Swan Corp MD, chairman, board of directors and AGM

Mutual fund votes, meeting of 2 Mar 2026, 17 fund houses

• Related Party Transaction with Swan Defence and Heavy Industries Limited (SDHI)

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

  • Angel One Mutual FundGovernance concern: Inadequate disclosures with respect to the Basis for Arm’s Length pricing.
  • Bandhan Mutual Fund, Edelweiss Mutual Fund, Groww Mutual Fund, Motilal Oswal Mutual Fund, Navi Mutual Fund, Zerodha Mutual FundNon-Compliant with RPT Industry Standards: As per the RPT Industry Standards prescribed pursuant to the regulatory framework of Securities and Exchange Board of India (SEBI), in cases where material Related Party Transactions (RPTs) or material modifications thereto are proposed for shareholders’ approval, the Company is required to provide specific disclosures in the explanatory statement annexed to the Notice of the general meeting. However, the Company has failed to disclose whether the Audit Committee has reviewed the certificates provided by the CEO / Managing Director / Whole-Time Director / Manager and the Chief Financial Officer as mandated under the RPT Industry Standards. Governance concern: The Company has not provided the disclosures with respect to the basis of arm’s length pricing. This information enables shareholders to assess the fairness of the proposed transaction.
  • Kotak Mahindra Mutual FundThe company seeks shareholders approval to enter into material related party transactions with Swan Defence and Heavy Industries Limited (SDHI) (formerly Reliance Naval and Engineering Limited), a listed entity and a step-down subsidiary of the company. SDHI was acquired pursuant to an NCLT-approved resolution plan under the (IBC) Insolvency and Bankruptcy Code, 2016, with the acquisition implemented through Hazel Infra Limited (HIL). HIL, the immediate parent and promoter of SDHI, holds 94.91% of SDHI s equity share capital, while Swan Corp Limited (SCL) and Hazel Mercantile Limited hold 99% and 1% stake respectively, in HIL. The proposed transactions include sale/purchase/supply of goods or services, trade advances, loans and advances (including inter-corporate deposits), investments, guarantees (including performance guarantees and other non-fund-based support), and borrowings. The approval is sought for a period of one year (27 January 2026 to 26 January 2027) with an aggregate transaction value of up to Rs. 35.0 bn. The approval sought is enabling in nature and covers a broad range of transactions without upfront disclosure of transaction-wise caps or commercial terms. Given that the proposal includes financial assistance, the company should provide greater disclosure on the detailed terms of the financial support proposed to be extended. The Company has not disclosed whether Audit Committee has reviewed the certificates provided by the CEO/ Managing Director/ Whole Time Director/ Manager and CFO under the RPT Industry standards, hence, the proposed resolution is non-compliant w.r.t. provisions of law. Hence, basis the above reasons we do not support the resolution.

  9 for8 against

Mutual fund votes, meeting of 29 Sep 2025, 17 fund houses

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

• To consider and adopt the Audited Standalone & Consolidated Financial Statements of the Company for the financial year ended 31st March, 2025, together with the Independent Auditors Report and the Directors Report thereon.MoreLess

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

  • Angel One Mutual FundThe Company has not disclosed financials of all its subsidiaries on its website.
  • Bandhan Mutual Fund, Edelweiss Mutual Fund, Groww Mutual Fund, Motilal Oswal Mutual Fund, Navi Mutual FundUnqualified Financial Statements (except few non-material remarks on CARO). Non-Compliant with Companies Act, 2013 & Regulation 46(2)(s) of SEBI LODR: The Company has not disclosed financials of all its subsidiaries for FY 2024-25 on its website.

  11 for6 against
• To declare Final Dividend for the FY 2024-25 @ 10%, i.e., Re. 0.10 for every share of face value of Re. 1/‐ each

  17 for0 against
• To consider and approve the re-appointment of Mr. Paresh Merchant (DIN: 00660027) as a Director of the Company, who retires by rotation and being eligible offers himself for re-appointment.

  17 for0 against
• Ratification of the Remuneration of Rs. 75,000/-to be paid to the Cost Auditor of the company for FY 2025-26.

  17 for0 against
• Appointment of M/s. SKJP & Associates, PCS as the Secretarial Auditor of the Company for the 1st term of 5 consecutive financial years, from FY 2025-26 to FY 2029-30

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

  • Angel One Mutual FundProposed audit fee payable to Secretarial Auditors not disclosed. Transparency concern: The Company neither disclosed the Audit Fee paid to Outgoing Secretarial Auditor nor any material change in the proposed audit fee.
  • Bandhan Mutual Fund, Edelweiss Mutual Fund, Groww Mutual Fund, Motilal Oswal Mutual Fund, Navi Mutual FundNo issues on merits of the proposed Secretarial Auditors. Non-Compliant with Regulation 36(5) of SEBI LODR: Proposed audit fee payable to Secretarial Auditors not disclosed. Transparency concern: The Company neither disclosed the Audit Fee paid to Outgoing Secretarial Auditor nor any material change in the proposed audit fee.
  • Kotak Mahindra Mutual FundCompany has not disclosed the proposed audit fees for the Appointment of M/s. SKJP and Associates, Company Secretaries (Peer reviewed certificate no. 6740/2025) as the Secretarial Auditor of the Company for the 1st term of five (5) consecutive financial years, commencing from Financial Year 2025-26 to Financial Year 2029-30. In the absence of audit fees, we cannot favour the resolution.

  10 for7 against

Mutual fund votes, meeting of 16 Jul 2025, 16 fund houses

• 1) Approve change of name to Swan Corp Limited and consequent amendment to Memorandum and Articles of Association

  1 for0 against
• 1. Change in the name of the Company from Swan Energy Limited to Swan Corp Limited.

  1 for0 against
• Change in the name of the Company from Swan Energy Limited to Swan Corp Limited.

  14 for0 against

Mutual fund votes, meeting of 17 Mar 2025, 15 fund houses

• 1) Appoint Jayaramakrishnan Kannan (DIN: 06551104) as Independent Director for five years from 17 December 2024 and approve his continuation on the board post attainment of 75 years of age.

  1 for0 against
• 1. Appointment of Mr. Jayaramakrishnan Kannan (DIN:06551104) as an Independent Director of the Company, not liable to retire by rotation, for a term of 5 (five) years from December 17, 2024 to December 16, 2029.MoreLess

  1 for0 against
• Appointment of Mr. Jayaramakrishnan Kannan (DIN:06551104) as an Independent Director of the Company, not liable to retire by rotation, for a term of 5 (five) years from December 17, 2024 to December 16, 2029.MoreLess

  ›Against Bandhan Mutual Fund, Groww Mutual Fund, Kotak Mahindra Mutual Fund, Motilal Oswal Mutual Fund, Nippon India Mutual Fund

  • Bandhan Mutual Fund, Groww Mutual Fund, Motilal Oswal Mutual FundNo concern on the merit of proposed appointee. Non-Compliant with Companies Act, 2013: Terms and Conditions of appointment of proposed appointee not disclosed on the website of the Company.
  • Kotak Mahindra Mutual FundJayaramakrishnan Kannan, 70, is the Managing Director of MITRAA, a management, tax and financial advisory services provider, as per public sources. He has more than four decades of experience in the IT industry. No concern has been identified with regard to profile, time commitment and independence of Mr. Jayaramakrishnan Kannan. However, since the company has not disclosed the Terms and Conditions of ID on the website which is non-compliant as per Regulation 46(2)(b) of SEBI LODR, 2015 and Schedule IV of the Companies Act, 2013. We are voting against the resolution.
  • Nippon India Mutual FundProfile of the Candidate

  7 for5 against
• To approve, the appointment of Mr. Jayaramakrishnan Kannan (DIN:06551104) as an Independent Director of the Company.

  ›Against Edelweiss Mutual Fund

  • Edelweiss Mutual FundTerms and Conditions of ID not disclosed on the website;

  0 for1 against

Mutual fund votes, meeting of 26 Sep 2024, 15 fund houses

• Item 1, as a fund house numbered it

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

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

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

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

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

  ›Against Taurus Mutual Fund

  • Taurus Mutual FundThe proposed transactions pertain to extension of financial support and / or investments, however, no disclosures have been made on whether support extended, or investment made will be in the proportion of SEL’s shareholding. The company has not disclosed the terms related to the inter-corporate deposits as required under the SEBI circular for shareholder approval of related party transactions. Therefore, we do not support the resolution. Furthermore, The company should have brought the transactions with each entity separately for approval, to enable shareholders to cast their votes for each transaction specifically.

  0 for1 against
• Item 7, as a fund house numbered it

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

  1 for0 against
• Item 9, as a fund house numbered it

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

  1 for0 against
• Item 11, as a fund house numbered it

  1 for0 against
• 1) A) Adoption of Audited Standalone Financial Statements for the year ended March 31, 2024 and the reports of the Directors and Auditors thereon. B) Adoption of Audited Consolidated Financial Statements for the year ended March 31, 2024 and Auditors report thereon.MoreLess

  1 for0 against
• 10) Appoint Ashish Bairagra (DIN: 00049591) as Independent Director for five years from 14 August 2024.

  1 for0 against
• 11) Appoint Prabhakar Reddy Patil (DIN: 00377406) as Independent Director for five years from 14 August 2024.

  1 for0 against
• 2) Declare final dividend of Rs. 0.10 per equity share (face value Re. 1.0) for FY24.

  1 for0 against
• 3) Reappoint Nikhil Merchant (DIN: 00614790), as Director, liable to retire by rotation.

  1 for0 against
• 4) Ratify remuneration of Rs. 75,000 for Nisha Patel & Associates as cost auditors for FY25.

  1 for0 against
• 5) Approve related party transactions between Swan Energy Limited (SEL) and Swan LNG Private Limited (SLPL), Triumph Offshore Private Limited (TOPL) , Hazel Infra Limited (HIL), Veritas (India) Limited (VIL) and Reliance Naval and Engineering Limited (RNEL) and also between Hazel Infra Limited (HIL) and Reliance Naval and Engineering Limited (RNEL) for FY25.MoreLess

  ›Against SBI Mutual Fund

  • SBI Mutual FundThe proposed transactions pertain to extension of financial support and / or investments, however, no disclosures have been made on whether support extended, or investment made will be in the proportion of SEL’s shareholding. The company has not disclosed the terms related to the inter-corporate deposits as required under the SEBI circular for shareholder approval of related party transactions. Therefore, we do not support the resolution. Furthermore, The company should have brought the transactions with each entity separately for approval, to enable shareholders to cast their votes for each transaction specifically.

  0 for1 against
• 6) Reappoint Nikhil Merchant (DIN: 00614790) as Managing Director for a period of 3 years from 01 September 2024 and fix his remuneration as minimum remuneration.

  1 for0 against
• 7) Reappoint Paresh V. Merchant (DIN: 00660027) as Whole-Time Director for a period of 3 years from 01 September 2024 and fix his remuneration as minimum remuneration.

  1 for0 against
• 8) Appoint Chetan Selarka (DIN: 03224037) as Director from 14 August 2024, liable to retire by rotation.

  1 for0 against
• 9) Appoint Chetan Selarka (DIN: 03224037) as Whole Time Director and Chief Financial Officer (CFO) for three years from 14 August 2024 and fix his remuneration as minimum remuneration.

  1 for0 against
• Appointment of Mr. Ashish Bairagra (DIN: 00049591) as an Independent Director of the Company, not liable to retire by rotation, for a term of 5 (five) years from 14th August 2024 to 13th August 2029.

  12 for0 against
• Appointment of Mr. Chetan Selarka (DIN: 03224037) as a Director and the period of his office shall be liable to determination by retirement of directors by rotation.

  12 for0 against
• Appointment of Mr. Prabhakar Reddy Patil (DIN: 00377406) as an Independent Director of the Company, not liable to retire by rotation, for a term of 5 (five) years from 14th August 2024 to 13th August 2029.MoreLess

  12 for0 against
• Approval for material related party transactions with Swan LNG Private Limited (SLPL) value of the transactions Rs. 2000 Crore, Triumph Offshore Private Limited (TOPL) value of the transactions Rs. 2000 Crore, Hazel Infra Limited (HIL) value of the transactions Rs. 2000 Crore, Veritas (India) Limited (VIL) value of the transactions Rs. 1000 Crore, Reliance Naval and Engineering Limited (RNEL) value of the transactions Rs. 600 Crore and transactions of Hazel Infra Limited, Subsidiary of listed entity with Reliance Naval and Engineering Limited (RNEL) value of the transactions Rs. 2000 Crore for Sale / Purchase of Goods and Services and Providing of Loan and/or Inter-Corporate Deposit and/ or Advance and/ or Investment.MoreLess

  ›Against Axis Mutual Fund, Bandhan Mutual Fund, Bank of India Mutual Fund, Groww Mutual Fund, ICICI Prudential Mutual Fund, LIC Mutual Fund, Mirae Asset Mutual Fund, Nippon India Mutual Fund

  • Axis Mutual FundThe proposed transactions pertain to extension of financial support and / or investments, however, no disclosures have been made on whether support extended, or investment made will be in the proportion of SEL’s shareholding. The company has not disclosed the terms related to the inter-corporate deposits as required under the SEBI circular for shareholder approval of related party transactions. Therefore, we do not support the resolution. Furthermore, The company should have brought the transactions with each entity separately for approval, to enable shareholders to cast their votes for each transaction specifically.
  • Bandhan Mutual Fund, Groww Mutual Fund, Nippon India Mutual FundCompliant with law. Governance & Transparency Concern: Inadequate disclosures w.r.t. Basis for Arm’s Length pricing; generalized justification for entering into the proposed RPTs.
  • Bank of India Mutual FundThe proposed transactions pertain to extension of financial support and / or investments, however, no disclosures have been made on whether support extended, or investment made will be in the proportion of SEL’s shareholding. The company has not disclosed the terms related to the inter-corporate deposits as required under the SEBI circular for shareholder approval of related party transactions. Therefore, we do not support the resolution. Furthermore, The company should have brought the transactions with each entity separately for approval, to enableshareholders to cast their votes for each transaction specifically.
  • ICICI Prudential Mutual FundThe company has not disclosed whether the support extended, or the investment made will be in the proportion of SEL’s shareholding. It has also not disclosed the terms related to the inter-corporate deposits as required under the SEBI circular for shareholder approval of related party transactions. Furthermore, the transactions with each entity should have been brought separately by the company for approval, to enable shareholders to cast their votes for each transaction specifically. Due to lack of adequate disclosures, the AMC has voted against the resolution.
  • LIC Mutual FundCompliant with law. Governance & Transparency Concern: Inadequate disclosures w.r.t. Basis for Arm s Length pricing; generalized justification for entering into the proposed RPTs.
  • Mirae Asset Mutual FundAs per advisory recommendation (Passive holding)

  4 for8 against
• Designation of Mr. Chetan Selarka (DIN: 03224037), as Whole Time Director and Chief Financial Officer for a term of three years effective from 14th August 2024 and including remuneration.

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

  • Groww Mutual Fund, LIC Mutual Fund, Nippon India Mutual FundAppointment compliant with law. Transparency Concern: Date of appointment is uncertain.

  9 for3 against
• Ratification of remuneration of Rs. 75,000/- plus applicable taxes and reimbursement of out- of- pocket expenses, payable to M/s Nisha Patel and Associates, Cost Accountants (Firm Registration No. 102667), appointed as Cost Auditors of the Company for the Financial Year 2024 - 2025.MoreLess

  12 for0 against
• Re-appointment of Mr. Nikhil V. Merchant (DIN: 00614790) as the Managing Director of the Company, for a further period of three years with effect from 1st September 2024 and including remuneration.

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

  • Groww Mutual Fund, Nippon India Mutual FundRe-appointment compliant with law. Governance Concern – Director holds 2 full-time position in un-related businesses; Skewed Remuneration practice; No absolute cap on variable pay or total remuneration per Director.
  • LIC Mutual FundRe-appointment compliant with law. Governance Concern Director holds 2 full-time position in un-related businesses; Skewed Remuneration practice; No absolute cap on variable pay or total remuneration per Director.

  9 for3 against
• Re-appointment of Mr. Paresh V. Merchant (DIN: 00660027) as the Whole Time Director of the Company, for a further period of three years with effect from 1st September 2024 and including remuneration.

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

  • Groww Mutual Fund, LIC Mutual Fund, Nippon India Mutual FundRe-appointment compliant with law. Governance Concern: Skewed Remuneration practice; No absolute cap on variable pay or total remuneration per Director.

  9 for3 against
• To appoint Mr. Nikhil Merchant (DIN: 00614790), who retires by rotation and being eligible, offers himself for re-appointment.

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

  • Groww Mutual Fund, Nippon India Mutual FundRe-appointment compliant with law. Governance Concern – Director holds 2 full-time position in un-related businesses; Skewed Remuneration practice; No absolute cap on variable pay or total remuneration per Director.
  • LIC Mutual FundRe-appointment compliant with law. Governance Concern Director holds 2 full-time position in un-related businesses; Skewed Remuneration practice; No absolute cap on variable pay or total remuneration per Director.

  9 for3 against
• To approve,Appointment of Mr. Ashish Bairagra (DIN: 00049591) as an Independent Director of the Company.

  1 for0 against
• To approve, Appointment of Mr. Chetan Selarka (DIN:03224037) as a Director of the Company.

  1 for0 against
• To approve,Appointment of Mr. Prabhakar Reddy Patil (DIN: 00377406) as an Independent Director of the Company.

  1 for0 against
• To approve,Designation of Mr. Chetan Selarka (DIN: 03224037) as Whole Time Director (Key Managerial Personnel) and Chief Financial Officer of the company.

  ›Against Edelweiss Mutual Fund

  • Edelweiss Mutual FundDate of appointment is uncertain.

  0 for1 against
• To approve, material-related party transactions.

  1 for0 against
• To approve, Mr. Nikhil Merchant (DIN: 00614790), who retires by rotation and being eligible, offers himself for re-appointment, be and is hereby re-appointed as a Director of the Company.

  ›Against Edelweiss Mutual Fund

  • Edelweiss Mutual FundDirector holds 2 full-time position in un-related businesses; Skewed Remuneration practice; No absolute cap on variable pay or total remuneration per Director.

  0 for1 against
• To approve, Ratification of Cost Auditor’s Remuneration.

  1 for0 against
• To approve, Re-appointment of Mr. Nikhil V. Merchant (DIN: 00614790) as Managing Director of the Company and to fix his remuneration.

  ›Against Edelweiss Mutual Fund

  • Edelweiss Mutual FundDirector holds 2 full-time position in un-related businesses; Skewed Remuneration practice; No absolute cap on variable pay or total remuneration per Director.

  0 for1 against
• To approve, Re-appointment of Mr. Paresh V. Merchant (DIN: 00660027) as Whole Time Director & Key Managerial Personnel of the Company and to fix his remuneration.

  ›Against Edelweiss Mutual Fund

  • Edelweiss Mutual FundSkewed Remuneration practice; No absolute cap on variable pay or total remuneration per Director.

  0 for1 against
• To consider, approve and adopt: a) the Standalone Audited Financial statements (Balance Sheet, Statement of Profit and Loss, Statement of changes in equity, Cash Flow Statement) for the year ended 31st March 2024, together with Reports of the Board of Directors and the Auditors thereon. b) the Consolidated Audited Financial statements (Balance Sheet, Statement of Profit and Loss, Statement of changes in equity, Cash Flow Statement) for the year ended 31st March 2024, together with Report of the Auditors thereon.MoreLess

  12 for0 against
• To declare a dividend for the Financial Year 2023 - 2024 @ 10%, i.e., Re. 0.10 for every equity share of face value of Rs. 1/- each on 31,34,56,886 equity share of Rs. 1/- each, amounting to Rs. 3,13,45,689/- as recommended by the Board of Directors be declared and that the said Dividend be distributed out of the Profits for the year ended on 31st March 2024.MoreLess

  12 for0 against
• To declared and that the said Dividend be distributed out of the Profits for the year ended on 31st March 2024.

  1 for0 against
• To receive, consider and adopt the Audited Standalone and Consolidated Financial Statements of the Company for the financial year ended 31st March, 2024 including Audited Balance Sheet as at 31st March, 2024 and the Statement of Profit and Loss, Cash Flow Statement and Statement of Changes in Equity for the financial year ended on that date and the reports of the Board of Directors (“the Board”) and Statutory Auditors thereon.MoreLess

  1 for0 against

Mutual fund votes, meeting of 25 Sep 2024, 1 fund house

• 1. Adoption of IND AS compliant Financial Statements (Standalone & Consolidated). 2. To consider and if thought fit, to pass, with or without modifications(s), the following resolution as an Ordinary Resolution: “RESOLVED THAT in terms of Section 123 of the Companies Act, 2013,dividend for the Financial Year 2023-2024 @ 10%, i.e., Re. 0.10 for every equity share of face value of Re. 1/- each on 31,34,56,886 equity share of Re. 1/- each, amounting to Rs. 3,13,45,689/- (Rupees Three Crore Thirteen Lakh Forty-Five Thousand Six Hundred Eighty-Nine only) as recommended by the Board of Directors be declared and that the said Dividend be distributed out of the Profits for the year ended on 31st March 2024." 3. Re-appointment of Director retiring by rotation To consider and if thought fit, to pass, with or without modifications(s), the following resolution as an Ordinary Resolution: “RESOLVED THAT Mr. Nikhil Merchant (DIN: 00614790), who retires by rotation and being eligible, offers himself for re-appointment, be and is hereby re-appointed as a Director of the Company in terms of Section 152 of the Companies Act, 2013.” 4. Ratification of Cost Auditor’s Remuneration 5. Approval for material related party transactions 6. Re-appointment of Mr. Nikhil V. Merchant (DIN: 00614790) as Managing Director of the Company and to fix his remuneration 7. Re-appointment of Mr. Paresh V. Merchant (DIN: 00660027) as Whole Time Director & Key Managerial Personnel of the Company and to fix his remuneration 8. Appointment of Mr. Chetan Selarka (DIN:03224037) as a Director of the Company 9. Designation of Mr. Chetan Selarka (DIN: 03224037) as Whole Time Director (Key Managerial Personnel) and Chief Financial Officer of the company 10. Appointment of Mr. Ashish Bairagra (DIN: 00049591) as an Independent Director of the Company 11. Appointment of Mr. Prabhakar Reddy Patil (DIN: 00377406) as an Independent Director of the CompanyMoreLess

  1 for0 against