KRN Heat Exchanger shareholders pass all five AGM resolutions
- All five resolutions at KRN Heat Exchanger's 9th AGM passed with requisite majority
- Director re-appointment resolution recorded 1.77% votes against
- Remuneration revisions for CMD and WTD approved with over 99.99% support
- Meeting held virtually on September 25, 2026, with 46 members participating

*this image is generated using AI for illustrative purposes only.
KRN Heat Exchanger and Refrigeration Limited held its 9th Annual General Meeting (AGM) on September 25, 2026, at 3:00 pm through Video Conferencing. All five resolutions proposed by the Board were approved by shareholders with the requisite majority.
Proceedings and attendance
The meeting was chaired by Santosh Kumar Yadav, Chairman and Managing Director. The requisite quorum was present, with 46 members participating in the virtual session. Ketan Sharma, Chairman of the Audit, Nomination & Remuneration, and Stakeholders' Relationship Committees, also attended. The Company Secretary provided instructions for electronic voting, which remained open for 15 minutes after the conclusion of the discussion.
The Statutory Auditors' Report and Secretarial Audit Report for the financial year ended March 31, 2026, did not contain any qualifications, observations, or adverse remarks. Consequently, the Notice convening the AGM, the Board's Report, and the Auditors' Reports were taken as read by the members.
Voting results
The scrutiniser's report, submitted by Ms. Heena Lakhani of Deepak Arora & Associates, confirmed that all resolutions passed. The detailed voting outcomes are summarized below:
| Resolution | Type | Votes in Favour (%) | Votes Against (%) | Result |
|---|---|---|---|---|
| Adoption of Financials | Ordinary | 99.74% | 0.26% | Passed |
| Director Re-appointment | Ordinary | 98.23% | 1.77% | Passed |
| Cost Auditor Remuneration | Ordinary | 99.99% | 0.00% | Passed |
| CMD Remuneration Revision | Special | 99.99% | 0.00% | Passed |
| WTD Remuneration Revision | Special | 99.99% | 0.00% | Passed |
The re-appointment of Manohar Lal (DIN: 10040507), who retires by rotation, witnessed the highest dissent among the ordinary resolutions, with 1.77% of votes cast against it. In contrast, the special resolutions approving remuneration revisions for Chairman and Managing Director Santosh Kumar Yadav and Whole-time Director Anju Devi received near-unanimous support, with less than 0.01% opposition in each case.
Compliance and next steps
Members who registered as speakers were given the opportunity to raise queries, all of which were answered to their satisfaction. The e-voting facility was utilized to record votes on the agenda items. The voting results along with the consolidated Scrutinizer's Report have been made available on the Company's website and submitted to the stock exchanges.
The proceedings highlight a routine governance cycle focused on statutory compliances and executive compensation updates, with no contentious issues reported during the Q&A session.
Historical Stock Returns for KRN Heat Exchanger and Refrigeration
| 1 Day | 5 Days | 1 Month | 6 Months | 1 Year | 5 Years |
|---|---|---|---|---|---|
| -1.69% | -7.18% | -14.83% | +29.26% | +59.86% | +183.49% |
How will the approved remuneration revisions for the CMD and WTD impact KRN Heat Exchanger's operating margins in the upcoming fiscal year?
What specific growth strategies or capital expenditure plans did management outline to justify the near-unanimous shareholder support for executive pay increases?
Given the 1.77% dissent on director re-appointment, are there underlying governance concerns or activist investor positions that may influence future board compositions?


































