GMR Power & Urban Infra Limited (GPUIL) held its 6th Annual General Meeting (AGM) on September 29, 2025, where shareholders approved several key resolutions, including the re-appointment of three Independent Directors for a second term of five years.

Re-appointment of Independent Directors

The shareholders approved the re-appointment of Mr. Shantanu Ghosh, Dr. Fareed Ahmed, and Ms. Suman Naresh Sabnani as Independent Directors. Their new terms will be effective from the conclusion of the 6th AGM until the conclusion of the 11th AGM.

Directors' Profiles

Mr. Shantanu Ghosh

Mr. Ghosh brings 40 years of banking experience to the board. He has held key positions in various Indian and overseas banks, including serving as the Country Head of Retail & Commercial Banking at ING Vysya Bank. Mr. Ghosh also has experience in start-ups and mergers in the financial sector, having been part of the startup team at C-level in Bank Sohar and Bank Nizwa in Oman.

Dr. Fareed Ahmed

Dr. Ahmed contributes significant banking sector experience to GPUIL. He served as Executive Director at Punjab & Sind Bank for over 3.5 years and had a 34-year association with Corporation Bank, where he rose from an Agricultural Field Officer to the level of General Manager. Dr. Ahmed is also known for his contributions to international research journals and his role as a guest faculty at various banks' staff training colleges.

Ms. Suman Naresh Sabnani

Ms. Sabnani offers over 30 years of managerial experience, primarily with HSBC, where she held senior leadership positions. Her most recent role was a global position with HSBC, UK, where she was responsible for coordinating with Regional Third-Party Risk Officers across Asia Pacific, the UK, Europe, and North America.

Other Key Resolutions

In addition to the re-appointment of Independent Directors, the shareholders also approved several other important resolutions:

1. Adoption of the Audited Financial Statements for the financial year ended March 31, 2025.
2. Re-appointment of M/s Walker Chandiok & Co LLP as the Statutory Auditors for a second term of 5 consecutive years.
3. Appointment of M/s. V Sreedharan & Associates as the Secretarial Auditor for a term of 5 years.
4. Ratification of remuneration for the Cost Auditors for the financial year ending March 31, 2026.
5. Approval for raising funds through the issuance of equity shares and/or other eligible securities through Qualified Institutions Placement and/or Foreign Currency Convertible Bonds.

Voting Results

The voting results showed strong support for most resolutions. Notably, the re-appointment of the Independent Directors received over 99% votes in favor. The resolution for raising funds through equity shares or other eligible securities was also passed with 96.16% votes in favor.

This AGM marks an important step for GMR Power and Urban Infra Limited in strengthening its governance structure and preparing for future growth opportunities.

GMR Power & Urban Infra Limited, a prominent player in the power and urban infrastructure sector, has disclosed significant share encumbrance details by its promoter, GMR Enterprises Private Limited. The encumbrance represents a substantial 77.19% of the promoter's shareholding, surpassing both the 50% threshold of promoter holding and 20% of the company's total share capital.

Promoter Shareholding and Encumbrance Details

GMR Enterprises Private Limited, the promoter, holds a total of 361,426,826 shares, which accounts for 50.56% of the company's total share capital. The recent encumbrance has raised eyebrows in the financial community due to its significant scale.

Specific Encumbrance Transaction

A notable transaction within this encumbrance involves the creation of a specific pledge of 9.5 million shares, representing 1.33% of the total share capital. This pledge was executed in favor of Arka Fincap Limited, a Non-Banking Financial Company (NBFC).

Financial Implications

The pledge is associated with an existing facility valued at ₹263.32 crore, against which an amount of ₹100.00 crore has been involved. This arrangement provides a security cover ratio of 2.63, indicating a significant cushion for the lender.

Purpose of Encumbrance

According to the disclosure, the borrowed amount is intended for personal use by the promoters. This revelation has sparked interest among investors and market analysts, who are closely monitoring the implications of such a substantial encumbrance on the company's future prospects.

Other Entities Involved

The agreement also mentions GMR Infra Projects Private Limited as another entity involved in the transaction, though its specific role is not detailed in the available information.

Market Impact

The disclosure of such a significant encumbrance by the promoter group is likely to draw attention from various stakeholders, including investors, regulators, and market analysts. The impact on GMR Power & Urban Infra's stock price and market perception will be closely watched in the coming days.

Regulatory Compliance

It's worth noting that this disclosure aligns with the regulatory requirements set by the Securities and Exchange Board of India (SEBI), ensuring transparency in promoter actions that could potentially influence the company's stock performance.

As the situation unfolds, market participants will be keenly observing any further developments or clarifications from GMR Power & Urban Infra Limited regarding this substantial share encumbrance.