Waaree Energies CEO, MD, chairman, board of directors and AGM

Mutual fund votes, meeting of 24 Sep 2025, 22 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

  22 for0 against
• To receive, consider and adopt the audited consolidated financial statement of the Company for the financial year ended March 31, 2025, together with the report of Auditors thereon.

  ›Against Angel One Mutual Fund, Bandhan Mutual Fund, Baroda BNP Paribas Mutual Fund, Edelweiss Mutual Fund, Groww Mutual Fund, LIC Mutual Fund, Motilal Oswal Mutual Fund, Navi Mutual Fund, Zerodha Mutual Fund

  • Angel One Mutual FundNon disclosure of the audited financial statements for FY 2023-24 of certain subsidiaries on the website of the Company.
  • Bandhan Mutual Fund, Baroda BNP Paribas Mutual Fund, Edelweiss Mutual Fund, Groww Mutual Fund, Motilal Oswal Mutual Fund, Navi Mutual Fund, Zerodha Mutual FundUnqualified financial statements. Non-Compliant with S.136(1) of the Companies Act & Regulation 46(2)(s) of SEBI LODR: Nondisclosure of the audited financial statements for FY 2023-24 of certain subsidiaries on the website of the Company.
  • LIC Mutual FundConcerns over Nondisclosure of the audited financial statements for FY 2023-24 of certain subsidiaries on the website of the Company.

  13 for9 against
• To appoint a director in place of Mr. Hitesh Pranjivan Mehta (DIN: 00207506), who retires by rotation and being eligible, offers himself for reappointment.

  22 for0 against
• Ratification of Cost Auditors Remuneration for FY 2025-26

  22 for0 against
• Appointment of Mr. Mahesh Ramchand Chhabria (DIN: 00166049) as an Independent Director of the Company.

  22 for0 against
• To Approve the Appointment of Makarand M. Joshi & Co., Practicing Company Secretaries as Secretarial Auditor of the Company for a First Term of Five Years.

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

  • Angel One Mutual FundPrevious auditor’s remuneration has not been disclosed, therefore, material change, if any, in the audit fee proposed vs. outgoing auditor’s audit fee cannot be ascertained.
  • Bandhan Mutual Fund, Edelweiss Mutual Fund, Groww Mutual Fund, Motilal Oswal Mutual Fund, Navi Mutual FundAppointment Compliant with law. Transparency Concern: Previous auditor’s remuneration has not been disclosed, therefore, material change, if any, in the audit fee proposed vs. outgoing auditor’s audit fee cannot be ascertained.
  • LIC Mutual FundTransparency Concern: Previous auditor s remuneration has not been disclosed, therefore, material change, if any, in the audit fee proposed vs. outgoing auditor s audit fee cannot be ascertained.

  15 for7 against
• To Approve Material Related Party Transactions with Waaree Renewable Technologies Limited a Subsidiary of the Company.

  22 for0 against
• To Approve Material Related Party Transactions with Indosolar Limited a Subsidiary of the Company.

  22 for0 against

Mutual fund votes, meeting of 1 Aug 2025, 20 fund houses

• VARIATION IN THE OBJECTS OF THE INIITIAL PUBLIC OFFER (IPO) FOR CHANGE OF LOCATION

  20 for0 against

Mutual fund votes, meeting of 14 Jun 2025, 22 fund houses

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

• APPOINTMENT OF MR. RAJINDER SINGH LOONA (DIN: 02305074) AS AN INDEPENDENT DIRECTOR OF THE COMPANY

  ›Against Angel One Mutual Fund, Baroda BNP Paribas Mutual Fund, Edelweiss Mutual Fund, Groww Mutual Fund, Navi Mutual Fund

  • Angel One Mutual FundTerms and Conditions of appointment of proposed appointee not disclosed on the website of the Company.
  • Baroda BNP Paribas Mutual Fund, Edelweiss Mutual Fund, Groww Mutual Fund, Navi Mutual FundNo concern on the merit of proposed appointee. Non-Compliant with SEBI LODR & Companies Act, 2013: Terms and Conditions of appointment of proposed appointee not disclosed on the website of the Company.

  17 for5 against
• APPROVAL OF AMENDMENT TO “WAAREE - EMPLOYEE STOCK OPTION PLAN 2021” (“ESOP 2021”/ “PLAN”)

  ›Against Angel One Mutual Fund, Baroda BNP Paribas Mutual Fund, Edelweiss Mutual Fund, Groww Mutual Fund, Kotak Mahindra Mutual Fund, LIC Mutual Fund, Navi Mutual Fund, Nippon India Mutual Fund, Zerodha Mutual Fund

  • Angel One Mutual FundNon-Disclosure of Exercise Price / Pricing Formula; Absolute Discretion to Nomination & Remuneration Committee to determine Exercise Price. Governance Concern: Excessive benefit can be extended to an individual employee.
  • Baroda BNP Paribas Mutual Fund, Edelweiss Mutual Fund, Groww Mutual Fund, Navi Mutual Fund, Zerodha Mutual FundNon-Compliant under SEBI SBEB Regulations: Non-Disclosure of Exercise Price / Pricing Formula; Absolute Discretion to NRC to determine Exercise Price. Governance Concern: Excessive benefit can be extended to an individual employee.
  • Kotak Mahindra Mutual FundThe company has not provided an Exercise Price and has stated that the Exercise Price shall be decided by the Committee which shall in no case be less than the face value of Shares of the Company as on date of Grant. According to the Part C of Schedule I of SEBI Regulations 2021, companies are required to disclose exercise price, SAR price, purchase price or pricing formula of the Employee Stock Option Scheme. Moreover, the company has stated that the maximum number of Options that may be granted to any Employee in any year under the Plan shall not exceed 97,000. The Committee may grant 15,00,000 options to any Employee in aggregate under the Plan. Even though there is limit on the number of options which can be granted to an employee under the plan, there is no clarity on the quantum of benefit arising to a single employee as exercise price has not been disclosed. Given the lack of clarity provided by the company on the same and that the NRC has been given the discretion to determine the exercise price, voting against.
  • LIC Mutual FundAs NRC given the discretion to determine exercise price; Provision of Accelerated vesting; Significant benefit arising to a single employee
  • Nippon India Mutual FundGovernance Concern: Inadequate disclosure

  13 for9 against
• APPROVAL OF EXTENSION OF THE BENEFITS OF “WAAREE-EMPLOYEE STOCK OPTION PLAN 2021” (“ESOP 2021”/ “PLAN”) TO THE ELIGIBLE EMPLOYEES OF THE SUBSIDIARY COMPANIES

  ›Against Aditya Birla Sun Life Mutual Fund, Angel One Mutual Fund, Axis Mutual Fund, Bandhan Mutual Fund, Baroda BNP Paribas Mutual Fund, Canara Robeco Mutual Fund, Edelweiss Mutual Fund, Groww Mutual Fund, HDFC Mutual Fund, ICICI Prudential Mutual Fund, Kotak Mahindra Mutual Fund, LIC Mutual Fund, Mirae Asset Mutual Fund, Navi Mutual Fund, Nippon India Mutual Fund, UTI Mutual Fund, Zerodha Mutual Fund

  • Aditya Birla Sun Life Mutual Fund, Axis Mutual Fund, Canara Robeco Mutual Fund, UTI Mutual FundThe company proposes to extend the scheme to the employees of the subsidiary companies. While we generally support the extension of the scheme to unlisted subsidiaries, we do not support the ESOP Plan 2021 as there is no clarity on the exercise price. The exercise price per option is at the discretion of the Nomination and Remuneration Committee (NRC) and shall not be lesser than the face value as on grant date. 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. Since we do not support the scheme, we do not the support the extension of this scheme to the employees of subsidiary companies.
  • Angel One Mutual FundTransparency Concern: Unclear whether Scheme is extended to employees of holding company.
  • Bandhan Mutual Fund, Zerodha Mutual FundInter-linked with Resolution #2. Scheme maybe extended to employees of Holding Company (Future) without justification
  • Baroda BNP Paribas Mutual FundTransparency Concern: Extending scheme to employees of future holding company under the resolution.
  • Edelweiss Mutual Fund, Groww Mutual Fund, Navi Mutual FundInter-linked with Resolution #2. Transparency Concern: Extending scheme to employees of future holding company under the resolution.
  • HDFC Mutual FundLack of clarity on the pricing of ESOPS. We do not support the resolution.
  • ICICI Prudential Mutual FundThe company is seeking umbrella approval for granting stock options to present and future employees of the Company’s holding/subsidiary companies. Due to lack of justification and details in this regard, the AMC has voted against the resolution
  • Kotak Mahindra Mutual FundWe do not identify an issue in extending the ESOP Scheme s benefits to the employees of its subsidiaries as there exists control of the Company and the contribution of the subsidiaries are consolidated in the Company s performance. However, the Company has also included the employees of its present and future, holding Company within the scope of the employees eligible for the grant of stock options of the Company. Additionally our view is linked to resolution #2. Hence voting against.
  • LIC Mutual FundUnclear whether Scheme is extended to employees of holding company
  • Mirae Asset Mutual FundResolution is not in line with statutory requirements
  • Nippon India Mutual FundGovernance Concern: Inadequate disclosure

  5 for17 against
• APPOINTMENT OF MR. ANKIT DOSHI TO OFFICE OF PLACE OF PROFIT

  ›Against Aditya Birla Sun Life Mutual Fund, Canara Robeco Mutual Fund

  • Aditya Birla Sun Life Mutual Fund, Canara Robeco Mutual FundWe estimate Ankit Doshi’s annual pay at Rs. 10.0 mn, subject to periodic increments, which are at the discretion of the Nomination and Remuneration Committee (NRC), subject to his maximum pay not exceeding Rs. 20.0 mn. We raise concern that there is no clarity on his age and no disclosures with respect to how his remuneration has been determined and benchmarked. We further raise concern at the lack of clarity on the tenure of approval. While the explanatory statement states that the approval is valid for FY26, the company has sought shareholder approval for his remuneration inclusive of further increments in the future with a cap at Rs. 20.0 mn. The company must clarify if the approval is for one year or whether it is valid in perpetuity. The cap of Rs. 20.0 mn is high given the quantum of his professional experience. The company has mentioned that Ankit Doshi spearheads the Inverter division. However, there is no disclosure on the size and financial performance. In the absence of this information, we are unable to determine if the proposed remuneration is commensurate with his responsibilities. Due to the lack of clarity, we do not support this resolution.

  2 for2 against

Mutual fund votes, meeting of 18 Mar 2025, 10 fund houses

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

• Appointment of Mr. Amit Ashok Paithankar (DIN: 02435057) as a Director of the Company

  8 for0 against
• Appointment of Mr. Amit Ashok Paithankar (DIN: 02435057) as a WholeTime Director of the Company and the Remuneration Payable to Him

  ›Against Kotak Mahindra Mutual Fund, Mirae Asset Mutual Fund

  • Kotak Mahindra Mutual FundNo concern has been identified with the time commitments and profile of the Director. However, the company has only clarified that Dr. Amit Paithankar was granted 45,440 stock options in FY25 at an exercise price of Rs. 10.0 under the ESOP scheme 2021, and not the stock options he may be granted in the future. Due to lack of clarity on the quantum of stock options that he could be granted in the future we are unable to estimate Dr. Amit Paithankar's overall remuneration. Moreover, the company has not disclosed the Exercise Price for the ESOP Scheme 2021 and our view is linked to resolution #3.
  • Mirae Asset Mutual FundLack of clarity on ESOP exercise price

  6 for2 against
• Ratification Of The “Waaree-Employee Stock Option Plan 2021” (“ESOP 2021”/ “Plan”)

  ›Against Aditya Birla Sun Life Mutual Fund, Bandhan Mutual Fund, Edelweiss Mutual Fund, Franklin Templeton Mutual Fund, HDFC Mutual Fund, Kotak Mahindra Mutual Fund, Mirae Asset Mutual Fund, Motilal Oswal Mutual Fund

  • Aditya Birla Sun Life Mutual FundThe overall dilution of the scheme for 82,16,786 (out of 3,585,803 options that are granted, 1,783,214 have been exercised) is ~2.78% on the expanded capital base as on 31 December 2024. It is not clear if the vesting of options is time based, or performance based (performance metrics have not been disclosed) as decided by the Nomination and Remuneration Committee (NRC).The exercise price per option is at the discretion of NRC and shall not be lesser than the face value as on grant date. 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.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 market price. If the stock options are granted at a significant discount, there is no alignment between the interests of investors and those of employees. We believe as a good practice companies should grant stock options at market price, or the options should have a performance-based vesting with clearly defined performance metrics. In the absence of these, we are unable to support the resolution.
  • Bandhan Mutual Fund, Edelweiss Mutual Fund, Motilal Oswal Mutual FundNon-Compliant with SEBI (SBEB & SE) Regulations 2021: Inadequate disclosures regarding the Exercise Price/Pricing Formula &Exercise period. Governance Concern: Estimate on potential benefits to a single employee appears to be excessive.
  • Franklin Templeton Mutual FundA vote AGAINST this resolution is warranted in view of the following concerns: • The stock options may be issued with an exercise price at a discount to the prevailing market price. • The company has not specified objective performance parameters, performance targets and thresholds for vesting. • The company has not disclosed the exercise period for the exercise of options. • The proposal includes grant of stock options to promoters and independent directors.
  • HDFC Mutual FundLack of clarity on the pricing of ESOPS which could be at a significant discount to market price. In the case of deeply discounted options, there is no alignment between the interests of investors and those of employees. We do not support the resolution.
  • Kotak Mahindra Mutual FundThe company has not provided an Exercise Price and has stated that the Exercise Price shall be decided by the Committee which shall in no case be less than the face value of Shares of the Company as on date of Grant. According to the Part C of Schedule I of SEBI Regulations 2021, companies are required to disclose exercise price, SAR price, purchase price or pricing formula of the Employee Stock Option Scheme. Given the lack of clarity provided by the company on the same, voting against.
  • Mirae Asset Mutual FundLack of clarity on ESOP exercise price

  2 for8 against