Torrent Pharmaceuticals CEO, MD, chairman, board of directors and AGM

Mutual fund votes, meeting of 28 Apr 2026, 40 fund houses

• To consider and approve the proposed Scheme of Amalgamation of J. B. Chemicals & Pharmaceuticals Limited (“Transferor Company” or “JB Pharma”) with Torrent Pharmaceuticals Limited (“Company” or “Transferee Company” or “Torrent Pharma”) and their respective shareholders (“Scheme”)MoreLess

  40 for0 against

Mutual fund votes, meeting of 28 Jul 2025, 37 fund houses

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

• To receive, consider and adopt the Standalone Financial Statements as at 31st March, 2025 including the Audited Balance Sheet as at 31st March, 2025, the Statement of Profit and Loss for the year ended on that date and reports of the Board of Directors and Auditors thereon.MoreLess

  37 for0 against
• To receive, consider and adopt the Consolidated Financial Statements as at 31st March, 2025 including the Audited Balance Sheet as at 31st March, 2025, the Statement of Profit and Loss for the year ended on that date and reports of the Auditors thereon.MoreLess

  37 for0 against
• To confirm the payment of interim dividend of Rs 26.00 per equity share of fully paid up face value of rs 5.00 each already paid during the financial year ended 31st March, 2025 and to declare final dividend of rs 6.00 per equity share of fully paid up face value of rs 5.00 each for the financial year ended on 31st March, 2025.MoreLess

  37 for0 against
• To appoint a Director in place of Aman Mehta (holding DIN: 08174906), Director, who retires by rotation and being eligible, offers himself for re-appointment.

  37 for0 against
• Ratification of Remuneration of Cost Auditors of the Company for the year 2025-26.

  37 for0 against
• Issuance of Equity Shares Including Convertible Bonds / Debentures.

  37 for0 against
• To appoint Secretarial Auditors of the Company.

  37 for0 against
• Appointment of Aman Mehta as Managing Director of the Company.

  37 for0 against
• Payment of remuneration to Aman Mehta as Managing Director of the Company

  37 for0 against
• Approval for enhancement of limit for the Loan, Guarantee and Investment by the Company under Section 186 of the Companies Act, 2013.

  36 for0 against
• Enhancement of Borrowing limits from Rs. 15,000 crore to Rs. 26,000 crore.

  35 for0 against
• Creation of charge on Company's properties/ assets.

  37 for0 against

Mutual fund votes, meeting of 23 Jul 2024, 30 fund houses

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

• To receive, consider and adopt the Standalone Financial Statements as at 31st March, 2024 including the Audited Balance Sheet as at 31st March, 2024, the Statement of Profit and Loss for the year ended on that date and reports of the Board of Directors and Auditors thereon.MoreLess

  30 for0 against
• To receive, consider and adopt the Consolidated Financial Statements as at 31st March, 2024 including the Audited Balance Sheet as at 31st March, 2024, the Statement of Profit and Loss for the year ended on that date and reports of the Auditors thereon.MoreLess

  30 for0 against
• To confirm the payment of interim dividend of Rs 22.00 per equity share of fully paid up face value of Rs. 5.00 each already paid during the financial year ended 31st March, 2024 and to declare final dividend of Rs. 6.00 per equity share of fully paid up face value of ` 5.00 each for the financial year ended on 31st March, 2024.MoreLess

  30 for0 against
• Jinesh Shah (holding DIN: 00406498), a director, who retires by rotation at this Annual General Meeting and who has expressed his unwillingness for reappointment, be not re-appointed and the resulting vacancy be not filled up and the number of directors be reduced accordingly.MoreLess

  30 for0 against
• Ratification of Remuneration of Cost Auditors of the Company for the year 2024-25.

  30 for0 against
• Issuance of Equity Shares Including Convertible Bonds / Debentures.

  30 for0 against
• Re-appointment of Samir Mehta as Executive Chairman and Fixation of Remuneration.

  ›Against 360 One Mutual Fund, Bandhan Mutual Fund, Bank of India Mutual Fund, Groww Mutual Fund, Helios Mutual Fund, HSBC Mutual Fund, Invesco Mutual Fund, Motilal Oswal Mutual Fund, Nippon India Mutual Fund, NJ Mutual Fund, PGIM India Mutual Fund, Sundaram Mutual Fund, Zerodha Mutual Fund

  • 360 One Mutual Fund, Bandhan Mutual Fund, Groww Mutual Fund, Helios Mutual Fund, Motilal Oswal Mutual Fund, PGIM India Mutual FundCompliant with law. No concern on merit of Director. Governance concern: Holding position of Executive Chairman. No absolute cap on commission. Skewed remuneration towards Promoters and holding two full time positions.
  • Bank of India Mutual Fund, NJ Mutual Fund, Sundaram Mutual FundSamir Mehta, 60, is the promoter and Chairperson of Torrent group. He serves as Executive Chairperson of Torrent Pharmaceuticals Ltd. and Torrent Power Ltd. His FY24 compensation from Torrent Pharmaceuticals Ltd. aggregated Rs. 260.0 mn. He also draws compensation from Torrent Power Ltd. and his aggregate pay from both the entities aggregated Rs. 390.0 mn for FY24. While we acknowledge that his compensation has been entirely commission based, his past remuneration does not reflect this structure. His past compensation has exhibited a step like progression (fixed compensation of Rs. 150.0 mn from FY16 to FY19 followed by an increased compensation of Rs. 200.0 mn from FY20 to FY22) which raises doubt on the actual linkage to profitability. The company now proposes him a commission of upto 1.5% of net profits for five years from 1 April 2025. We raise concern that there is no absolute cap on the remuneration: therefore, as profitability increases, remuneration may be much higher over his tenure. The company must cap his remuneration in absolute terms. Further, his proposed pay of ~Rs. 330.6 mn is high in absolute terms, when compared to peers with significantly higher revenues. Given these, concerns, we are unable to support the resolution.
  • HSBC Mutual FundA vote AGAINST this resolution is warranted because: • His pay structure is open-ended with no absolute cap on commission or his overall pay. • The company has not disclosed the targets which would be used to determine the outcome under the commission element. • The total pay quantum, considering the remuneration from both the companies (Torrent Pharmaceuticals and Torrent Power) is deemed aggressively positioned against industry peers.
  • Invesco Mutual FundSamir Mehta, 60, is the promoter and Chairperson of Torrent group. He serves as Executive Chairperson of Torrent Pharmaceuticals Ltd. and Torrent Power Ltd. His FY24 compensation from Torrent Pharmaceuticals Ltd. aggregated Rs. 260.0 mn. He also draws compensation from Torrent Power Ltd. and his aggregate pay from both the entities aggregated Rs. 390.0 mn for FY24. While we acknowledge that his compensation has been entirely commission based, his past remuneration does not reflect this structure. His past compensation has exhibited a step like progression (fixed compensation of Rs. 150.0 mn from FY16 to FY19 followed by an increased compensation of Rs. 200.0 mn from FY20 to FY22) which raises doubt on the actual linkage to profitability. The company now proposes him a commission of upto 1.5% of net profits for five years from 1 April 2025. We raise concern that there is no absolute cap on the remuneration: therefore, as profitability increases, remuneration may be much higher over his tenure. The company must cap his remuneration in absolute terms. Further, his proposed pay of ~Rs. 330.6 mn is high in absolute terms, when compared to peers with significantly higher revenues. Given these, concerns, we are unable to support the resolution
  • Nippon India Mutual FundNo absolute cap on commission
  • Zerodha Mutual FundHolding Executive Chairman position. No cap on commission, Skewed Remuneration, Holding two full time positions.

  17 for13 against
• Appointment of Jinal Mehta as Non-Executive Non-Independent Director of the Company.

  30 for0 against
• Remuneration to Non-Executive Directors (NEDs).

  5 for0 against
• Approval for enhancement of limit for the Loan, Guarantee and Investment by the Company under Section 186 of the Companies Act, 2013.

  ›Against 360 One Mutual Fund, Bandhan Mutual Fund, Bank of India Mutual Fund, Baroda BNP Paribas Mutual Fund, Groww Mutual Fund, Helios Mutual Fund, HSBC Mutual Fund, Invesco Mutual Fund, Motilal Oswal Mutual Fund, Nippon India Mutual Fund, NJ Mutual Fund, PGIM India Mutual Fund, Sundaram Mutual Fund, Zerodha Mutual Fund

  • 360 One Mutual Fund, Bandhan Mutual Fund, Baroda BNP Paribas Mutual Fund, Groww Mutual Fund, Helios Mutual Fund, Motilal Oswal Mutual Fund, PGIM India Mutual FundCompliant with the law. Governance Concern: Open ended resolution; Non-disclosure of specific plan for utilization of said limit.
  • Bank of India Mutual Fund, NJ Mutual Fund, Sundaram Mutual FundUnder the limit approved under section 186 of Companies Act 2013, the company could (directly or indirectly) give any loan/ guarantee/ securitiy for any person or other body corporate and acquire securities of any other body corporate. Under regulations, the company may make such investments upto Rs. 66.6 bn (based on the share capital and reserves on 31 March 2024) without shareholder approval. The outstanding investments, loans and guarantees stood at ~Rs. 13.4 bn on 31 March 2024. The company seeks an enabling approval to increase the limit to Rs. 100.0 bn. During its recent investor call in May 2024, the company had stated that there were no acquisitions currently in the pipeline. However, the company has now clarified that it anticipates a net cash position next year and intends to make strategic investments. The company has also clarified that the investments will not be extended to any proposed controlled entities. However, given the existing headroom of over Rs. 50.0 bn, we are unable to support the enabling nature of the resolution.
  • HSBC Mutual FundA vote AGAINST this resolution is warranted due to lack of information
  • Invesco Mutual FundUnder the limit approved under section 186 of Companies Act 2013, the company could (directly or indirectly) give any loan/ guarantee/ securitiy for any person or other body corporate and acquire securities of any other body corporate. Under regulations, the company may make such investments upto Rs. 66.6 bn (based on the share capital and reserves on 31 March 2024) without shareholder approval. The outstanding investments, loans and guarantees stood at ~Rs. 13.4 bn on 31 March 2024. The company seeks an enabling approval to increase the limit to Rs. 100.0 bn. During its recent investor call in May 2024, the company clarified that there were no acquisitions currently in the pipeline. In absence of any clarity on the utilisation of the proposed increased limit, we are unable to support the resolution more so given the existing headroom of over Rs. 50.0 billion under the automatic limit. The company must provide granular clarity with respect to the recipient entities, the relationship with those entities and the strategic rationale for supporting them
  • Nippon India Mutual FundInadequate Disclosure
  • Zerodha Mutual FundOpen ended resolution; Nondisclosure of specific plan for utilization of said limit.

  16 for14 against

Mutual fund votes, meeting of 26 Nov 2023, 24 fund houses

• Appointment of Shaan Mehta, a relative of Directors as an Executive of the Company

  ›Against 360 One Mutual Fund, Axis Mutual Fund, Bandhan Mutual Fund, Bank of India Mutual Fund, Franklin Templeton Mutual Fund, HSBC Mutual Fund, Invesco Mutual Fund, JM Financial Mutual Fund, Mahindra Manulife Mutual Fund, Motilal Oswal Mutual Fund, Nippon India Mutual Fund, NJ Mutual Fund, PGIM India Mutual Fund, Sundaram Mutual Fund

  • 360 One Mutual FundShaan Mehta, 26, is the son of Samir Mehta, promoter and Executive Chairperson, Torrent Pharmaceuticals Limited. He holds a Bachelor’s degree in Economics from Boston University and an MBA from Columbia Business School, USA. He was associated with the company from November 2018 till July 2021. During this tenure, he worked in areas of strategy, business development, launch of a new business segment for India business and as project manager for developing an ESG strategy framework. The company proposes to appoint him as General Manager and pay him remuneration in the range of Rs. 3.8 mn – Rs. 13.0 mn p.a. inclusive of variable pay but excluding onetime reward. The company must benchmark his proposed remuneration with employees with the same level of qualifications and experience in the company and disclose the outcome. The company has not capped the remuneration payable to him. Further, the resolution is perpetual in nature. We do not support perpetual resolutions and expect the company to seek shareholder approval periodically
  • Axis Mutual Fund, Bank of India Mutual Fund, Sundaram Mutual FundShaan Mehta, 26, is the son of Samir Mehta, promoter and Executive Chairperson, Torrent Pharmaceuticals Limited. He holds a Bachelor’s degree in Economics from Boston University and an MBA from Columbia Business School, USA. He was associated with the company from November 2018 till July 2021. During this tenure, he worked in areas of strategy, business development, launch of a new business segment for India business and as project manager for developing an ESG strategy framework. The company proposes to appoint him as General Manager and pay him remuneration in the range of Rs. 3.8 mn – Rs. 13.0 mn p.a. inclusive of variable pay but excluding one-time reward. The company must benchmark his proposed remuneration with employees with the same level of qualifications and experience in the company and disclose the outcome. The company has not capped the remuneration payable to him. Further, the resolution is perpetual in nature. We do not support perpetual resolutions and expect the company to seek shareholder approval periodically.
  • Bandhan Mutual Fund, JM Financial Mutual Fund, Motilal Oswal Mutual Fund, PGIM India Mutual FundCompliant with Law. Governance Concern: Inadequate Disclosures.
  • Franklin Templeton Mutual Fund, HSBC Mutual FundA vote AGAINST this resolution is warranted because: • The proposed mandate may limit shareholders' rights to review and vote on the said transaction on a periodic basis. • The proposed remuneration structure is open-ended and the board holds significant discretion in determining Shaan Mehta's overall pay. • There are no disclosures on the threshold and target performance that he needs to achieve to determine the variable pay element.
  • Invesco Mutual FundShaan Mehta, 26, is the son of Samir Mehta, promoter and Executive Chairperson, Torrent Pharmaceuticals Limited. He holds a Bachelor’s degree in Economics from Boston University and an MBA from Columbia Business School, USA. He was associated with the company from November 2018 till July 2021. During this tenure, he worked in areas of strategy, business development, launch of a new business segment for India business and as project manager for developing an ESG strategy framework. The company proposes to appoint him as General Manager and pay him remuneration in the range of Rs. 3.8 mn – Rs. 13.0 mn p.a. inclusive of variable pay but excluding one-time reward. The company has not capped the remuneration payable to him and the resolution is perpetual in nature. While we support his appointment, we do not support perpetual resolutions and expect the company to seek shareholder approval periodically
  • Mahindra Manulife Mutual FundDo not support resolutions in perpetuity , and there is lack of adequate disclosures on benchmarking of his renumeration scale
  • Nippon India Mutual FundInadequate disclosure
  • NJ Mutual FundGovernance Concern: Inadequate Disclosures.

  10 for14 against

Mutual fund votes, meeting of 7 Aug 2023, 24 fund houses

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

• To receive, consider and adopt the Standalone and Consolidated Financial Statements as at 31st March, 2023 including the Audited Balance Sheet as at 31st March, 2023, the Statement of Profit and Loss for the year ended on that date and reports of the Board of Directors and Auditors thereon.MoreLess

  22 for0 against
• To confirm the payment of interim dividend of Rs. 14.00 per equity share of fully paid up face value of Rs. 5.00 each already paid during the financial year ended 31st March, 2023 and to declare final dividend of Rs. 8.00 per equity share of fully paid up face value of Rs. 5.00 each for the financial year ended on 31st March, 2023.MoreLess

  24 for0 against
• To appoint a Director in place of Samir Mehta (holding DIN 00061903), Director, who retires by rotation, and being eligible, offers himself for re-appointment.

  ›Against Motilal Oswal Mutual Fund, PGIM India Mutual Fund

  • Motilal Oswal Mutual Fund, PGIM India Mutual FundCompliant with law. Governance Concern: Holds CMD position in the Company and 2 full-time positions, Skewed Remuneration.

  22 for2 against
• Ratification of remuneration of Cost Auditors of the Company for the year 2023-24.

  24 for0 against
• Issuance of Equity Shares including Convertible Bonds / Debentures.

  24 for0 against
• Alteration of Articles of Association of the Company.

  24 for0 against
• Appointment of Nikhil Khattau as an Independent Director of the Company.

  24 for0 against

Mutual fund votes, meeting of 8 Sep 2022, 17 fund houses

• Appointment of Manish Choksi as an Independent Director of the Company

  17 for0 against
• Appointment of Aman Mehta as Director and Whole-Time Director of the Company and fixation of remuneration

  ›Against Axis Mutual Fund, Edelweiss Mutual Fund, Franklin Templeton Mutual Fund, Kotak Mahindra Mutual Fund, Nippon India Mutual Fund

  • Axis Mutual FundAman Mehta, 30, is the son of the Executive Chairperson (Samir Mehta) and has experience working with Torrent Pharmaceuticals and Torrent Power limited. He has worked as the chief marketing officer of Torrent Pharmaceuticals. He holds a Bachelor of Economics from Boston University and an MBA from Columbia University. Given the disclosures, we estimate his remuneration over his term to be in a wide range of Rs. 38.4 mn to Rs. 115.2 mn: there is lack of clarity on the performance metrics for variable pay as also the circumstances under which commission will be paid. Further, the company must provide greater clarity on the benchmarking of his experience and remuneration with those in his proposed designation or cadre. There are three executive promoters on a nine-member board. The company needs to clearly define his roles and responsibilities as a whole-time director. We note that the Nomination and Remuneration Committee has tenured directors: we expect the NRC to comprise only non-tenured independent directors.
  • Edelweiss Mutual FundHe is already holding position in other group companies. He will be spread too thin and may not be able to devote time to the pharma business.
  • Franklin Templeton Mutual FundA vote AGAINST this resolution is warranted because: • Aman Mehta's proposed remuneration structure is considered open-ended and the board retains discretion to decide his pay outcomes. • Given his limited experience, Aman Mehta's pay quantum (at the upper end of his proposed salary range) is not in line with market practice. Further, his pay level is aggressively positioned when compared with that of industry peers of similar size and scale of operations. • The board independence norms are not met and Aman Mehta is a non-independent director nominee.
  • Kotak Mahindra Mutual FundAman Mehta, 30 (Promoter) is currently the Executive Director at Torrent pharmaceuticals. He has been associated with the company since 2018 and is currently incharge of the marketing division. While we support his reappointment as an Executive Director, the remuneration proposed to be paid is at a 260% increase from the earlier year. The median employee remuneration stood at approx. 5.85 lacs per annum. The company has not provided reasonable rationale a higher percentage increase in remuneration. Hence voting .
  • Nippon India Mutual FundNo absolute cap on remuneration

  12 for5 against