R R Kabel MD, chairman, board of directors and AGM

Mutual fund votes, meeting of 15 Jul 2026, 10 fund houses so far (houses' deadline to file 15 Oct 2026)

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

• Receive, consider and adopt the Audited Standalone Financial Statements of the Company for the financial year ended 31 March 2026, together with the Reports of the Board of Directors and the Statutory Auditors thereon and the Audited Consolidated Financial Statements of the Company for the financial year ended 31 March 2026, together with the Report of Statutory Auditors thereon.MoreLess

  10 for0 against
• Confirm the payment of an Interim Dividend of INR 4 per Equity Share of face value of INR 5 each already paid during the financial year 2025-26 and to declare a Final Dividend of INR 5.50 per Equity Share of face value of INR 5 each for the financial year ended 31 March 2026.MoreLess

  10 for0 against
• Consider appointing a director in place of Shri Mahhesh Kabra (DIN:00137796), who retires by rotation and being eligible, offers himself for re-appointment.

  10 for0 against
• Approve the remuneration payable to Shri Ramesh D. Chandak (DIN:00026581), Chairman and Non-Executive Independent Director, exceeding fifty per cent of the total annual remuneration payable to all Non - Executive Directors pursuant to the Regulation 17(6)(ca) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015.MoreLess

  ›Against Angel One Mutual Fund, Capitalmind Mutual Fund, Edelweiss Mutual Fund, Navi Mutual Fund

  • Angel One Mutual FundGovernance Concern: Combined position of Board & Audit Committee Chairman. Excessive proposed remuneration. Pre-fixed or Pre-determined Commission to an Independent Director.Transparency Concern: No adequate justification provided to support the proposed commission.
  • Capitalmind Mutual FundCompliant with law. No adequate justification provided to support the proposed commission.
  • Edelweiss Mutual Fund, Navi Mutual FundCompliant with law. Governance Concern: Combined position of Board & AC Chairman. Excessive proposed remuneration. Pre-fixed or Pre-determined Commission to an ID. Transparency Concern: No adequate justification provided to support the proposed commission.

  5 for4 against
• Approve the revision in remuneration of Shri Mahendrakumar Kabra (DIN:00473310), Managing Director of the Company.

  ›Against Angel One Mutual Fund, DSP Mutual Fund, Edelweiss Mutual Fund, ICICI Prudential Mutual Fund, Jio BlackRock Mutual Fund, Navi Mutual Fund, SBI Mutual Fund

  • Angel One Mutual FundGovernance Concern: Holding two full-time positions. No absolute cap on variable pay. Same quantum of remuneration paid and proposed to all three Executive Directors without considering the performance and experience.
  • DSP Mutual Fund, Jio BlackRock Mutual Fund, SBI Mutual FundMahendrakumar Kabra, 69, is part of the promoter family and Managing Director. He is also serving as Managing Director of Ram Ratna Wires Limited, a group company, from which he draws remuneration. For FY26, his remuneration aggregated Rs. 34.3 mn from R R Kabel Limited and Rs. 13.2 mn from Ram Ratna Wires Limited. Therefore, his aggregate remuneration from both entities was Rs. 47.5 mn. Based on the open-ended proposed terms, we estimate his maximum remuneration of up to Rs 156.0 mn p.a. over the tenure of his appointment till 22 September 2029. We raise concern that the commission component of remuneration is open-ended, with no absolute cap or clear guidance on method of calculation nor the performance metrics that govern it. We expect the company to disclose performance metrics and cap the remuneration payable in absolute terms. Further, given his dual executive roles, the board should ensure that he is able to devote adequate time to his responsibilities at R R Kabel Limited. Notwithstanding this, as promoter, we understand that he is responsible for the group’s performance. Given the open-ended structure of his remuneration, we do not support the resolution. Further, as per FY25 AGM Notice and Nomination and Remuneration policy of Ram Ratna Wires Ltd, Mahendrakumar Kabra will not be paid any remuneration in the form of salary or commission for his remaining tenure from FY25 till FY30. The company has clarified that the remuneration of Rs. 13.2 mn paid during FY26 related to the period prior to his appointment as Managing Director of RR Kabel Ltd. However, the company's FY26 BSE filings indicate payments made even after his appointment as Managing Director of RR Kabel Ltd. The company must explain the discrepancy in his pay structure from Ram Ratna Wires Ltd.
  • Edelweiss Mutual Fund, Navi Mutual FundCompliant with law. No concern on the merits of proposed Director. Governance Concern: Holding two full-time positions. No absolute cap on variable pay. Same quantum of remuneration paid and proposed to all three EDs without considering the performance and experience.
  • ICICI Prudential Mutual FundThe AMC has voted against the resolution due to no absolute cap on the remuneration.

  3 for7 against
• Approve the revision in remuneration and change in designation of Shri Mahhesh Kabra (DIN:00137796), from Whole-time Director, designated as Executive Director, to Joint Managing Director of the Company.MoreLess

  ›Against Angel One Mutual Fund, DSP Mutual Fund, Edelweiss Mutual Fund, HSBC Mutual Fund, ICICI Prudential Mutual Fund, Jio BlackRock Mutual Fund, Navi Mutual Fund, SBI Mutual Fund

  • Angel One Mutual FundGovernance Concern: No absolute cap on variable pay. Same quantum of remuneration paid and proposed to all three Executive Directors without considering the performance and experience.
  • DSP Mutual Fund, Jio BlackRock Mutual Fund, SBI Mutual FundMahhesh Kabra, 49, is part of the promoter family and whole-time director. For FY26 his remuneration aggregated Rs. 34.2 mn. Based on the proposed terms, we estimate his maximum remuneration up to Rs 156.0 mn p.a. over the tenure of his appointment. We raise concern that the commission component of remuneration is open-ended, with no absolute cap or clear guidance on method of calculation nor the performance metrics that govern it. We expect the company to disclose performance metrics and cap the remuneration payable in absolute terms. While we recommend for the redesignation, given the open-ended structure of his remuneration, we do not support the resolution.
  • Edelweiss Mutual Fund, Navi Mutual FundCompliant with law. No concern on the merits of proposed Director. Governance Concern: No absolute cap on variable pay. Same quantum of remuneration paid and proposed to all three EDs without considering the performance and experience.
  • HSBC Mutual FundA vote AGAINST these resolutions is warranted in view of the following concerns in the executives' remuneration: • There is a lack of an absolute cap on the commission element which makes the proposed remuneration structure open ended and may lead to discretionary payouts. • There are no disclosures on the threshold and target performance the executive needs to achieve to determine the payout under the above element. • The estimated pay is deemed to be aggressively positioned compared to executives in peer companies with similar size and scale of company's operations. • The proposed remuneration of each executive is same as MD/CEO - Mahendrakumar Kabra. Shareholders may question this pay disparity with the remuneration of MD/CEO, who by virtue of his position, would be expected to have a greater role and responsibility in managing the company.
  • ICICI Prudential Mutual FundThe AMC has voted against the resolution due to no absolute cap on the remuneration.

  2 for8 against
• Approve the revision in remuneration and change in designation of Shri Rajesh Kabra (DIN:05300677), from Whole-time Director, designated as Executive Director, to Joint Managing Director of the Company.MoreLess

  ›Against Angel One Mutual Fund, DSP Mutual Fund, Edelweiss Mutual Fund, HSBC Mutual Fund, ICICI Prudential Mutual Fund, Jio BlackRock Mutual Fund, Navi Mutual Fund, SBI Mutual Fund

  • Angel One Mutual FundGovernance Concern: No absolute cap on variable pay. Same quantum of remuneration paid and proposed to all three Executive Directors without considering the performance and experience.
  • DSP Mutual Fund, Jio BlackRock Mutual Fund, SBI Mutual FundRajesh Kabra, 38, is part of the promoter family and whole-time director. For FY26 his remuneration aggregated Rs. 34.2 mn. Based on the proposed terms, we estimate his maximum remuneration up to Rs 156.0 mn p.a. over the tenure of his appointment. We raise concern that the commission component of remuneration is open-ended, with no absolute cap or clear guidance on method of calculation nor the performance metrics that govern it. We expect the company to disclose performance metrics and cap the remuneration payable in absolute terms. While we recommend for the redesignation, given the open-ended structure of his remuneration, we do not support the resolution.
  • Edelweiss Mutual Fund, Navi Mutual FundCompliant with law. No concern on the merits of proposed Director. Governance Concern: No absolute cap on variable pay. Same quantum of remuneration paid and proposed to all three EDs without considering the performance and experience.
  • HSBC Mutual FundA vote AGAINST these resolutions is warranted in view of the following concerns in the executives' remuneration: • There is a lack of an absolute cap on the commission element which makes the proposed remuneration structure open ended and may lead to discretionary payouts. • There are no disclosures on the threshold and target performance the executive needs to achieve to determine the payout under the above element. • The estimated pay is deemed to be aggressively positioned compared to executives in peer companies with similar size and scale of company's operations. • The proposed remuneration of each executive is same as MD/CEO - Mahendrakumar Kabra. Shareholders may question this pay disparity with the remuneration of MD/CEO, who by virtue of his position, would be expected to have a greater role and responsibility in managing the company.
  • ICICI Prudential Mutual FundThe AMC has voted against the resolution due to no absolute cap on the remuneration.

  2 for8 against
• Approve enhancement in Borrowing limits of the Company under Section 180(1)(c) of the Companies Act, 2013.

  4 for0 against
• Approve the enhancement in limits under Section 180(1)(a) of the Companies Act, 2013.

  3 for0 against
• Ratification of the remuneration payable to Poddar and Co., the Cost Auditors of the Company, for the financial year ending 31 March 2027.

  10 for0 against

Mutual fund votes, meeting of 21 Jul 2025, 15 fund houses

• Receive, consider and adopt the Audited Standalone Financial Statements of the Company for the financial year ended 31 March 2025, together with the Reports of the Board of Directors and the Statutory Auditors thereon and the Audited Consolidated Financial Statements of the Company for the Financial Year ended 31 March 2025 together with the Report of Statutory Auditors thereon.MoreLess

  15 for0 against
• Confirm the payment of an Interim Dividend of INR 2.50 per Equity Share of face value of INR 5 each already paid during the financial year 2024-25 and to declare a final dividend of INR 3.50 per Equity Share of face value of INR 5 each for the financial year ended 31 March 2025.MoreLess

  15 for0 against
• Consider appointing a director in place of Shri Mahendrakumar Rameshwarlal Kabra (DIN: 00473310), who retires by rotation and being eligible, offers himself for re-appointment.

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

  • Angel One Mutual FundGovernance Concern: Holding two full-time positions.
  • Bandhan Mutual Fund, Edelweiss Mutual Fund, Groww Mutual Fund, Motilal Oswal Mutual Fund, Navi Mutual FundCompliant with law. Governance Concern: Holding two full-time positions.

  9 for6 against
• Approve the change in designation of Shri Mahendrakumar Rameshwarlal Kabra (DIN: 00473310) from Joint Managing Director to Managing Director, effective from 1 June 2025.

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

  • Angel One Mutual FundGovernance Concern: Holding two full-time positions. No absolute cap on variable pay. Exact same remuneration paid to multiple Executive Directors in past and same remuneration proposed to all three Executive Directors without considering the performance and experience.
  • Bandhan Mutual Fund, Edelweiss Mutual Fund, Groww Mutual Fund, Motilal Oswal Mutual Fund, Navi Mutual FundCompliant with law. Governance Concern: Holding two full-time positions. No absolute cap on variable pay. Exact same remuneration paid to multiple EDs in past and same remuneration proposed to all three EDs without considering the performance and experience.
  • Nippon India Mutual FundGovernance Concern: Holding two full-time positions. No absolute cap on variable pay. Exact same remuneration paid to multiple EDs in past and same remuneration proposed to all three EDs without considering the performance and experience.

  8 for7 against
• Approve the remuneration payable to Shri Ramesh Chandak (DIN: 00026581), Chairman and Non-Executive Independent Director, exceeding fifty per cent of the total annual remuneration payable to all Non - Executive Directors pursuant to the Regulation 17(6)(ca) of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015.MoreLess

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

  • Angel One Mutual FundGovernance Concern: Combined position of Board & Audit Commitee Chairman. Excessive proposed remuneration. Pre-fixed or Pre-determined Commission to an Independent Director.
  • Axis Mutual FundRamesh Chandak, 78, is former MD & CEO, KEC International Limited and former President, Indian Electrical & Electronics Manufacturers Association of India. He is a Chartered Accountant, with an Advanced Management Program from Harvard Business School. He is currently also serving on the board of Ram Ratna Wires Limited – a group company – as an Independent Director since 12 November 2018. He has been on the board of R R Kabel Limited as an Independent Director since 29 April 2023 and was appointed as Chairperson w.e.f. 1 June 2025 post the resignation of Tribhuvanprasad Rameshwarlal Kabra as the Executive Chairperson. The proposed commission of Rs. 9.0 mn to Ramesh Chandak for FY26 is significantly higher than the aggregate remuneration of all other Independent Directors. The company has not outlined a clear rationale for increase in remuneration of Ramesh Chandak after his redesignation as Chairperson of the board. Given the differential Independent Director remuneration without a clear rationale, we do not support the resolution.
  • Bandhan Mutual Fund, Edelweiss Mutual Fund, Groww Mutual Fund, Motilal Oswal Mutual Fund, Navi Mutual FundCompliant with law. Governance Concern: Combined position of Board & AC Chairman. Excessive proposed remuneration. Pre-fixed or Pre-determined Commission to an ID
  • Mirae Asset Mutual FundAs per advisory recommendation (Passive holding)
  • Nippon India Mutual FundGovernance Concern: Combined position of Board & AC Chairman. Excessive proposed remuneration. Pre-fixed or Pre-determined Commission to an ID

  6 for9 against
• Approve the appointment of Shri Mahhesh Kabra (DIN: 00137796) as the Whole-time Designated as Executive Director of the Company.

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

  • Angel One Mutual FundGovernance Concern: No absolute cap on variable pay. Exact same remuneration paid to multiple Executive Directors in past and same remuneration proposed to all three Executive Directors without considering the performance and experience.
  • Bandhan Mutual Fund, Edelweiss Mutual Fund, Groww Mutual Fund, Motilal Oswal Mutual Fund, Navi Mutual FundCompliant with law. Governance Concern: No absolute cap on variable pay. Exact same remuneration paid to multiple EDs in past and same remuneration proposed to all three EDs without considering the performance and experience.
  • Nippon India Mutual FundGovernance Concern: No absolute cap on variable pay. Exact same remuneration paid to multiple EDs in past and same remuneration proposed to all three EDs without considering the performance and experience.

  8 for7 against
• Approve the appointment of Shri Rajesh Kabra (DIN: 05300677) as the Whole-time Designated as Executive Director of the Company.

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

  • Angel One Mutual FundNo absolute cap on variable pay. Exact same remuneration paid to multiple Executive Directors in past and same remuneration proposed to all three Executive Directors without considering the performance and experience. Transparency Concern: No clarity on number of full-time positions.
  • Bandhan Mutual Fund, Edelweiss Mutual Fund, Groww Mutual Fund, Motilal Oswal Mutual Fund, Navi Mutual FundCompliant with law. Governance Concern: No absolute cap on variable pay. Exact same remuneration paid to multiple EDs in past and same remuneration proposed to all three EDs without considering the performance and experience. Transparency Concern: No clarity on number of full-time positions.
  • Nippon India Mutual FundGovernance Concern: No absolute cap on variable pay. Exact same remuneration paid to multiple EDs in past and same remuneration proposed to all three EDs without considering the performance and experience.

  8 for7 against
• Approve the appointment of Ms. Deepa Gupta, a Practicing Company Secretary, as the Secretarial Auditor of the Company for a term of five years.

  15 for0 against
• Approve the ratification of RR Kabel Employee Stock Option Plan 2023 as per SEBI (Share Based Employee Benefits and Sweat Equity) Regulations, 2021.

  ›Against Angel One Mutual Fund, Axis Mutual Fund, Bandhan Mutual Fund, Edelweiss Mutual Fund, Groww Mutual Fund, HDFC Mutual Fund, Mirae Asset Mutual Fund, Motilal Oswal Mutual Fund, Navi Mutual Fund, Nippon India Mutual Fund

  • Angel One Mutual FundMaximum options per employee not disclosed. Governance & Transparency Concern: Inadequate disclosures with regard to the exercise price; Potential benefit to single employee cannot be ascertained.
  • Axis Mutual FundThe company seeks to ratify the RR Kabel Employee Stock Option Plan 2023 scheme post listing of the company on 20 September 2023. The exercise price of stock options shall be as decided by the Nomination and Remuneration Committee (NRC), but shall be higher than the minimum exercise price of Rs. 270.10 per share. The vesting of the options is time-based and the NRC may specify certain performance criteria on basis of which options will vest: these criteria have not been disclosed. We do not favour ESOP schemes where options are granted at a discount of more than 20% to the market price or where there is no clarity on the performance metrics for vesting (which must be disclosed by the company). ESOPs are ‘pay at risk’ options that employees accept at the time of grant, which is protected if the ESOPs are issued at significant discount to the market price. If the stock options are granted at a significant discount, there is no alignment between the interests of investors and those of employees. We do not support the resolution.
  • Bandhan Mutual Fund, Edelweiss Mutual Fund, Groww Mutual Fund, Motilal Oswal Mutual Fund, Navi Mutual FundNon-compliant with SEBI (SBEB & SE) Regulations: Maximum options per employee not disclosed. Governance & Transparency Concern: Inadequate disclosures w.r.t. the exercise price; Potential benefit to single employee cannot be ascertained.
  • HDFC Mutual FundESOPs are granted at a significant discount to the market price. We do not support the resolution.
  • Mirae Asset Mutual FundAs per advisory recommendation (Passive holding)
  • Nippon India Mutual FundNon-compliant with SEBI (SBEB & SE) Regulations: Maximum options per employee not disclosed.

  5 for10 against
• Ratification of the remuneration payable to M/s. Poddar & Co., the Cost Auditors of the Company for the financial year ending 31 March 2026.

  15 for0 against

• Fine or penaltyAssistant Commissioner of Commercial Taxes, LGSTO-026, Bengaluru-560095Since 22 Jul 2026

  Under Section 74 of the Central Goods and Services Tax Act, 2017 and the corresponding provisions of the State GST Act, wherein the tax authorities have alleged contravention of the provisions of the GST laws and accordingly raised a demand for tax, along with applicable interest and penalty. The demand pertains to the alleged incorrect classification of certain supplies and consequent short payment/incorrect payment of GST.

  Intra-State Supply of Services, Misclassified as Inter-State Supply of Services Reg.
• Tax disputeOffice of the Deputy Commissioner of Income Tax, Central Circle-1, VadodaraSince 31 Mar 2025
  Matter has not been listed for hearing so far and there is no change in status since the last disclosure
  At the filing before: The Company filed an appeal in April 2025 against the demand notice issued under Section 156 of the Income Tax Act for Re-assessment Order under section 143(3) read with section 147 of the IT Act for Assessment Year 2023–24. However, the matter has not yet been listed for hearing.MoreLess
• Tax disputeOffice of the Deputy Commissioner of Income Tax, Central Circle-1, VadodaraSince 12 Mar 2026
  Matter has not been listed for hearing so far and there is no change in status since the last disclosure
  At the filing before: The Company filed an appeal in April 2026 against the demand notices issued under Section 156 of the Income Tax Act for Assessment/Re-assessment Orders under section 143(3) read with section 147 of the IT Act for Assessment Years 2015–16 to 2017–18, 2020–21 to 2022–23, and 2024–25. However, the matter has not yet been listed for hearing.MoreLess
• Tax disputeOffice of the Deputy Commissioner of Income Tax, Central Circle-1, VadodaraSince 18 Mar 2026
  Matter has not been listed for hearing so far and there is no change in status since the last disclosure.
  At the filing before: The Company filed an appeal in April 2026 against the demand notices issued under Section 156 of the Income Tax Act for Re-assessment Orders under section 143(3) read with section 147 of the IT Act for Assessment Years 2018–19 and 2019–20. However, the matter has not yet been listed for hearing.MoreLess
• Tax disputeThe Principal Commissioner/Commissioner, CGST & CE, Vadodara-I Commissionerate.Since 18 Mar 2026
  Matter has not been listed for hearing so far and there is no change in status since the last disclosure.
  At the filing before: The Department has filed appeals against the grant of refund to the Company for the periods October 2018 to November 2018 and April 2019 to September 2021. The Company is in process to file cross objection against appeals. The Company filed cross-objection statements on 1 May 2026.MoreLess

In the company's own words, from its latest governance filing.

The board is made up as the listing rules require

Yes

The board has a regular chairperson

Yes

The company has a risk management committee

Yes

The chair is related to the managing director

No

The filing has a part on fines and penalties

Yes

The filing has a part on tax disputes

Yes

There was a cyber security incident in the quarter

No

The company's own answers in its filing.