Keystone Realtors logo

Keystone Realtors MD, chairman, board of directors and AGM

NSE: RUSTOMJEEBSE: 543669RealtySmall Cap

Last close ₹336.95down ₹4.95 (1.45%)BSE ₹338.35

Share price at the NSE close on 23 Oct 2026. Previous close ₹341.90.

52-week range of traded prices to 23 Oct 2026
₹327.05Low, 23 Oct 2026₹582.90High, 23 Oct 2025
Market cap
₹4,256 Cr754th largest listed
P/E
36.5
P/B
1.5
Dividend yield
Nonein the last 12 months
ROE
4.1%
ROCE
3.9%
Debt to equity
0.51
Volume, NSE
43,13957.6% delivered

Keystone Realtors board of directors

At the end of the quarter to Sep 2026, as the company filed it; changes since are in its announcements.Their trades in its shares

  • ChairpersonBoman Rustom Irani
  • Company Secretary and Compliance OfficerBIMAL KISHORE NANDA

6 directors3 independent3 executive

  • Boman Rustom Irani · ChairpersonExecutive · joined Nov 1995 · reappointed May 2022 · 1 listed board · 1 committee seat
  • Chandresh Dinesh MehtaExecutive · joined Oct 2004 · reappointed May 2022 · 1 listed board · 1 committee seat
  • Percy Sorabji ChowdhryExecutive · joined Jan 1999 · reappointed May 2022 · 1 listed board · 1 committee seat
  • Ramesh Dungarmal TainwalaIndependent · joined Dec 2014 · reappointed May 2022 · 53 months as independent · 2 listed boards · 1 as independent · 2 committee seats, 1 as chair
  • Rahul Gautam DivanIndependent · joined May 2022 · reappointed May 2022 · 53 months as independent · 2 listed boards · 2 as independent · 3 committee seats, 2 as chair
  • Seema Pyari Mohan MohapatraIndependent · joined May 2022 · reappointed May 2022 · 53 months as independent · 1 listed board · 1 as independent · 1 committee seat

An independent director has no business or family tie to the company, its promoters or its managers beyond the seat. Listed boards counts the boards of listed companies the director sits on, this one included, and "as independent" how many of those seats are independent ones. Committee seats are audit and stakeholder committee seats across those companies. Months as independent is filed for independent directors only, whose terms the rules cap. Disqualified is the company's own mark that a director may not serve under company law.

Committees and meetings

Who sits on each, and how often they met.Board meeting notices and outcomes

  • Board

    • 26 Aug 20266 of 6 present3 independent · 21 days in between
    • 4 Aug 20266 of 6 present3 independent · 83 days in between
    • 12 May 20266 of 6 present3 independent

  • Audit Committee

    Chair Rahul Gautam Divan

    Ramesh Dungarmal Tainwala, Seema Pyari Mohan Mohapatra, Boman Rustom Irani

    • 4 Aug 20264 of 4 present3 independent · 83 days in between
    • 12 May 20264 of 4 present3 independent

  • Nomination and remuneration committee

    Chair Ramesh Dungarmal Tainwala

    Rahul Gautam Divan, Seema Pyari Mohan Mohapatra

    • 4 Aug 20263 of 3 present3 independent

  • Stakeholders Relationship Committee

    Chair Ramesh Dungarmal Tainwala

    Chandresh Dinesh Mehta, Percy Sorabji Chowdhry, Rahul Gautam Divan

    No meeting listed in the filing.

  • Risk Management Committee

    Chair Boman Rustom Irani

    Chandresh Dinesh Mehta, Percy Sorabji Chowdhry, Ramesh Dungarmal Tainwala

    • 12 May 20264 of 4 present1 independent

  • Corporate Social Responsibility Committee

    Chair Seema Pyari Mohan Mohapatra

    Boman Rustom Irani, Chandresh Dinesh Mehta, Percy Sorabji Chowdhry

    • 4 Aug 20264 of 4 present1 independent

Meetings in the quarter filed and the one before it. The days in between are as the company files them, neither meeting's day counted; the rules allow at most 120. A quorum is the least number of members who must attend for the meeting to decide anything.

Statutory auditor

Named in the results for the quarter to Mar 2026.

  • Price Waterhouse Chartered Accountants LLPPeer-review certificate valid to Nov 2026

A statutory auditor checks the company's accounts and signs its results. Peer review is the accountants' institute's check of an audit firm's own work, which a listed company's auditor must hold a valid certificate of.

Keystone Realtors AGM and shareholder votes

Each resolution, how the votes went, and how institutions voted apart from the promoters. A postal ballot is a vote by post or online, held without a meeting.Keystone Realtors dividend history

Annual general meeting, 18 Sep 2026

22,383 shareholders on the register on 11 Sep 2026; present: 7 promoters and 35 others; votes counted by Dinesh Kumar Deora / DM & Associates Company Secretaries LLP.The company's voting result (opens in a new tab)

  1. To receive, consider and adopt the audited standalone Financial Statements of the Company for the financial year ended March 31, 2026, together with the Reports of the Board of Directors and the Auditors thereon.MoreLess
    Ordinary
    99.99% for0.01% against

    Against: promoters 0.00% · institutions 0.00% · other public 6.81%

    Turnout: all 86.79% · promoters 99.98% · institutions 66.31% · other public 1.68%

  2. To receive, consider and adopt the audited consolidated Financial Statements of the Company for the financial year ended March 31, 2026, together with the Report of the Auditors thereon.
    Ordinary
    99.99% for0.01% against

    Against: promoters 0.00% · institutions 0.00% · other public 6.82%

    Turnout: all 86.79% · promoters 99.98% · institutions 66.31% · other public 1.68%

  3. To appoint Mr. Percy Chowdhry (DIN: 00057529) who retires by rotation as Director and being eligible, offers himself for re-appointment.
    OrdinaryPromoters have an interest in it
    99.86% for0.14% against

    Against: promoters 0.00% · institutions 0.27% · other public 6.91%

    Turnout: all 30.28% · promoters 24.21% · institutions 66.31% · other public 1.68%

  4. To appoint Statutory Auditor of the Company
    Ordinary
    99.99% for0.01% against

    Against: promoters 0.00% · institutions 0.00% · other public 6.87%

    Turnout: all 86.79% · promoters 99.98% · institutions 66.31% · other public 1.68%

  5. To ratify the remuneration of Cost Auditor for the Financial Year 2026 – 27
    Ordinary
    99.99% for0.01% against

    Against: promoters 0.00% · institutions 0.00% · other public 7.12%

    Turnout: all 86.79% · promoters 99.98% · institutions 66.31% · other public 1.68%

  6. To re-appoint Mr. Boman Irani as the Chairman and Managing Director
    OrdinaryPromoters have an interest in it
    99.97% for0.03% against

    Against: promoters 0.00% · institutions 0.00% · other public 6.94%

    Turnout: all 30.28% · promoters 24.21% · institutions 66.31% · other public 1.67%

  7. To approve the remuneration of Mr. Boman Irani, Chairman and Managing Director
    SpecialPromoters have an interest in it
    99.57% for0.43% against

    Against: promoters 0.00% · institutions 1.01% · other public 7.16%

    Turnout: all 30.28% · promoters 24.21% · institutions 66.31% · other public 1.68%

  8. To re-appoint Mr. Chandresh Mehta as an Executive Director
    OrdinaryPromoters have an interest in it
    99.94% for0.06% against

    Against: promoters 0.00% · institutions 0.27% · other public 6.91%

    Turnout: all 66.44% · promoters 72.69% · institutions 66.31% · other public 1.68%

  9. To approve the remuneration of Mr. Chandresh Mehta, Executive Director
    SpecialPromoters have an interest in it
    99.80% for0.20% against

    Against: promoters 0.00% · institutions 1.01% · other public 7.16%

    Turnout: all 66.44% · promoters 72.69% · institutions 66.31% · other public 1.68%

  10. To re-appoint Mr. Percy Chowdhry as an Executive Director
    OrdinaryPromoters have an interest in it
    99.86% for0.14% against

    Against: promoters 0.00% · institutions 0.27% · other public 6.88%

    Turnout: all 30.28% · promoters 24.21% · institutions 66.31% · other public 1.68%

  11. To approve the remuneration of Mr. Percy Chowdhry, Executive Director
    SpecialPromoters have an interest in it
    99.57% for0.43% against

    Against: promoters 0.00% · institutions 1.01% · other public 7.16%

    Turnout: all 30.28% · promoters 24.21% · institutions 66.31% · other public 1.68%

  12. To re-appoint Mr. Ramesh Tainwala as Non- Executive Independent Director of the Company
    Special
    91.66% for8.34% against

    Against: promoters 0.00% · institutions 59.76% · other public 6.91%

    Turnout: all 86.79% · promoters 99.98% · institutions 66.31% · other public 1.68%

  13. To re-appoint Mr. Rahul Divan as Non- Executive Independent Director of the Company
    Special
    99.99% for0.01% against

    Against: promoters 0.00% · institutions 0.00% · other public 6.91%

    Turnout: all 86.79% · promoters 99.98% · institutions 66.31% · other public 1.68%

  14. To re-appoint Ms. Seema Mohapatra as Non- Executive Independent Director of the Company
    Special
    99.99% for0.01% against

    Against: promoters 0.00% · institutions 0.00% · other public 6.91%

    Turnout: all 86.79% · promoters 99.98% · institutions 66.31% · other public 1.68%

  15. To approve commission payable to Non-Executive Directors
    Special
    99.99% for0.01% against

    Against: promoters 0.00% · institutions 0.00% · other public 7.22%

    Turnout: all 86.79% · promoters 99.98% · institutions 66.31% · other public 1.67%

  16. To authorize borrowings by way of issuance of Non- Convertible Debentures,Bonds,other instruments
    Special
    99.99% for0.01% against

    Against: promoters 0.00% · institutions 0.00% · other public 6.82%

    Turnout: all 86.79% · promoters 99.98% · institutions 66.31% · other public 1.68%

For and against are per cent of the votes cast. Turnout is the votes cast as a per cent of the shares each group holds. Institutions are funds, insurers, banks and foreign investors. An ordinary resolution passes with more than half the votes cast, a special one with at least three quarters.

Annual general meeting, 18 Sep 2025, 7 resolutions

19,675 shareholders on the register on 11 Sep 2025; present: 8 promoters and 42 others; votes counted by Dinesh Kumar Deora / DM & Associates Company Secretaries LLP.The company's voting result (opens in a new tab)

  1. To receive, consider and adopt the Audited Standalone Financial Statements of the Company for the financial year ended March 31, 2025, together with the Reports of the Board of Directors and the Auditors thereonMoreLess
    Ordinary
    100.00% for0.00% against

    Against: promoters 0.00% · institutions 0.00% · other public 6.07%

    Turnout: all 90.96% · promoters 99.98% · institutions 67.02% · other public 1.42%

  2. To receive, consider and adopt the Audited Consolidated Financial Statements of the Company for the financial year ended March 31, 2025, together with the Report of the Auditors thereon
    Ordinary
    100.00% for0.00% against

    Against: promoters 0.00% · institutions 0.00% · other public 6.07%

    Turnout: all 90.96% · promoters 99.98% · institutions 67.02% · other public 1.42%

  3. To declare a Final Dividend of Rs. 1.5 per Equity Share of Rs. 10 each for the financial year ended March 31, 2025
    Ordinary
    100.00% for0.00% against

    Against: promoters 0.00% · institutions 0.00% · other public 6.11%

    Turnout: all 90.96% · promoters 99.98% · institutions 67.02% · other public 1.42%

  4. To appoint a Director in place of Mr. Chandresh Mehta (DIN: 00057575) who retires by rotation and being eligible, offers himself for re-appointment.
    OrdinaryPromoters have an interest in it
    99.32% for0.68% against

    Against: promoters 0.00% · institutions 3.84% · other public 6.07%

    Turnout: all 71.96% · promoters 75.73% · institutions 67.02% · other public 1.42%

  5. To appoint Secretarial Auditor of the Company
    Ordinary
    100.00% for0.00% against

    Against: promoters 0.00% · institutions 0.00% · other public 6.07%

    Turnout: all 90.96% · promoters 99.98% · institutions 67.02% · other public 1.42%

  6. To approve the remuneration of Cost Auditor of the Company for the Financial Year 2025-26
    Ordinary
    100.00% for0.00% against

    Against: promoters 0.00% · institutions 0.00% · other public 6.16%

    Turnout: all 90.96% · promoters 99.98% · institutions 67.02% · other public 1.42%

  7. To authorize borrowings by way of issuance of Non- Convertible Debentures, Bonds, other instruments
    Special
    100.00% for0.00% against

    Against: promoters 0.00% · institutions 0.00% · other public 6.27%

    Turnout: all 90.96% · promoters 99.98% · institutions 67.02% · other public 1.42%

For and against are per cent of the votes cast. Turnout is the votes cast as a per cent of the shares each group holds. Institutions are funds, insurers, banks and foreign investors. An ordinary resolution passes with more than half the votes cast, a special one with at least three quarters.

Postal ballot, 21 Jul 2025, 1 resolution

20,134 shareholders on the register on 13 Jun 2025; votes counted by Dinesh Kumar Deora / DM & Associates Company Secretaries LLP.The company's voting result (opens in a new tab)

  1. RAISING CAPITAL THROUGH AN ISSUANCE OF EQUITY SHARES AND/OR OTHER ELIGIBLE SECURITIES
    Special
    99.99% for0.01% against

    Against: promoters 0.00% · institutions 0.08% · other public 22.89%

    Turnout: all 90.99% · promoters 99.97% · institutions 66.25% · other public 0.47%

For and against are per cent of the votes cast. Turnout is the votes cast as a per cent of the shares each group holds. Institutions are funds, insurers, banks and foreign investors. An ordinary resolution passes with more than half the votes cast, a special one with at least three quarters.

Annual general meeting, 18 Sep 2024, 6 resolutions

Present: 8 promoters and 27 others.The company's voting result (opens in a new tab)

  1. To receive, consider and adopt the Audited Standalone Financial Statements of the Company for the financial year ended March 31, 2024, together with the Reports of the Board of Directors and the Auditors thereon.MoreLess
    Ordinary
    100.00% for0.00% against

    Against: promoters 0.00% · institutions 0.00% · other public 2.11%

    Turnout: all 90.90% · promoters 99.98% · institutions 64.40% · other public 0.69%

  2. To receive, consider and adopt the Audited Consolidated Financial Statements of the Company for the financial year ended March 31, 2024, together with the Report of the Auditors thereon
    Ordinary
    100.00% for0.00% against

    Against: promoters 0.00% · institutions 0.00% · other public 2.11%

    Turnout: all 90.90% · promoters 99.98% · institutions 64.40% · other public 0.69%

  3. To appoint a Director in place of Mr. Percy Chowdhry (DIN: 00057529) who retires by rotation and being eligible, offers himself for re-appointment
    Ordinary
    99.97% for0.03% against

    Against: promoters 0.00% · institutions 0.16% · other public 2.39%

    Turnout: all 71.89% · promoters 75.72% · institutions 64.40% · other public 0.69%

  4. To approve the remuneration of Cost Auditor for the Financial Year 2024–25
    Ordinary
    100.00% for0.00% against

    Against: promoters 0.00% · institutions 0.00% · other public 2.25%

    Turnout: all 90.90% · promoters 99.98% · institutions 64.40% · other public 0.69%

  5. To authorize borrowings by way of issuance of Non- Convertible Debentures/Bonds/other instruments
    Special
    100.00% for0.00% against

    Against: promoters 0.00% · institutions 0.00% · other public 2.11%

    Turnout: all 90.90% · promoters 99.98% · institutions 64.40% · other public 0.69%

  6. Increase the existing pool of Rustomjee Employee Stock Option Scheme 2022
    Special
    90.15% for9.85% against

    Against: promoters 0.00% · institutions 71.34% · other public 2.65%

    Turnout: all 90.90% · promoters 99.98% · institutions 64.40% · other public 0.69%

For and against are per cent of the votes cast. Turnout is the votes cast as a per cent of the shares each group holds. Institutions are funds, insurers, banks and foreign investors. An ordinary resolution passes with more than half the votes cast, a special one with at least three quarters.

Postal ballot, 18 Mar 2024, 1 resolution

The company's voting result (opens in a new tab)

  1. Raising capital through an issuance of equity shares and/or other eligible securities
    Special
    99.76% for0.24% against

    Against: promoters 0.00% · institutions 2.89% · other public 3.96%

    Turnout: all 94.67% · promoters 100.00% · institutions 72.86% · other public 0.53%

For and against are per cent of the votes cast. Turnout is the votes cast as a per cent of the shares each group holds. Institutions are funds, insurers, banks and foreign investors. An ordinary resolution passes with more than half the votes cast, a special one with at least three quarters.

Annual general meeting, 22 Sep 2023, 11 resolutions

Present: 7 promoters and 27 others.The company's voting result (opens in a new tab)

  1. 1.a.The Audited Standalone Financial Statements of the Company for the financial year ended March 31, 2023, together with the Reports of the Board of Directors and the Auditors thereon; andnn1.b.The Audited Consolidated Financial Statements of the Company for the financial year ended March 31, 2023, together with the Report of the Auditors thereonMoreLess
    Ordinary
    100.00% for0.00% against

    Against: promoters 0.00% · institutions 0.00% · other public 0.00%

    Turnout: all 95.17% · promoters 100.00% · institutions 66.65% · other public 56.33%

  2. To appoint a Director in place of Mr. Chandresh Dinesh Mehta (DIN: 00057575) who retires by rotation and being eligible, offers himself for reappointment
    OrdinaryPromoters have an interest in it
    100.00% for0.00% against

    Against: promoters 0.00% · institutions 0.00% · other public 0.01%

    Turnout: all 74.13% · promoters 75.73% · institutions 66.65% · other public 56.33%

  3. To ratify the remuneration of Cost Auditors for the Financial Year 2023 – 24
    Ordinary
    100.00% for0.00% against

    Against: promoters 0.00% · institutions 0.00% · other public 0.00%

    Turnout: all 95.17% · promoters 100.00% · institutions 66.65% · other public 56.33%

  4. Ratification of the ‘Rustomjee Employee Stock Option Plan 2022’ (“ESOP 2022”/“Plan”)
    Special
    97.43% for2.57% against

    Against: promoters 0.00% · institutions 38.64% · other public 0.00%

    Turnout: all 95.17% · promoters 100.00% · institutions 66.65% · other public 56.33%

  5. Ratification of grant of employee stock options to the employees of Subsidiary and Associate Company(ies) of the Company under ‘Rustomjee Employee Stock Option Plan 2022’ (“ESOP 2022”/“Plan”)
    Special
    97.43% for2.57% against

    Against: promoters 0.00% · institutions 38.64% · other public 0.00%

    Turnout: all 95.17% · promoters 100.00% · institutions 66.65% · other public 56.33%

  6. Approval of limits under Section 186 of the Companies Act, 2013
    Special
    96.37% for3.63% against

    Against: promoters 0.00% · institutions 54.59% · other public 0.01%

    Turnout: all 95.17% · promoters 100.00% · institutions 66.65% · other public 56.33%

  7. To approve the remuneration of Mr. Boman Irani, Chairman and Managing Director
    SpecialPromoters have an interest in it
    98.74% for1.26% against

    Against: promoters 0.00% · institutions 10.56% · other public 0.01%

    Turnout: all 53.07% · promoters 51.44% · institutions 66.65% · other public 56.33%

  8. To approve the remuneration of Mr. Chandresh Mehta, Executive Director
    SpecialPromoters have an interest in it
    99.11% for0.89% against

    Against: promoters 0.00% · institutions 10.48% · other public 0.01%

    Turnout: all 74.13% · promoters 75.73% · institutions 66.65% · other public 56.33%

  9. To approve the remuneration of Mr. Percy Chowdhry, Executive Director
    SpecialPromoters have an interest in it
    99.11% for0.89% against

    Against: promoters 0.00% · institutions 10.48% · other public 0.01%

    Turnout: all 74.13% · promoters 75.73% · institutions 66.65% · other public 56.33%

  10. To approve commission payable to Non-Executive Directors
    Special
    100.00% for0.00% against

    Against: promoters 0.00% · institutions 0.00% · other public 0.00%

    Turnout: all 95.17% · promoters 100.00% · institutions 66.65% · other public 56.33%

  11. To authorize borrowings by way of Issuance of Non-Convertible Debentures/Bonds/Other instruments
    Special
    100.00% for0.00% against

    Against: promoters 0.00% · institutions 0.00% · other public 0.01%

    Turnout: all 95.17% · promoters 100.00% · institutions 66.65% · other public 56.33%

For and against are per cent of the votes cast. Turnout is the votes cast as a per cent of the shares each group holds. Institutions are funds, insurers, banks and foreign investors. An ordinary resolution passes with more than half the votes cast, a special one with at least three quarters.

How mutual funds voted

Fund houses must disclose how they vote at every meeting of a company they hold.

Mutual fund votes, meeting of 18 Sep 2026, 1 fund house so far (houses' deadline to file 15 Oct 2026)

  • To receive, consider and adopt the audited standalone Financial Statements of the Company for the financial year ended March 31, 2026, together with the Reports of the Board of Directors and the Auditors thereon.MoreLess
    1 for0 against
  • To receive, consider and adopt the audited consolidated Financial Statements of the Company for the financial year ended March 31, 2026, together with the Report of the Auditors thereon.
    1 for0 against
  • To appoint Mr. Percy Chowdhry (DIN: 00057529) who retires by rotation as Director and being eligible, offers himself for re-appointment.
    1 for0 against
  • To appoint Statutory Auditor of the Company
    1 for0 against
  • To ratify the remuneration of Cost Auditor for the Financial Year 2026 – 27
    1 for0 against
  • To re-appoint Mr. Boman Irani as the Chairman and Managing Director
    1 for0 against
  • To approve the remuneration of Mr. Boman Irani, Chairman and Managing Director
    1 for0 against
  • To re-appoint Mr. Chandresh Mehta as an Executive Director
    1 for0 against
  • To approve the remuneration of Mr. Chandresh Mehta, Executive Director
    1 for0 against
  • To re-appoint Mr. Percy Chowdhry as an Executive Director
    1 for0 against
  • To approve the remuneration of Mr. Percy Chowdhry, Executive Director
    1 for0 against
  • To re-appoint Mr. Ramesh Tainwala as Non- Executive Independent Director of the Company
    1 for0 against
  • To re-appoint Mr. Rahul Divan as Non- Executive Independent Director of the Company
    1 for0 against
  • To re-appoint Ms. Seema Mohapatra as Non- Executive Independent Director of the Company
    1 for0 against
  • To approve commission payable to Non-Executive Directors
    1 for0 against
  • To authorize borrowings by way of issuance of Non- Convertible Debentures,Bonds,other instruments
    1 for0 against

Mutual fund votes, meeting of 18 Sep 2025, 4 fund houses

  • To receive, consider and adopt the Audited Standalone Financial Statements of the Company for the financial year ended March 31, 2025, together with the Reports of the Board of Directors and the Auditors thereonMoreLess
    4 for0 against
  • To receive, consider and adopt the Audited Consolidated Financial Statements of the Company for the financial year ended March 31, 2025, together with the Report of the Auditors thereon
    4 for0 against
  • To declare a Final Dividend of Rs. 1.5 per Equity Share of Rs. 10 each for the financial year ended March 31, 2025
    4 for0 against
  • To appoint a Director in place of Mr. Chandresh Mehta (DIN: 00057575) who retires by rotation and being eligible, offers himself for re-appointment.
    4 for0 against
  • To appoint Secretarial Auditor of the Company
    Against Motilal Oswal Mutual Fund
    • Motilal Oswal Mutual FundNo concern on the merits of proposed secretarial auditors. Non-Compliant with Regulation 36(5) of SEBI LODR: Proposed audit fee payable to Secretarial Auditors not disclosed.
    3 for1 against
  • To approve the remuneration of Cost Auditor of the Company for the Financial Year 2025-26
    4 for0 against
  • To authorize borrowings by way of issuance of Non- Convertible Debentures, Bonds, other instruments
    4 for0 against
4 earlier meetings

Mutual fund votes, meeting of 21 Jul 2025, 3 fund houses

  • 1. To create, issue, offer and allot (including with provisions for reservations on firm and/or competitive basis, or such part of issue and for such categories of persons as may be permitted) such number of Securities (as defined hereinafter), for cash, in one or more tranches, with or without green shoe option, whether Rupee denominated or denominated in foreign currency, for an aggregate amount up to Rs.1,500 crore.MoreLess
    1 for0 against
  • To create, issue, offer and allot (including with provisions for reservations on firm and/or competitive basis, or such part of issue and for such categories of persons as may be permitted) such number of Securities (as defined hereinafter), for cash, in one or more tranches, with or without green shoe option, whether Rupee denominated or denominated in foreign currency, for an aggregate amount up to Rs.1,500 crore.MoreLess
    2 for0 against

Mutual fund votes, meeting of 18 Sep 2024, 3 fund houses

  • To receive, consider and adopt the Audited Standalone Financial Statements of the Company for the financial year ended March 31, 2024, together with the Reports of the Board of Directors and the Auditors thereon.MoreLess
    3 for0 against
  • To receive, consider and adopt the Audited Consolidated Financial Statements of the Company for the financial year ended March 31, 2024, together with the Report of the Auditors thereon
    3 for0 against
  • To appoint a Director in place of Mr. Percy Chowdhry (DIN: 00057529) who retires by rotation and being eligible, offers himself for re-appointment
    3 for0 against
  • To approve the remuneration of Cost Auditor for the Financial Year 2024–25
    3 for0 against
  • To authorize borrowings by way of issuance of Non- Convertible Debentures/Bonds/other instruments
    3 for0 against
  • Increase the existing pool of Rustomjee Employee Stock Option Scheme 2022
    Against Bandhan Mutual Fund
    • Bandhan Mutual FundNon-compliant with SEBI (SBEB & SE) Regulations, 2021: Non-disclosure of Exercise Price. Governance Concern: maximum potential economic benefits to a single employee appears to be excessive.
    2 for1 against

Mutual fund votes, meeting of 18 Mar 2024, 4 fund houses

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

  • Raising capital through an issuance of equity shares and/or other eligible securities
    2 for0 against
1 proposal not matched to one resolution
  • To create, issue, offer and allot (including with provisions for reservations on firm and/or competitive basis, or such part of issue and for such categories of persons as may be permitted) such number of Securities (as defined hereinafter), for cash, in one or more tranches, with or without green shoe option, whether Rupee denominated or denominated in foreign currency, for an aggregate amount up to Rs.1,500 crore.MoreLess
    2 for0 against

Mutual fund votes, meeting of 22 Sep 2023, 8 fund houses

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

  • 1.a.The Audited Standalone Financial Statements of the Company for the financial year ended March 31, 2023, together with the Reports of the Board of Directors and the Auditors thereon; andnn1.b.The Audited Consolidated Financial Statements of the Company for the financial year ended March 31, 2023, together with the Report of the Auditors thereonMoreLess
    8 for0 against
  • To appoint a Director in place of Mr. Chandresh Dinesh Mehta (DIN: 00057575) who retires by rotation and being eligible, offers himself for reappointment
    8 for0 against
  • To ratify the remuneration of Cost Auditors for the Financial Year 2023 – 24
    3 for0 against
  • Ratification of the ‘Rustomjee Employee Stock Option Plan 2022’ (“ESOP 2022”/“Plan”)
    Against Bandhan Mutual Fund, HDFC Mutual Fund, Motilal Oswal Mutual Fund, Nippon India Mutual Fund, SBI Mutual Fund
    • Bandhan Mutual Fund, Motilal Oswal Mutual FundNon-compliant with SEBI (SBEB & SE) Regulations, 2021: Non-disclosure of Exercise Price.
    • HDFC Mutual FundThere is lack of disclosure or clarity on the pricing formula or exercise price at which the ESOP will be granted
    • Nippon India Mutual FundInadequate disclosure
    • SBI Mutual FundUnder the scheme, the company proposes to issue 2,000,000 options to employees of the company: 1,155,700 options have been granted under the scheme. The vesting will be primarily tenure based: the Nomination and Remuneration Committee may lay down certain performance metrics for vesting: there is no disclosure on the performance parameters. The exercise price shall be determined by the NRC, and it shall not be less than the face value of shares issued. 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. 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. This is why we do not support the resolution.
    3 for5 against
  • Ratification of grant of employee stock options to the employees of Subsidiary and Associate Company(ies) of the Company under ‘Rustomjee Employee Stock Option Plan 2022’ (“ESOP 2022”/“Plan”)
    Against Bandhan Mutual Fund, HDFC Mutual Fund, Motilal Oswal Mutual Fund, Nippon India Mutual Fund, SBI Mutual Fund
    • Bandhan Mutual Fund, Motilal Oswal Mutual FundNon-compliant with SEBI (SBEB & SE) Regulations, 2021: Non-disclosure of Exercise Price. Governance Concern: ESOP Scheme proposed to be extended to Associate Company without compelling reasons.
    • HDFC Mutual FundThere is lack of disclosure or clarity on the pricing formula or exercise price at which the ESOP will be granted
    • Nippon India Mutual FundInadequate disclosure
    • SBI Mutual FundThrough resolution #5, the company is seeking approval to extend Rustomjee Employee Stock Option Plan 2022 to eligible employees of group companies including employees of subsidiary companies, and associate companies. The enabling nature of the approval could allow the company to grant these options to future subsidiaries and associates which may or may not have their ESOP plans. Our recommendation is linked to Resolution #4. This is why we do not support the resolution.
    3 for5 against
  • Approval of limits under Section 186 of the Companies Act, 2013
    Against Bandhan Mutual Fund, HDFC Mutual Fund, Motilal Oswal Mutual Fund, Nippon India Mutual Fund, SBI Mutual Fund
    • Bandhan Mutual Fund, Motilal Oswal Mutual FundCompliant with Law. Governance concern: Omnibus approval; Inadequate disclosure.
    • HDFC Mutual FundThe proposed limit increase is high and support could be extended to promoter companies
    • Nippon India Mutual FundInadequate disclosure
    • SBI Mutual FundThe company has stated that it proposes to use funds available with it and to achieve long-term strategic and business objectives, it proposes to make use of the same by making investment in other bodies corporate or granting loans, giving guarantee, or providing security to other persons or other bodies corporate as and when required. The present automatic limit is ~ Rs. 13.8 bn (100% of free reserves). The company has outstanding loans and guarantees to subsidiaries, associates, and other entities aggregating to Rs. 10.5 bn – we understand that the company may need additional flexibility to undertake additional intercorporate transactions. However, the proposed limit sought is substantially higher than the current outstanding amount. Further, there are no granular details disclosed, therefore support could be extended to promoter companies. We do not support enabling approvals and expect the company to provide granular details of how available funds will be used. This is why we do not support the resolution.
    3 for5 against
  • To approve the remuneration of Mr. Boman Irani, Chairman and Managing Director
    Against Motilal Oswal Mutual Fund
    • Motilal Oswal Mutual FundCompliant with law. Governance concern: holds position of Chairman and Managing Director.
    7 for1 against
  • To approve the remuneration of Mr. Chandresh Mehta, Executive Director
    8 for0 against
  • To approve the remuneration of Mr. Percy Chowdhry, Executive Director
    8 for0 against
  • To approve commission payable to Non-Executive Directors
    8 for0 against
  • To authorize borrowings by way of Issuance of Non-Convertible Debentures/Bonds/Other instruments
    8 for0 against
1 proposal not matched to one resolution
  • Ratification of remuneration of Rs.1.05 Lakhs exclusive of applicable taxes and out of pocket expenses payable to M/s. Joshi Apte & Associates, Cost Accountants, appointed by the Board of Directors to conduct the audit of cost records of the Company for the financial year ending on March 31, 2024.MoreLess
    5 for0 against

Each fund house counted once, from its own disclosure; the reasons are its own words.

Investor complaints and compliance

Quarter by quarter.

Investor complaints received and resolved, the company's own count

  • Received
  • Resolved

Open at the quarter's end

None open at any quarter's end.
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
Yes
The filing has a part on fines and penalties
No
The filing has a part on tax disputes
No
There was a cyber security incident in the quarter
No

The company's own answers in its filing.