolution is warranted as this is against appointing non-independent candidates if board is less than 50% independent and where board chair is an executive or the promoter

  23 for1 against
• Re-appointment of Messrs B S R Co. LLP, Chartered Accountants (ICAI Firm Registration Number 101248W/W-100022) as the Statutory Auditors of the Company to hold office for a second term of 5 (five) consecutive years from the conclusion of the Seventy-Sixth AGM until the conclusion of the Eighty-First AGM of the Company to be held in the year 2027.MoreLess

  24 for0 against
• Ratification of Remuneration payable to Messrs D. C. Dave Co., Cost Accountants (Firm Registration No. 000611), appointed as the Cost Auditors of the Company for the Financial Year ending 31st March, 2023.MoreLess

  24 for0 against
• Payment of Remuneration to Mr. Anand G. Mahindra (DIN 00004695) as Non-Executive Chairman of the Company for the Financial Year 2022-23

  ›Against HSBC Mutual Fund

  • HSBC Mutual FundA vote AGAINST this resolution is desired as this is a case of Non-Executive Directors participating in incentive schemes, which should be dissuaded.

  23 for1 against
• To approve Material Related Party Transactions between the Company and its Subsidiaries/ Associates

  ›Against HSBC Mutual Fund, Nippon India Mutual Fund

  • HSBC Mutual FundA vote AGAINST this resolution is desired as there are serious concerns about the transaction.
  • Nippon India Mutual FundOmnibus approval for more than one year

  18 for2 against
• To approve Material Related Party Transactions pertaining to a Subsidiary of the Company

  21 for0 against

Mutual fund votes, meeting of 6 Aug 2021, 23 fund houses

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

• Consideration and Adoption of the Audited Standalone Financial Statements of the Company for the Financial Year ended 31st March, 2021 and the Reports of the Board of Directors and Auditors thereon.

  22 for0 against
• Consideration and Adoption of the Audited Consolidated Financial Statements of the Company for the Financial Year ended 31st March, 2021 and the Report of the Auditors thereon.

  22 for0 against
• Declaration of Dividend on Ordinary (Equity) Shares.

  22 for0 against
• Re-appointment of Mr. Vijay Kumar Sharma (DIN: 02449088), as a Director liable to retire by rotation.

  23 for0 against
• Re-appointment of Mr. CP Gurnani (DIN: 00018234), as a Director liable to retire by rotation.

  23 for0 against
• Ratification of the Remuneration payable to Messrs D. C. Dave & Co., Cost Accountants (Firm Registration Number 000611), appointed as the Cost Auditors of the Company for the Financial Year ending 31st March, 2022.MoreLess

  22 for0 against
• Appointment of Ms. Nisaba Godrej (DIN: 00591503) as an Independent Director for a term of 5 (five) consecutive years commencing from 8th August, 2020 to 7th August, 2025.

  22 for0 against
• Appointment of Mr. Muthiah Murugappan (DIN: 07858587) as an Independent Director for a term of 5 (five) consecutive years commencing from 8th August, 2020 to 7th August, 2025.n

  22 for0 against
• Re-appointment of Mr. T. N. Manoharan (DIN: 01186248) as an Independent Director for a second term of 5 (five) consecutive years commencing from 11th November, 2021 to 10th November, 2026.

  22 for0 against
• Payment of remuneration to Mr. Anand G. Mahindra (DIN: 00004695) as a Non-Executive Chairman of the Company for a period of 5 (five) years with effect from 12th November, 2021.nn

  21 for0 against