NewsVedanta Shareholders Approve S.V. Murali Dhar Rao as Non-Executive Independent Director via Postal BallotVedanta Shareholders Approve S.V. Murali Dhar Rao as Non-Executive Independent Director via Postal Ballot
Vedanta Limited successfully passed a Special Resolution through postal ballot appointing Mr. S.V. Murali Dhar Rao (DIN: 11003912) as Non-Executive Independent Director for a one-year term from April 01, 2026 to March 31, 2027. A total of 3,179,926,601 votes were polled, representing 81.32% of outstanding shares, with 99.5897% votes cast in favour. The Scrutinizer confirmed all 7,137 e-voting responses were valid, with the Promoter Group voting 100% in favour.
*this image is generated using AI for illustrative purposes only.
Vedanta Limited has announced the successful passage of a Special Resolution through postal ballot, approving the appointment of Mr. S.V. Murali Dhar Rao (DIN: 11003912) as a Non-Executive Independent Director for a first term of one year, commencing from April 01, 2026 up to March 31, 2027. The resolution was declared passed on May 08, 2026, with the approval considered effective from the last date of remote e-voting, Thursday, May 07, 2026. The voting results and Scrutinizer's Report were submitted to BSE Limited and the National Stock Exchange of India Limited in accordance with Regulations 30 and 44 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015.
Postal Ballot Process and Key Details
The postal ballot process was initiated pursuant to a notice dated March 31, 2026, with remote e-voting commencing on Wednesday, April 8, 2026 at 9:00 a.m. (IST) and concluding on Thursday, May 7, 2026 at 5:00 p.m. (IST). The record date for determining eligible shareholders was Saturday, March 28, 2026, with a total of 2,185,690 shareholders on record. The Company appointed KFin Technologies Limited as the service provider for facilitating the remote e-voting process.
Mr. Upendra C. Shukla, Practising Company Secretary (FCS No. 2727, CP No. 1654), was appointed as the Scrutinizer by the Board of Directors at its meeting held on March 31, 2026, to oversee the postal ballot process in a fair and transparent manner. The Scrutinizer's Report was issued on May 08, 2026, confirming that all 7,137 remote e-voting responses received were valid.
Voting Results at a Glance
The following table summarises the overall voting outcome for the Special Resolution:
| Metric: | Details |
|---|---|
| Total Shares on Record Date: | 3,910,388,057 |
| Total Votes Polled: | 3,179,926,601 |
| % of Votes Polled on Outstanding Shares: | 81.32 |
| Votes in Favour: | 3,166,878,023 |
| Votes Against: | 13,048,578 |
| % of Votes in Favour on Votes Polled: | 99.5897 |
| % of Votes Against on Votes Polled: | 0.4103 |
| Resolution Passed: | Yes |
Category-Wise Voting Breakdown
The voting participation and results varied across shareholder categories. The detailed category-wise breakdown is presented below:
| Category: | Shares Held | Votes Polled | % Polled on Outstanding | Votes in Favour | Votes Against | % in Favour | % Against |
|---|---|---|---|---|---|---|---|
| Promoter & Promoter Group: | 2,204,867,749 | 2,204,849,749 | 99.9992 | 2,204,849,749 | 0 | 100 | 0 |
| Public – Institutions: | 1,069,530,691 | 889,961,051 | 83.2104 | 876,995,896 | 12,965,155 | 98.5432 | 1.4568 |
| Public – Non Institutions: | 635,989,617 | 85,115,801 | 13.3832 | 85,032,378 | 83,423 | 99.902 | 0.098 |
| Total: | 3,910,388,057 | 3,179,926,601 | 81.32 | 3,166,878,023 | 13,048,578 | 99.5897 | 0.4103 |
The Promoter and Promoter Group voted entirely in favour of the resolution, casting 2,204,849,749 votes representing 99.9992% of their total shareholding. Public institutional shareholders recorded a participation rate of 83.2104%, with 98.5432% of polled votes in favour. Public non-institutional shareholders participated at 13.3832%, with 99.902% of polled votes supporting the resolution.
Scrutinizer's Findings
The Scrutinizer confirmed that the combined number of votes cast in favour of the resolution was more than three times the number of votes cast against, satisfying the requisite majority for a Special Resolution. Among the remote e-voting responses, 6,749 responses were received in favour and 388 against, with 241 responses abstained and 338,066 shares abstained from voting. The voting results, along with the Scrutinizer's Report, are available on the Company's website at www.vedantalimited.com and on the website of KFin Technologies Limited at evoting.kfintech.com.
The appointment of Mr. S.V. Murali Dhar Rao was made pursuant to Sections 149, 150, 152, and 197 read with Schedule IV of the Companies Act, 2013, and in accordance with Regulations 16, 17, and 25 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, based on the recommendation of the Nomination & Remuneration Committee and approval of the Board of Directors. Mr. Rao had been appointed as an Additional Director designated as Non-Executive Independent Director with effect from April 01, 2026, and is not liable to retire by rotation.
Historical Stock Returns for Vedanta
| 1 Day | 5 Days | 1 Month | 6 Months | 1 Year | 5 Years |
|---|---|---|---|---|---|
| -2.93% | +9.17% | +11.07% | +53.81% | +90.42% | +179.88% |
How might Mr. S.V. Murali Dhar Rao's expertise and background influence Vedanta's strategic direction, particularly in areas like governance or operational oversight?
Given that institutional shareholders cast approximately 1.46% of their votes against the appointment, what concerns might these investors have about Vedanta's board composition or independence?
Will Vedanta seek to renew Mr. Rao's appointment beyond the initial one-year term ending March 31, 2027, and what performance metrics might influence that decision?
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