Kalyani Investment Company Limited has issued a robust defense of the proposed appointment of Mr. Amit Kalyani as a non-executive director of Hikal Limited, challenging the negative recommendation by Institutional Investors Advisory Services (IIAS).

Dispute Context

The controversy stems from IIAS advising shareholders to vote against Kalyani's appointment at Hikal's upcoming annual general meeting on September 23, 2025. IIAS cited concerns over an ongoing dispute between two promoter groups regarding a 1994 family arrangement.

Kalyani Investment's Response

In a detailed response, Kalyani Investment, which owns a 31.36% stake in Hikal, argued several points:

• Previous Support: IIAS supported a similar reappointment in September 2023 despite the same dispute being pending.

• Limited Involvement: Amit Kalyani is not a signatory to the family arrangement and has been made a party solely in his capacity as Chairman of investment companies.

• Professional Management: Hikal is professionally managed, and Kalyani's continuation as a Non-Executive Director is not expected to impact overall Board functioning.

• No Material Impact: Hikal has previously stated that the dispute is not expected to negatively impact the company's performance or operations.

Legal Developments

Kalyani Investment also highlighted that a Pune sessions court order directing reinvestigation into a 2017 suicide case involving Amit Kalyani has been stayed by the Bombay High Court on August 12, 2025.

Stakeholder Empowerment Services Support

Notably, Stakeholders Empowerment Services (SES), another proxy advisory firm, has recommended voting in favor of Amit Kalyani's appointment, stating no governance concerns were identified.

Conclusion

Kalyani Investment has urged IIAS to reconsider its voting recommendation and bring these facts to the attention of its subscribers. The company's strong rebuttal underscores the complexities of corporate governance in family-owned businesses and the importance of transparent communication with shareholders and advisory services.

Kalyani Investment Company Limited, a prominent player in the investment sector, held its 16th Annual General Meeting (AGM) on September 17, 2025, where shareholders approved significant appointments and reappointments.

Key Highlights

• Director Reappointment: Mr. Amit B. Kalyani was re-appointed as a Director liable to retire by rotation.
• New Secretarial Auditors: M/s SVD & Associates appointed for a five-year term.
• Voting Results: All resolutions passed with overwhelming majority.

Director Reappointment

Shareholders approved the re-appointment of Mr. Amit B. Kalyani (DIN 00089430) as a Director liable to retire by rotation. Mr. Kalyani, who currently serves as Vice-Chairman and Joint Managing Director of Bharat Forge Limited, brings a wealth of experience to the board.

Mr. Kalyani's career spans various sectors within the Kalyani Group, including specialty steel, hi-tech metallurgical manufacturing, automotive components, defense systems, infrastructure, and specialty chemicals. His expertise in finance, M&A, talent development, and growth strategy formulation is expected to continue benefiting the company.

It's worth noting that Mr. Amit B. Kalyani is married to Mrs. Deeksha A. Kalyani, who also serves as a Director of the company.

Appointment of Secretarial Auditors

The shareholders approved the appointment of M/s SVD & Associates as the company's Secretarial Auditors for a term of five years. The firm, based in Pune, brings nearly three decades of experience in corporate compliance and governance.

SVD & Associates, holding Firm Unique Code P2013MH031900 and Peer Review No.6357/2025, will serve from the conclusion of the 16th AGM until the 21st AGM in 2030. Their expertise is expected to enhance the company's corporate legal and advisory services.

Voting Results

The AGM, conducted through Video Conferencing (VC) / Other Audio-Visual Means (OAVM), saw strong participation from shareholders. The voting results indicate overwhelming support for all resolutions:

Conclusion

The 16th AGM of Kalyani Investment Company Limited demonstrated strong shareholder engagement and support for the company's strategic decisions. The reappointment of Mr. Amit B. Kalyani and the appointment of experienced secretarial auditors signal the company's commitment to maintaining strong corporate governance and strategic growth.