IRM scraps shareholder meeting resolutions
Many have been left scratching their heads in disbelief after IRM Energy scrapped several key decisions at a shareholder meeting because of low attendance.
On July 26 (2024), IRM chief financial officer Harshal Anjaria communicated this to the company's promoters, Cadila Pharmaceuticals and IRM Trust, with a copy marked to the BSE. Anjaria wrote that the Extraordinary General Meeting (EGM) took place at 11am on July 8 (2024) and "the scrutinisers" report was received by the chairman (Maheshwar Sahu, who remained in post until August 2, 2024) on July 10 (2024).
"On examination of the attendance sheet provided by Link Intime India, the agency appointed to provide e-voting platform and VC (video conference) EGM, it was noticed that only 27 members (shareholders) had logged in by 11.30am for the scheduled time of 11am (sic)." Anjaria continued that IRM informed the stock exchanges of this on July 10 (2024) and received a legal opinion from senior advocate Navin Pahwa on July 25 (2024).
According to Anjaria, "as there were only 27 members (against the minimum 30 required) who had logged in to participate in the EGM, it stands cancelled and no resolutions deemed to have been approved by the members" in line with provisions of the Companies Act, 2013 and the Secretarial Standards issued by the Institute of Company Secretaries of India. Rajiv Modi-owned Cadila Pharmaceuticals and IRM Trust own a total 50.07% stake in IRM Energy and had called for the EGM on May 18 (2024) seeking shareholder approval to appoint Ramesh Choksi, Amit Doshi, and Gala Joshi as additional non-executive non-independent directors and Dharamchand Jain as an independent director for five years.
IRM's board sent a notice to shareholders on June 11 (2024) that the EGM will be held on July 8 (2024). Some see the lack of attendance at the EGM as a lack of support for IRM's proposed appointments.
No less odd is that fewer than 30 of the thousands of shareholders chose to attend the EGM.