Praj Industries MD, chairman, board of directors and AGM

Mutual fund votes, meeting of 11 Aug 2025, 21 fund houses

• Adoption of the Audited Standalone Financial Statements of the Company for the financial year ended 31st March, 2025 together with the reports of Board of Directors and the Auditors thereon.

  21 for0 against
• Adoption of the Audited Consolidated Financial Statements of the Company for the financial year ended 31st March, 2025 together with the report of the Auditors thereon.

  21 for0 against
• Declaration of dividend of ₹6/- (300%) per equity share of ₹2/- each for the financial year ended 31st March, 2025.

  21 for0 against
• Appointment of Mr. Parth Chaudhari (DIN: 07010109) in place of Ms. Parimal Chaudhari, who retires by rotation and who has not offered herself for re-appointment.

  21 for0 against
• Appointment of M/s MSKA & Associates, Chartered Accountants (Firm Registration No. 105047W) as Statutory Auditors and to fix their remuneration.

  21 for0 against
• Appointment of Dr Pramod Chaudhari (DIN: 00196415) as Founder Chairman and Mentor-Praj Group (Whole Time Director in the category of Executive Director), beyond the age of 75 years, including terms of his remuneration, for a period of five (5) years with effect from 1st July, 2025 till 30th June, 2030.MoreLess

  ›Against Angel One Mutual Fund, Axis Mutual Fund, Bandhan Mutual Fund, Edelweiss Mutual Fund, Groww Mutual Fund, LIC Mutual Fund, Motilal Oswal Mutual Fund, Navi Mutual Fund, Nippon India Mutual Fund, SBI Mutual Fund

  • Angel One Mutual FundNo prior approval for appointment of whole-time director beyond 70 years of age obtained. Governance concern: Combined position of Executive Chairman; No absolute cap on variable pay, excessive remuneration.
  • Axis Mutual Fund, SBI Mutual FundDr. Pramod Chaudhari received a remuneration of Rs. 91.0 mn in FY25, which was 3.4% of consolidated profits before taxes and exceptional items and 65.8x the median employee remuneration. We are unable to reliably estimate his overall remuneration for FY27 and future years. The remuneration terms include a performance-linked variable pay as well as a profit-linked commission, which is open-ended at 3% of net profit. The company must cap both these payouts in absolute amounts. Currently the variable pay is open-ended and consequently the entire remuneration structure is open-ended. The company must disclose performance metrics which will be used to determine the variable payout. Further, the company must articulate the conditions under which severance pay will be paid out. We recognize Dr. Pramod Chaudhari’s role in shaping the company’s strategic direction. While we support his reappointment to the board, given the lack of clarity and a cap on the variable pay components, we are unable to estimate the remuneration and are therefore unable to support the resolution.
  • Bandhan Mutual Fund, Edelweiss Mutual Fund, Groww Mutual Fund, LIC Mutual Fund, Motilal Oswal Mutual Fund, Navi Mutual FundNo concern on the merits of the Director. Non-Compliant: No prior approval for appointment of whole-time director beyond 70 years of age obtained. Governance concern: Combined position of Executive Chairman; No absolute cap on variable pay, excessive remuneration.
  • Nippon India Mutual FundNon-Compliant: No prior approval for appointment of whole-time director beyond 70 years of age obtained. Governance concern: Combined position of Executive Chairman; No absolute cap on variable pay, excessive remuneration.

  11 for10 against
• Appointment of Mr. Berjis Desai (DIN: 00153675) as a Non-Executive Non-Independent Director, liable to retire by rotation.

  ›Against Angel One Mutual Fund, Edelweiss Mutual Fund, Groww Mutual Fund, LIC Mutual Fund, Motilal Oswal Mutual Fund, Navi Mutual Fund

  • Angel One Mutual FundTransparency Concern: Excessive time-commitments.
  • Edelweiss Mutual Fund, Groww Mutual Fund, LIC Mutual Fund, Motilal Oswal Mutual Fund, Navi Mutual FundCompliant with law. Transparency Concern: Excessive time-commitments.

  15 for6 against
• Appointment of M/s MSN Associates, Company Secretaries as Secretarial Auditors and to fix their remuneration.

  ›Against Angel One Mutual Fund, Edelweiss Mutual Fund, Groww Mutual Fund, LIC Mutual Fund, Motilal Oswal Mutual Fund, Navi Mutual Fund

  • Angel One Mutual FundTransparency Concern: Previous auditors’ remuneration not available; it cannot be ascertained as to whether there is any material change in the proposed Audit fee.
  • Edelweiss Mutual Fund, Groww Mutual Fund, Motilal Oswal Mutual Fund, Navi Mutual FundCompliant with law. No concern on the merits of proposed Auditors. Transparency Concern: Previous auditors’ remuneration not available; it cannot be ascertained as to whether there is any material change in the proposed Audit fee.
  • LIC Mutual FundCompliant with law. No concern on the merits of proposed Auditors. Transparency Concern: Previous auditors remuneration not available; it cannot be ascertained as to whether there is any material change in the proposed Audit fee.

  15 for6 against
• Ratification of the remuneration of Dhananjay V. Joshi & Associates, Cost Accountants as Cost Auditors for the financial year ending 31st March, 2026.

  21 for0 against

Mutual fund votes, meeting of 21 Mar 2025, 22 fund houses

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

• Appointment of Mr. Ashish Gaikwad (DIN: 07585079) as a 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, PGIM India Mutual Fund

  • Bandhan Mutual Fund, Edelweiss Mutual Fund, Groww Mutual Fund, LIC Mutual Fund, Motilal Oswal Mutual Fund, PGIM India Mutual FundNo concern with merits, profile of the proposed appointee. Governance concern: Non-Compliant Board u/s 152 of Companies Act; appointment as a Non-Retiring Director is further increasing the Non-Compliance.
  • Kotak Mahindra Mutual FundAshish Gaikwad, 55, has thirty-four years of experience in industrial automation and digitalization, industrial software applications, process technology and energy / renewable energy transition, AI and autonomous manufacturing. As per Section 152 of the Companies Act, 2013, the Company should have at least 2/3rd of the total number of directors other than IDs as liable to retire by rotation. Thus, out of total 4 directors the required number of directors liable to retire by rotation should be not less than 3. However, the company has only 2 directors liable to retire by rotation. Hence, we do not support the resolution.

  13 for7 against
• Appointment of Mr. Ashish Gaikwad (DIN: 07585079) as Managing Director-Designate with effect from 3rd February, 2025 till 30th June, 2025 and thereafter as a Managing Director with effect from 1st July, 2025 up to 31st January, 2030 (not liable to retire by rotation).MoreLess

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

  • Bandhan Mutual Fund, Edelweiss Mutual Fund, Groww Mutual Fund, LIC Mutual Fund, Motilal Oswal Mutual Fund, PGIM India Mutual FundNo concern with merits, profile of the proposed appointee. Governance concern: Non-Compliant Board u/s 152 of Companies Act; appointment as a Non-Retiring Director is further increasing the Non-Compliance.
  • Kotak Mahindra Mutual FundWe estimate Ashish Gaikwad s FY26 remuneration at Rs. 107.6 mn including ESOPs, which is reasonable for the size and complexity of business and in line with peers. He will also be paid a joining bonus of Rs. 16.2 mn. As per Section 152 of the Companies Act, 2013, the Company should have at least 2/3rd of the total number of directors other than IDs as liable to retire by rotation. Thus, out of total 4 directors the required number of directors liable to retire by rotation should be not less than 3. However, the company has only 2 directors liable to retire by rotation. Hence, we do not support the resolution.

  13 for7 against

Mutual fund votes, meeting of 20 Dec 2024, 20 fund houses

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

• Appointment of Dr Pramod Chaudhari (DIN: 00196415) as Non-Executive Chairman (in the category of Non-Executive Non-Independent Director) of the Company, not liable to retire by rotation, beyond the age of seventy-five years, for a period of five (5) years with effect from 1st January, 2025 to 31st December, 2029.MoreLess

  ›Against Bandhan Mutual Fund, Groww Mutual Fund, PGIM India Mutual Fund

  • Bandhan Mutual Fund, Groww Mutual Fund, PGIM India Mutual FundNo concern on the merit of the proposed appointee. Governance Concern: Appointment on a Non-retiring basis. The proposed director is the Chairman of the board, which has been continuously non-compliant u/s 152 of the Act for more than 5 years.

  16 for3 against
• Appointment of Mr. Ajay Narayan Deshpande (DIN: 03435179) as a Non-Executive Director, not liable to retire by rotation and as an Independent Director of the Company to hold office for a period of three (3) years with effect from 25th October, 2024 to 24th October, 2027.MoreLess

  ›Against Bandhan Mutual Fund, Groww Mutual Fund, PGIM India Mutual Fund

  • Bandhan Mutual Fund, Groww Mutual Fund, PGIM India Mutual FundGovernance concern: Appointment as NED and ID at the same time.

  16 for3 against

Mutual fund votes, meeting of 25 Jul 2024, 19 fund houses

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

• To receive, consider and adopt the audited Standalone Financial Statements of the Company for the financial year ended 31st March, 2024 together with the reports of Board of Directors and the Auditors thereon.MoreLess

  18 for0 against
• To receive, consider and adopt the audited Consolidated Financial Statements of the Company for the financial year ended 31st March, 2024 together with the report of the Auditors thereon.

  18 for0 against
• To declare dividend of Rs.6/- (300%) per equity share of Rs.2/- each for the financial year ended 31st March, 2024.

  18 for0 against
• To re-appoint Ms. Parimal Chaudhari (DIN: 00724911), who retires by rotation and being eligible, offers herself for re-appointment.

  ›Against Groww Mutual Fund

  • Groww Mutual FundCompliant with law. No concern on merit per se of the proposed appointee. Governance Concern: Proposed director is part of the board, which is continuously non-compliant u/s 152 of the Act for more than 5 years.

  17 for1 against
• To ratify the remuneration of Dhananjay V. Joshi & Associates, Cost Accountants, Pune as Cost Auditors for the financial year ending 31st March, 2025.

  18 for0 against

Mutual fund votes, meeting of 18 May 2024, 16 fund houses

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

• Appointment of Mr. Vinayak Deshpande (DIN: 00036827) as a Non-Executive Director, not liable to retire by rotation

  ›Against Groww Mutual Fund, Nippon India Mutual Fund, PGIM India Mutual Fund

  • Groww Mutual Fund, PGIM India Mutual FundGovernance Concern: The intent of the resolutions is not clear. Perpetual Approval.
  • Nippon India Mutual FundLack of clarity

  12 for3 against
• Appointment of Mr. Vinayak Deshpande (DIN: 00036827) as an Independent Director of the Company to hold office for a period of Three (3) years from 31st March, 2024 to 30th March, 2027

  ›Against Groww Mutual Fund, Nippon India Mutual Fund, PGIM India Mutual Fund

  • Groww Mutual Fund, PGIM India Mutual FundGovernance concern: Appointment as NED and ID at the same time.
  • Nippon India Mutual FundAppointing NED & ID at the same time

  12 for3 against
• Appointment of Mr. Utkarsh Palnitkar (DIN: 00170004) as a Non-Executive Director, not liable to retire by rotation

  ›Against Groww Mutual Fund, Nippon India Mutual Fund, PGIM India Mutual Fund

  • Groww Mutual Fund, PGIM India Mutual FundGovernance Concern: The intent of the resolutions is not clear. Perpetual Approval.
  • Nippon India Mutual FundLack of clarity

  12 for3 against
• Appointment of Mr. Utkarsh Palnitkar (DIN: 00170004) as an Independent Director of the Company to hold office for a period of Three (3) years from 31st March, 2024 to 30th March, 2027

  ›Against Groww Mutual Fund, Nippon India Mutual Fund, PGIM India Mutual Fund

  • Groww Mutual Fund, PGIM India Mutual FundGovernance concern: Appointment as NED and ID at the same time.
  • Nippon India Mutual FundAppointing NED & ID at the same time

  12 for3 against

Mutual fund votes, meeting of 17 Nov 2023, 14 fund houses

• Appointment of Ms. Rujuta Jagtap (DIN: 00861890) as a Non Executive Director, not liable to retire by rotation and as an Independent Director of the Company to hold office for a period of Three (3) consecutive years from 21st August, 2023 to 20th August, 2026.MoreLess

  ›Against Motilal Oswal Mutual Fund, PGIM India Mutual Fund

  • Motilal Oswal Mutual Fund, PGIM India Mutual FundNo concern on the merit of proposed appointee. Non-Compliance: Appointment as an Independent Director is proposed by way of Ordinary Resolution, instead of Special Resolution.

  12 for2 against