Swiggy Fails to Gain Shareholder Approval to Amend Articles of Association

Swiggy Falls Short of Shareholder Approval for Articles of Association Amendment

Swiggy, a leading food delivery company, has failed to secure the required shareholder approval to amend its Articles of Association, a move aimed at helping the company qualify as an Indian-owned and controlled company (IOCC). According to an exchange filing, the company's special resolution for the Amendment of Articles of Association received 72.36% shareholder votes, missing the required threshold by 2.65%.

The company had conducted a postal ballot through remote e-voting, seeking shareholder approval for the alteration of its Articles of Association and the appointment of Renan De Castro Alves Pinto as a Non-Executive, Non-Independent Nominee Director. The appointment proposal, however, was approved with 98.98% votes in favour, the filing stated.

Despite the setback, Swiggy remains committed to its long-term goals. The company had earlier clarified that the proposed changes to its board nomination framework were part of a broader effort to eventually qualify as an "Indian Owned and Controlled Company" under India's foreign exchange regulations, following queries raised by institutional investors.

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Under existing FEMA rules, a company can qualify as Indian-owned and controlled only if both ownership and control remain with resident Indian citizens or eligible Indian entities, including through a board structure and nomination framework that supports domestic control. Swiggy will continue to engage with shareholders and work towards a positive outcome, despite the setback in securing the required shareholder approval.