Sterling and Wilson Renewable Energy MD, chairman, board of directors and AGM
NSE: SWSOLARBSE: 542760ConstructionSmall Cap
Share price at the NSE close on 23 Oct 2026. Previous close ₹148.43.
- Market capMarket capitalisation. Share price times the number of shares: what the whole company is worth at the day's price. The rank is by average market value over the six months to Jun 2026, among listed companies.
- ₹3,319 Cr810th largest listed
- P/EPrice to earnings, trailing. Market cap divided by the profit of the last twelve months (the latest four quarters, or two half years for a company that reports half-yearly) that belongs to the company's own shareholders, after the share of the other owners of its subsidiaries: what investors pay for each rupee of a year's profit. The filing of 15 Oct 2026
- 16.2
- P/E without one-offsPrice to earnings without one-off items. Market cap divided by core profit: the profit of the last twelve months (the latest four quarters, or two half years for a company that reports half-yearly) that belongs to the company's own shareholders, less one-off items (exceptional items and the result of businesses sold or closed). Shown where the one-off items move that profit by more than a tenth. The last twelve months' profit includes −₹31 crore of one-off items, the largest of them in the quarter to Dec 2025.
- 14.1
- P/BPrice to book. Market cap divided by the net worth that belongs to the company's own shareholders, its assets less everything it owes and less the other owners' share of its subsidiaries, on its latest balance sheet. The filing of 15 Oct 2026
- 4.6
- Dividend yieldDividend yield. Dividends paid per share in the twelve months to the day, as a percentage of the day's share price.
- Nonein the last 12 months
- ROEReturn on equity. Profit over the last twelve months (the latest four quarters, or two half years for a company that reports half-yearly) that belongs to the company's own shareholders, as a percentage of their net worth, the money they have in the business. Net worth is the average of the latest balance sheet and the one a year before it. The filing of 15 Oct 2026
- 34.4%
- ROE without one-offsReturn on equity without one-off items. Core profit, the profit of the last twelve months (the latest four quarters, or two half years for a company that reports half-yearly) that belongs to the company's own shareholders less one-off items (exceptional items and the result of businesses sold or closed), as a percentage of the same net worth as the return on equity. Shown where the one-off items move that profit by more than a tenth. The last twelve months' profit includes −₹31 crore of one-off items, the largest of them in the quarter to Dec 2025.
- 39.6%
- ROCEReturn on capital employed. Operating profit after depreciation (revenue less operating expenses and depreciation, without other income and one-off items) as a percentage of all the money the business runs on: the whole group's net worth, the other owners of its subsidiaries included, plus borrowings. Lease liabilities are not counted: the results filings do not state them. The profit is over the last twelve months (the latest four quarters, or two half years for a company that reports half-yearly); net worth and borrowings are on the latest balance sheet. The filing of 15 Oct 2026
- 20.4%
- Debt to equityDebt to equity. Borrowings divided by the whole group's net worth, the other owners of its subsidiaries included: rupees borrowed for each rupee of equity in the business. Lease liabilities are not counted: the results filings do not state them. From the balance sheet at the end of Sep 2026. The filing of 15 Oct 2026
- 1.28
- Volume, NSEVolume. Shares traded on the last trading day; delivery is the part buyers kept rather than sold again the same day.
- 20,39,94742.5% delivered
Sterling and Wilson Renewable Energy board of directors
At the end of the quarter to Jun 2026, as the company filed it; changes since are in its announcements.Their trades in its shares
- ChairpersonKhurshed Yazdi DaruvalaRelated to the promoter
- Company Secretary and Compliance OfficerJagannadha Rao Ch. V.
8 directors4 independent4 non-executive
- Khurshed Yazdi Daruvala · ChairpersonNon-executive · joined Apr 2018 · 1 listed board · 2 committee seats, 1 as chair
- Balanadu NarayanNon-executive · joined Apr 2022 · 1 listed board
- Cherag Sarosh BalsaraIndependent · joined Mar 2022 · reappointed Mar 2022 · 51 months as independent · 2 listed boards · 2 as independent · 1 committee seat
- Naina Krishna MurthyIndependent · joined Apr 2022 · reappointed Apr 2022 · 51 months as independent · 5 listed boards · 5 as independent · 5 committee seats
- Rahul DuttIndependent · joined Mar 2024 · reappointed Mar 2024 · 27 months as independent · 5 listed boards · 5 as independent · 7 committee seats
- Rukhshana Jina MistryIndependent · joined Mar 2019 · reappointed Mar 2024 · 87 months as independent · 5 listed boards · 5 as independent · 6 committee seats, 2 as chair
- Saurabh AgarwalNon-executive · joined Apr 2022 · 1 listed board
- Umesh Narain KhannaNon-executive · joined Jul 2023 · 2 listed boards · 3 committee seats
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
- 23 Apr 20266 of 8 present3 independent · 97 days in between
- 15 Jan 20267 of 8 present4 independent
Audit Committee
Chair Rukhshana Jina Mistry
Khurshed Yazdi Daruvala, Cherag Sarosh Balsara
- 22 Apr 20263 of 3 present2 independent · 28 days in between
- 24 Mar 20263 of 3 present2 independent · 68 days in between
- 14 Jan 20263 of 3 present2 independent
Nomination and remuneration committee
Chair Rukhshana Jina Mistry
Khurshed Yazdi Daruvala, Cherag Sarosh Balsara
- 22 Apr 20263 of 3 present2 independent · 63 days in between
- 17 Feb 20263 of 3 present2 independent
Stakeholders Relationship Committee
Chair Khurshed Yazdi Daruvala
Rukhshana Jina Mistry, Umesh Narain Khanna
- 23 Apr 20262 of 3 present1 independent · no day in between
Risk Management Committee
Chair Khurshed Yazdi Daruvala
Cherag Sarosh Balsara, Rukhshana Jina Mistry, Umesh Narain Khanna, Rahul Dutt
- 19 Jan 20264 of 5 present2 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 auditors
Named in the results for the quarter to Mar 2026.
- Deloitte Haskins and Sells LLPPeer-review certificate valid to Jul 2027
- Kalyaniwalla & Mistry LLPPeer-review certificate valid to Jul 2027
1 earlier auditor
- Deloitte Haskins and SellsNamed in the filing for the quarter to Jun 2025
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.
Sterling and Wilson Renewable Energy 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.Sterling and Wilson Renewable Energy dividend history
Annual general meeting, 2 Jul 2026
3,38,299 shareholders on the register on 25 Jun 2026; present: 6 promoters and 44 others; votes counted by Mannish L. Ghia / M/s. Manish Ghia & Associates.The company's voting result (opens in a new tab)
a. Adoption of Audited Standalone Financial Statements of the Company for the financial year ended March 31, 2026, and the reports of the Board and the Auditors thereon; and b. Adoption of Audited Consolidated Financial Statements of the Company for the financial year ended March 31, 2026, and the report of the Auditors thereon.MoreLess
Ordinary99.95% for0.05% againstAgainst: promoters 0.00% · institutions 0.00% · other public 29.13%
Turnout: all 53.48% · promoters 99.33% · institutions 82.41% · other public 0.20%
- Appointment of Mr. Khurshed Yazdi Daruvala (DIN: 00216905), Non-Executive Director of the Company, who retires by rotation as a DirectorOrdinary99.93% for0.07% against
Against: promoters 0.00% · institutions 0.12% · other public 32.93%
Turnout: all 53.48% · promoters 99.33% · institutions 82.41% · other public 0.20%
- Appointment of Branch AuditorsOrdinary99.95% for0.05% against
Against: promoters 0.00% · institutions 0.00% · other public 30.42%
Turnout: all 53.48% · promoters 99.33% · institutions 82.41% · other public 0.20%
- Approval of Material Related Party Transaction(s) with Shapoorji Pallonji and Company Private LimitedOrdinaryPromoters have an interest in it99.67% for0.33% against
Against: promoters 0.00% · institutions 0.00% · other public 31.64%
Turnout: all 8.06% · promoters 0.00% · institutions 82.41% · other public 0.19%
- Approval of waiver of recovery of excess remuneration paid to Mr. Chandra Kishore Thakur, Manager of the Company, during the financial year 2025–26Special99.94% for0.06% against
Against: promoters 0.00% · institutions 0.00% · other public 35.07%
Turnout: all 53.48% · promoters 99.33% · institutions 82.41% · other public 0.20%
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, 21 Aug 2025, 7 resolutions
3,72,628 shareholders on the register on 14 Aug 2025; present: 6 promoters and 53 others; votes counted by Mr. Mannish L. Ghia / Manish Ghia & Associates.The company's voting result (opens in a new tab)
a. Adoption of Audited Standalone Financial Statements of the Company for the financial year ended March 31, 2025, and the reports of the Board and the Auditors thereon. b. Adoption of Audited Consolidated Financial Statements of the Company for the financial year ended March 31, 2025, and the report of the Auditors thereonMoreLess
Ordinary99.94% for0.06% againstAgainst: promoters 0.00% · institutions 0.00% · other public 21.16%
Turnout: all 54.58% · promoters 98.68% · institutions 79.29% · other public 0.34%
- To appoint Mr. Balanadu Narayan (DIN: 00007129), Non- Executive Director of the Company, who retires by rotation as a DirectorOrdinary99.70% for0.30% against
Against: promoters 0.00% · institutions 1.44% · other public 22.90%
Turnout: all 54.58% · promoters 98.68% · institutions 79.29% · other public 0.34%
- To approve appointment of Branch AuditorsOrdinary99.94% for0.06% against
Against: promoters 0.00% · institutions 0.00% · other public 21.19%
Turnout: all 54.58% · promoters 98.68% · institutions 79.29% · other public 0.34%
- To Approve appointment of M/s. Manish Ghia and Associates as Secretarial AuditorsOrdinary99.94% for0.06% against
Against: promoters 0.00% · institutions 0.00% · other public 21.37%
Turnout: all 54.58% · promoters 98.68% · institutions 79.29% · other public 0.34%
- To approve re-appointment of Mr. Chandra Kishore Thakur as the Manager of the Company.Special98.92% for1.08% against
Against: promoters 0.00% · institutions 5.96% · other public 23.21%
Turnout: all 54.58% · promoters 98.68% · institutions 79.29% · other public 0.34%
- To consider and approve Sterling and Wilson Renewable Energy Limited - Employee Stock Option Plan II 2025Special89.19% for10.81% against
Against: promoters 0.00% · institutions 62.98% · other public 23.98%
Turnout: all 54.58% · promoters 98.68% · institutions 79.29% · other public 0.34%
To consider and approve the grant of employee stock options to the eligible employees of the subsidiary company(ies) of the Company under Sterling and Wilson Renewable Energy Limited - Employee Stock Option Plan II 2025MoreLess
Special89.19% for10.81% againstAgainst: promoters 0.00% · institutions 62.98% · other public 24.04%
Turnout: all 54.58% · promoters 98.68% · institutions 79.29% · other public 0.34%
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, 5 Sep 2024, 3 resolutions
Present: 4 promoters and 57 others.The company's voting result (opens in a new tab)
To consider and adopt;n(a) the Audited Standalone Financial Statements of the Company for the financial year ended March 31, 2024, and the reports of the Board and the Auditors thereon.nn(b) the Audited Consolidated Financial Statements of the Company for the financial year ended March 31, 2024, and the report of the Auditors thereon.MoreLess
Ordinary99.97% for0.03% againstAgainst: promoters 0.00% · institutions 0.14% · other public 0.53%
Turnout: all 67.45% · promoters 99.42% · institutions 79.55% · other public 0.71%
- To appoint Mr. Saurabh Agarwal (DIN: 09206293), Non- Executive Director of the Company, who retires by rotation as a DirectorOrdinary99.72% for0.28% against
Against: promoters 0.00% · institutions 1.29% · other public 0.87%
Turnout: all 67.48% · promoters 99.42% · institutions 79.70% · other public 0.71%
- To approve appointment of Branch AuditorsOrdinary100.00% for0.00% against
Against: promoters 0.00% · institutions 0.00% · other public 0.54%
Turnout: all 67.48% · promoters 99.42% · institutions 79.70% · other public 0.71%
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, 23 Jun 2024, 2 resolutions
The company's voting result (opens in a new tab)
- Appointment of Mr. Rahul Dutt (DIN: 08872616) as an Independent Director of the CompanySpecial98.58% for1.43% against
Against: promoters 0.00% · institutions 6.22% · other public 1.93%
Turnout: all 68.80% · promoters 100.00% · institutions 78.68% · other public 0.51%
- Continuation of the term of Mr. Balanadu Narayan (DIN: 00007129) as a Non-Executive Director of the CompanySpecial99.48% for0.52% against
Against: promoters 0.00% · institutions 2.26% · other public 1.81%
Turnout: all 68.80% · promoters 100.00% · institutions 78.68% · other public 0.50%
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, 24 Mar 2024, 1 resolution
The company's voting result (opens in a new tab)
- Re-appointment of Ms. Rukhshana Mistry (DIN: 08398795) as an Independent Director of the CompanySpecial97.18% for2.82% against
Against: promoters 0.00% · institutions 12.38% · other public 4.68%
Turnout: all 69.26% · promoters 100.00% · institutions 75.27% · other public 3.07%
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, 27 Oct 2023, 1 resolution
The company's voting result (opens in a new tab)
- To issue securities for an aggregate consideration not exceeding Rs. 1500 CroreSpecial97.53% for2.47% against
Against: promoters 0.00% · institutions 22.96% · other public 61.28%
Turnout: all 75.27% · promoters 100.00% · institutions 79.81% · other public 1.01%
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, 13 Jul 2023, 5 resolutions
Present: 8 promoters and 45 others.The company's voting result (opens in a new tab)
1- To consider and adopt:na.the Audited Standalone Financial Statements of the Company for the financial year ended March 31, 2023, and the reports of the Board and the Auditors thereonnb.the Audited Consolidated Financial Statements of the Company for the financial year ended March 31, 2023, and the report of the Auditors thereonMoreLess
Ordinary99.81% for0.19% againstAgainst: promoters 0.00% · institutions 0.14% · other public 91.70%
Turnout: all 76.54% · promoters 100.00% · institutions 74.91% · other public 0.70%
To approve appointment of Mr. Umesh Khanna (DIN: 03634361) as a Non-Executive Director of the Company to fill up the vacancy of the retiring director Mr. Pallon Mistry, who retires at this Annual General MeetingMoreLess
Ordinary99.82% for0.18% againstAgainst: promoters 0.00% · institutions 0.01% · other public 91.88%
Turnout: all 76.16% · promoters 99.45% · institutions 74.91% · other public 0.70%
- To approve appointment of Branch AuditorsOrdinary99.82% for0.18% against
Against: promoters 0.00% · institutions 0.00% · other public 91.69%
Turnout: all 76.54% · promoters 100.00% · institutions 74.91% · other public 0.70%
- To approve the waiver of recovery of excess remuneration paid to Mr. Chandra Kishore Thakur, Manager of the Company during the financial year 2022-23Special99.73% for0.27% against
Against: promoters 0.00% · institutions 0.90% · other public 93.04%
Turnout: all 76.54% · promoters 100.00% · institutions 74.91% · other public 0.70%
- To approve re-appointment of Mr. Chandra Kishore Thakur as the Manager of the CompanySpecial98.10% for1.90% against
Against: promoters 0.00% · institutions 17.96% · other public 92.61%
Turnout: all 76.54% · promoters 100.00% · institutions 74.91% · other public 0.70%
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, 30 Sep 2022, 6 resolutions
Present: 7 promoters and 58 others.The company's voting result (opens in a new tab)
To consider and adopt:na. the Audited Standalone Financial Statements of the Company for the financial year ended March 31, 2022, and the reports of the Board and the Auditors thereon.nb. the Audited Consolidated Financial Statements of the Company for the financial year ended March 31, 2022, and the report of the Auditors thereonMoreLess
Ordinary100.00% for0.00% againstAgainst: promoters 0.00% · institutions 0.00% · other public 0.36%
Turnout: all 81.49% · promoters 99.51% · institutions 77.13% · other public 0.43%
- To appoint Mr. Khurshed Daruvala (DIN: 00216905), Non-Executive Director of the Company, who retires by rotation as a Director.OrdinaryPromoters have an interest in it99.95% for0.05% against
Against: promoters 0.00% · institutions 0.46% · other public 21.64%
Turnout: all 76.11% · promoters 92.49% · institutions 77.13% · other public 0.43%
- To approve the appointment of M/s. Deloitte Haskins & Sells LLP, Chartered Accountants,n(Registration No.:117366W/ W-100018) as Statutory Auditors of the Company.Ordinary100.00% for0.00% against
Against: promoters 0.00% · institutions 0.00% · other public 2.70%
Turnout: all 81.49% · promoters 99.51% · institutions 77.13% · other public 0.43%
- To approve appointment of Branch AuditorsOrdinary99.98% for0.02% against
Against: promoters 0.00% · institutions 0.00% · other public 19.84%
Turnout: all 81.49% · promoters 99.51% · institutions 77.13% · other public 0.43%
- To approve the waiver of recovery of excess remuneration paid to Mr. Chandra Kishore Thakur, Manager of the Company during the financial year 2021-22Special99.97% for0.03% against
Against: promoters 0.00% · institutions 0.00% · other public 36.54%
Turnout: all 81.49% · promoters 99.51% · institutions 77.13% · other public 0.43%
- Approval to grant interest bearing loan to Shapoorji Pallonji and Company Private LimitedSpecialPromoters have an interest in it97.81% for2.19% against
Against: promoters 0.00% · institutions 21.78% · other public 34.82%
Turnout: all 52.03% · promoters 61.09% · institutions 77.13% · other public 0.43%
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 2 Jul 2026, 1 fund house so far (houses' deadline to file 15 Oct 2026)
a. Adoption of Audited Standalone Financial Statements of the Company for the financial year ended March 31, 2026, and the reports of the Board and the Auditors thereon; and b. Adoption of Audited Consolidated Financial Statements of the Company for the financial year ended March 31, 2026, and the report of the Auditors thereon.MoreLess
1 for0 against- Appointment of Mr. Khurshed Yazdi Daruvala (DIN: 00216905), Non-Executive Director of the Company, who retires by rotation as a Director1 for0 against
- Appointment of Branch Auditors1 for0 against
- Approval of Material Related Party Transaction(s) with Shapoorji Pallonji and Company Private Limited1 for0 against
- Approval of waiver of recovery of excess remuneration paid to Mr. Chandra Kishore Thakur, Manager of the Company, during the financial year 2025–261 for0 against
Mutual fund votes, meeting of 21 Aug 2025, 15 fund houses
Each resolution counts the houses whose vote was matched to it; the rest are listed last.
a. Adoption of Audited Standalone Financial Statements of the Company for the financial year ended March 31, 2025, and the reports of the Board and the Auditors thereon. b. Adoption of Audited Consolidated Financial Statements of the Company for the financial year ended March 31, 2025, and the report of the Auditors thereonMoreLess
15 for0 against- To appoint Mr. Balanadu Narayan (DIN: 00007129), Non- Executive Director of the Company, who retires by rotation as a Director
Against Angel One Mutual Fund, Edelweiss Mutual Fund, Groww Mutual Fund, Motilal Oswal Mutual Fund, Navi Mutual Fund
- Angel One Mutual FundThe director’s re-appointment beyond 75 years of age is being proposed through an ordinary resolution, instead of the special resolution.
- Edelweiss Mutual Fund, Groww Mutual Fund, Motilal Oswal Mutual Fund, Navi Mutual FundNo concern on the merits of the Director. Non-Compliance under SEBI (LODR) Regulations: The director’s re-appointment beyond 75 years of age is being proposed through an ordinary resolution, instead of the special resolution which is required by law.
10 for5 against - To approve appointment of Branch Auditors14 for0 against
- To Approve appointment of M/s. Manish Ghia and Associates as Secretarial Auditors15 for0 against
- To approve re-appointment of Mr. Chandra Kishore Thakur as the Manager of the Company.
Against Axis Mutual Fund, Bank of India Mutual Fund, Mirae Asset Mutual Fund, Nippon India Mutual Fund, SBI Mutual Fund
- Axis Mutual Fund, Bank of India Mutual FundChandra Kishore Thakur, 64, is Global Chief Executive Officer and Manager of the Company. He has been with the company since 2018. The company proposes to reappoint him as Manager for two years from 1 September 2025. While we support Chandra Kishore Thakur’s reappointment as Manager, we do not support the resolution because the terms of his proposed remuneration are unclear. We are unable to estimate the level of his proposed remuneration because there is no clarity on the stock option grants and variable pay that he is likely to receive during the proposed term. We expect companies to disclose a maximum cap on the proposed remuneration, which would enable us to make a more informed decision with respect to the proposed remuneration. As good practice, we recommend companies build malus and clawback clauses into remuneration agreements for executive directors.
- Mirae Asset Mutual FundAs per advisory recommendation (Passive holding)
- Nippon India Mutual FundProfile of the candidate
- SBI Mutual FundChandra Kishore Thakur, 64, is Global Chief Executive Officer and Manager of the Company. He has been with the company since 2018. The company proposes to reappoint him as Manager for two years from 1 September 2025. While we support Chandra Kishore Thakur’s reappointment as Manager, we do not support the resolution because the terms of his proposed remuneration are unclear. We are unable to estimate the level of his proposed remuneration because there is no clarity on the stock option grants and variable pay that he is likely to receive during the proposed term. We do not support the resolution.
10 for5 against - To consider and approve Sterling and Wilson Renewable Energy Limited - Employee Stock Option Plan II 2025
Against Angel One Mutual Fund, Axis Mutual Fund, Bandhan Mutual Fund, Bank of India Mutual Fund, Edelweiss Mutual Fund, Groww Mutual Fund, HDFC Mutual Fund, Kotak Mahindra Mutual Fund, Mirae Asset Mutual Fund, Motilal Oswal Mutual Fund, Navi Mutual Fund, Nippon India Mutual Fund, SBI Mutual Fund
- Angel One Mutual FundNon-Disclosure of Exercise Price. Governance Concern: Nomination & Remuneration Committee has absolute discretion to determine the Exercise Price; this does not allow the shareholders to estimate the overall cost and the likely benefit that may arise from the grant of stock options.
- Axis Mutual Fund, Bank of India Mutual FundUnder the plan, options convertible upto ~1.9 mn equity shares will be issued. The dilution under the plan will be ~0.8% on the expanded capital base (as on 31 March 2025). The amended scheme does not provide clarity with respect to exercise price and vesting criteria – it allows the NRC the flexibility to decide. In the absence of clarity, we are unable to evaluate if the scheme contours align with investor interest. We do not favour schemes where there is no clarity on exercise price, or the exercise price is at a significant discount (>20%) to market price, unless the scheme has performance-based vesting conditions with clearly defined parameters and targets. Given these reasons, we do not support the resolution.
- Bandhan Mutual Fund, Edelweiss Mutual Fund, Groww Mutual Fund, Motilal Oswal Mutual Fund, Navi Mutual FundNon-Compliant under SEBI (SBEB & SE) Regulations: Non-Disclosure of Exercise Price as per SEBI Regulations. Governance Concern: NRC has absolute discretion to determine the Exercise Price; this does not allow the shareholders to estimate the overall cost and the likely benefit that may arise from the grant of Stock Options.
- HDFC Mutual FundLack of clarity on the pricing of the ESOPS. We do not support the resolution.
- Kotak Mahindra Mutual FundUnder the plan, options convertible upto ~1.9 mn equity shares will be issued. The dilution under the plan will be ~0.8% on the expanded capital base (as on 31 March 2025). The amended scheme does not provide clarity with respect to exercise price and vesting criteria it allows the NRC the flexibility to decide. In the absence of clarity, we are unable to evaluate if the scheme contours align with investor interest. We do not favour schemes where there is no clarity on exercise price. Given these reasons, we do not support the resolution.
- Mirae Asset Mutual FundAs per advisory recommendation (Passive holding)
- Nippon India Mutual FundNon-Compliant under SEBI (SBEB & SE) Regulations: Non-Disclosure of Exercise Price as per SEBI Regulations.
- SBI Mutual FundUnder the plan, options convertible upto ~1.9 mn equity shares will be issued. The dilution under the plan will be ~0.8% on the expanded capital base (as on 31 March 2025). The amended scheme does not provide clarity with respect to exercise price and vesting criteria – it allows the NRC the flexibility to decide. We do not support the resolution.
2 for13 against To consider and approve the grant of employee stock options to the eligible employees of the subsidiary company(ies) of the Company under Sterling and Wilson Renewable Energy Limited - Employee Stock Option Plan II 2025MoreLess
Against Angel One Mutual Fund, Axis Mutual Fund, Bandhan Mutual Fund, Bank of India Mutual Fund, Edelweiss Mutual Fund, Groww Mutual Fund, HDFC Mutual Fund, Kotak Mahindra Mutual Fund, Mirae Asset Mutual Fund, Motilal Oswal Mutual Fund, Navi Mutual Fund, Nippon India Mutual Fund, SBI Mutual Fund
- Angel One Mutual FundConcerns are inter-linked with Resolution #6: Since the proposed ESOP Scheme has not disclosed the Exercise Price, the same concern shall arise in the extension of Scheme Benefits to the Subsidiary Entities as well.
- Axis Mutual Fund, Bank of India Mutual Fund, Kotak Mahindra Mutual FundThrough a separate resolution, the company proposes extending the scheme to employees of the subsidiary companies and associate companies. We do not support the extension of the scheme to employees of associate companies. Further, our view on this resolution is linked to our view on resolution #6. We do not support the resolution.
- Bandhan Mutual Fund, Edelweiss Mutual Fund, Groww Mutual Fund, Motilal Oswal Mutual Fund, Navi Mutual FundConcerns are inter-linked with Resolution #6: Since the proposed ESOP Scheme has not disclosed the Exercise Price as per SEBI Regulations, the same concern shall arise in the extension of Scheme Benefits to the Subsidiary Entities as well.
- HDFC Mutual FundLack of clarity on the pricing of the ESOPS. We do not support the resolution.
- Mirae Asset Mutual FundAs per advisory recommendation (Passive holding)
- Nippon India Mutual FundConcerns are inter-linked with Resolution #6: Since the proposed ESOP Scheme has not disclosed the Exercise Price as per SEBI Regulations
- SBI Mutual FundUnder the plan, options convertible upto ~1.9 mn equity shares will be issued. The dilution under the plan will be ~0.8% on the expanded capital base (as on 31 March 2025). The amended scheme does not provide clarity with respect to exercise price and vesting criteria – it allows the NRC the flexibility to decide. We do not support the resolution.
2 for13 against
1 proposal not matched to one resolution
- Approve Branch Auditors and Authorize Board to Fix Their Remuneration1 for0 against
6 earlier meetings
Mutual fund votes, meeting of 5 Sep 2024, 15 fund houses
Each resolution counts the houses whose vote was matched to it; the rest are listed last.
To consider and adopt;n(a) the Audited Standalone Financial Statements of the Company for the financial year ended March 31, 2024, and the reports of the Board and the Auditors thereon.nn(b) the Audited Consolidated Financial Statements of the Company for the financial year ended March 31, 2024, and the report of the Auditors thereon.MoreLess
15 for0 against- To appoint Mr. Saurabh Agarwal (DIN: 09206293), Non- Executive Director of the Company, who retires by rotation as a Director
Against SBI Mutual Fund
- SBI Mutual FundSaurabh Agarwal, 50, is AVP Planning and Strategy at Reliance Industries Limited. He has attended all six board meetings held in FY24. He is liable to retire by rotation. We observe that there are 8 Board of Directors (BODs), out of which 4 are classified as independent directors and out of which 2 ID are effectively non independent, due to business linkages with the company. Currently, effective independence is assessed at 25%. We wish to clarify that we do not have any doubt about the competency of the directors. Our only concern is <50% independence on the board. Since the board is not 50% independent, we do not favour the resolution.
14 for1 against - To approve appointment of Branch Auditors14 for0 against
1 proposal not matched to one resolution
- Approve Branch Auditors and Authorize Board to Fix Their Remuneration1 for0 against
Mutual fund votes, meeting of 23 Jun 2024, 16 fund houses
- Appointment of Mr. Rahul Dutt (DIN: 08872616) as an Independent Director of the Company
Against Bank of India Mutual Fund, Edelweiss Mutual Fund, SBI Mutual Fund, Sundaram Mutual Fund
- Bank of India Mutual Fund, Sundaram Mutual FundRahul Dutt, 48, is Partner at Khaitan & Co in the Mergers & Acquisition and Private Equity Practice Group. Prior to this, he served as Senior Counsel at Reliance Industries till September 2015. He serves an independent director on the boards of five listed companies (including Sterling and Wilson Renewable Energy Limited). Given their full-time responsibilities, regulations allow whole-time directors of listed companies to be independent directors on a maximum of three listed companies. We believe that as Partner of Khaitan & Co, his responsibilities are equivalent to a whole-time directorship. Therefore, his high number of directorships on listed companies is not in keeping with the spirit of the regulation. Further, his other directorships include Reliance Group companies such as Alok Industries Ltd, Den Networks Ltd and Reliance Industrial Infrastructure Limited. We will consider his overall association with the Reliance Group for his tenure. Public sources indicate that Khaitan & Co was legal counsel to Sterling and Wilson Renewable Energy Limited in the past, with the recent most association as advisor for QIP raise in December 2023. Moreover, Khaitan & Co was legal counsel to Reliance New Energy Solar Limited on acquisition of stake in Sterling and Wilson Renewable Energy Limited. Given the conflict of interest, we also do not support his appointment. The company must consider appointing him as Non-Executive Non-Independent Director.
- Edelweiss Mutual FundLooking for candidate from different filed of experience
- SBI Mutual FundRahul Dutt, 48, is Partner at Khaitan & Co in the Mergers & Acquisition and Private Equity Practice Group. Prior to this, he served as Senior Counsel at Reliance Industries till September 2015. He serves an independent director on the boards of five listed companies (including Sterling and Wilson Renewable Energy Limited). Given their full-time responsibilities, regulations allow whole-time directors of listed companies to be independent directors on a maximum of three listed companies. We believe that as Partner of Khaitan & Co, his responsibilities are equivalent to a whole-time directorship. Therefore, his high number of directorships on listed companies is not in keeping with the spirit of the regulation. Further, his other directorships include Reliance Group companies such as Alok Industries Ltd, Den Networks Ltd and Reliance Industrial Infrastructure Limited. We will consider his overall association with the Reliance Group for his tenure. Public sources indicate that Khaitan & Co was legal counsel to Sterling and Wilson Renewable Energy Limited in the past, with the recent most association as advisor for QIP raise in December 2023. Moreover, Khaitan & Co was legal counsel to Reliance New Energy Solar Limited on acquisition of stake in Sterling and Wilson Renewable Energy Limited. Given the conflict of interest, we also do not support his appointment. The company must consider appointing him as Non-Executive Non-Independent Director. We do not support the resolution.
12 for4 against - Continuation of the term of Mr. Balanadu Narayan (DIN: 00007129) as a Non-Executive Director of the Company16 for0 against
Mutual fund votes, meeting of 24 Mar 2024, 11 fund houses
- Re-appointment of Ms. Rukhshana Mistry (DIN: 08398795) as an Independent Director of the Company11 for0 against
Mutual fund votes, meeting of 27 Oct 2023, 5 fund houses
- To issue securities for an aggregate consideration not exceeding Rs. 1500 Crore5 for0 against
Mutual fund votes, meeting of 13 Jul 2023, 5 fund houses
1- To consider and adopt:na.the Audited Standalone Financial Statements of the Company for the financial year ended March 31, 2023, and the reports of the Board and the Auditors thereonnb.the Audited Consolidated Financial Statements of the Company for the financial year ended March 31, 2023, and the report of the Auditors thereonMoreLess
Against Motilal Oswal Mutual Fund
- Motilal Oswal Mutual FundUnqualified Financial Statements. Non-disclosure of financial statements of Subsidiaries: Non-Compliant with Companies Act, 2013 & SEBI LODR Regulations.
4 for1 againstTo approve appointment of Mr. Umesh Khanna (DIN: 03634361) as a Non-Executive Director of the Company to fill up the vacancy of the retiring director Mr. Pallon Mistry, who retires at this Annual General MeetingMoreLess
5 for0 against- To approve appointment of Branch Auditors5 for0 against
- To approve the waiver of recovery of excess remuneration paid to Mr. Chandra Kishore Thakur, Manager of the Company during the financial year 2022-235 for0 against
- To approve re-appointment of Mr. Chandra Kishore Thakur as the Manager of the Company5 for0 against
Mutual fund votes, meeting of 30 Sep 2022, 4 fund houses
To consider and adopt:na. the Audited Standalone Financial Statements of the Company for the financial year ended March 31, 2022, and the reports of the Board and the Auditors thereon.nb. the Audited Consolidated Financial Statements of the Company for the financial year ended March 31, 2022, and the report of the Auditors thereonMoreLess
4 for0 against- To appoint Mr. Khurshed Daruvala (DIN: 00216905), Non-Executive Director of the Company, who retires by rotation as a Director.4 for0 against
- To approve the appointment of M/s. Deloitte Haskins & Sells LLP, Chartered Accountants,n(Registration No.:117366W/ W-100018) as Statutory Auditors of the Company.4 for0 against
- To approve appointment of Branch Auditors4 for0 against
- To approve the waiver of recovery of excess remuneration paid to Mr. Chandra Kishore Thakur, Manager of the Company during the financial year 2021-224 for0 against
- Approval to grant interest bearing loan to Shapoorji Pallonji and Company Private Limited4 for0 against
Each fund house counted once, from its own disclosure; the reasons are its own words.
Tax disputes
Reported in the filing for the quarter to Jun 2026.
- Tax disputeFidelity and Deposit Company of Maryland and Zurich American Insurance CompanySince 31 May 2022
Sterling and Wilson Solar Solutions Inc. (wholly owned step-down subsidiary of the Company), Fidelity and Deposit Company of Maryland and Zurich American Insurance Company have entered into a settlement agreement to release and discharge each other from all the claims and counter claims. The parties have filed a motion for dismissal and Court has passed an order of dismissal of the legal proceedings on April 20, 2026. The matter stands closed with no further claims or liabilities remaining and with no material financial impact on the Company.MoreLess
At the filing before: Proceedings related to encashment of a Bond - Tax disputeConti, LLC, USASince 11 May 2022Sterling and Wilson Solar Solutions Inc., (wholly owned step-down subsidiary of the Company) made all payments to Conti, LLC, USA as awarded by the Arbitration Tribunal.
At the filing before: The Arbitral Tribunal has passed its Final Award and granted an additional amount towards attorney’s fees, costs, and expenses of USD 4.97 million (equivalent to approximately INR 44.45 crore) to Conti LLC in addition to the amount granted under Interim Award plus interest.MoreLess
In the company's own words, from its latest governance filing.
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
- 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
- No
- 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.