Cholamandalam Investment and Finance Company Limited (CHOLAFIN) is set to hold its 47th Annual General Meeting (AGM) on Thursday, July 31, 2025, at 3:30 p.m. IST via Video Conference (VC). Among the key proposals, the company will seek shareholder approval for a final dividend of ₹0.70 per equity share for the financial year ended March 31, 2025, and a significant increase in its borrowing limit to ₹3,00,000 crore.
| Particulars | Details |
|---|---|
| Interim Dividend per share (paid) | ₹1.30 (65%) |
| Final Dividend per share (proposed) | ₹0.70 (35%) |
| Total Dividend per share for FY25 | ₹2.00 (100%) |
| Record Date for Final Dividend | July 24, 2025 |
| Particulars | Current Limit | Proposed Limit | Outstanding Borrowings (as of Mar 31, 2025) |
|---|---|---|---|
| Borrowing Power | 2,00,000 | 3,00,000 | 1,74,946.11 |
| Particulars | Details |
|---|---|
| New Secretarial Auditor | M/s. BP & Associates |
| Term of Appointment | 5 consecutive years (FY 2025-26 to FY 2029-30) |
| Remuneration for FY 2025-26 | ₹2,50,000 (excluding out of pocket expenses and taxes) |
| Previous Auditor's Remuneration (FY 2024-25) | ₹1,50,000 (excluding applicable taxes) |
Dividend Details
The Board of Directors has recommended a final dividend of ₹0.70 per equity share (35% on face value of ₹2/- each) for the financial year ended March 31, 2025. This is in addition to the interim dividend of ₹1.30 per equity share (65%) already approved by the Board on January 31, 2025, and paid to eligible shareholders on February 7, 2025. The record date for determining the eligibility of shareholders for the final dividend is set as Thursday, July 24, 2025. The final dividend, if approved by shareholders at the AGM, will be paid to members whose names appear on the Register of Members as of the record date.
Proposed Increase in Borrowing Powers
Cholamandalam Investment and Finance Company Limited is seeking shareholder approval to increase its borrowing powers significantly. The company proposes to raise its borrowing limit from the current ₹2,00,000 crore to ₹3,00,000 crore. This move is aimed at supporting the increased volume of operations planned for the coming years, as the company, being a non-banking financial company, requires substantial funds in the ordinary course of its business. As of March 31, 2025, the company's outstanding borrowings stood at ₹1,74,946.11 crore. The Capital Adequacy Ratio as of the same date was 19.75%, comfortably above the statutory minimum of 15% prescribed by the RBI. The Board believes this enhanced borrowing capacity is crucial for the company's future growth and expansion.
Appointment of Secretarial Auditors
The company will also seek shareholder approval for the appointment of M/s. BP & Associates, Practising Company Secretaries, as its Secretarial Auditors for a term of five consecutive years, commencing from FY 2025-26 to FY 2029-30. This appointment follows a recommendation from the Audit Committee and the Board of Directors, considering the enhanced regulatory landscape and the size and complexity of the company's operations. M/s. BP & Associates will be remunerated ₹2,50,000 for FY 2025-26, excluding out-of-pocket expenses and applicable taxes. This represents an increase from the ₹1,50,000 paid to the outgoing Secretarial Auditors for FY 2024-25. The Board will be authorized to fix the remuneration for subsequent years based on the Audit Committee's recommendation.
Other Key Resolutions at AGM
Shareholders at the 47th AGM will also consider and adopt the audited standalone and consolidated financial statements for the year ended March 31, 2025. Additionally, Mr. M A M Arunachalam, a Promoter Director (DIN: 00202958), who retires by rotation, will be proposed for re-appointment. Mr. Arunachalam, aged 57, holds a Bachelor's degree in Commerce and an MBA from the University of Chicago, USA, bringing over three decades of experience in finance, management, strategy, planning, and marketing. He attended 4 out of 5 Board meetings during the year and holds 1,65,752 equity shares in the company (and 38 equity shares as Karta).
AGM and E-voting Information
The 47th AGM will be conducted through Video Conference (VC) in compliance with the circulars issued by the Ministry of Corporate Affairs (MCA) and SEBI. The company has engaged National Securities Depository Ltd. (NSDL) for providing e-voting services and the VC facility for the AGM.
The cut-off date for determining eligibility for remote e-voting and e-voting at the AGM is Thursday, July 24, 2025. The remote e-voting window will commence on Monday, July 28, 2025, at 9:00 a.m. IST and conclude on Wednesday, July 30, 2025, at 5:00 p.m. IST. Detailed instructions for e-voting and participation in the AGM are provided in the AGM Notice.
Shareholder Information and Compliance
The company has emphasized several compliance requirements for shareholders. Electronic copies of the Annual Report and AGM Notice are being dispatched to shareholders with registered email addresses. For those without registered emails, a weblink to access these documents is being sent. The documents are also available on the company's website, www.cholamandalam.com, and www.evoting.nsdl.com.
Shareholders holding shares in physical form are urged to update their KYC details, including PAN, nomination choice, contact details, mobile number, bank account details, and signature, as mandated by SEBI. Effective April 1, 2024, dividends for physical holders will only be paid electronically if KYC details are updated. The company also provides information regarding unclaimed dividends transferred to the Investor Education and Protection Fund (IEPF) and advises members with valid claims to contact the RTA. Furthermore, the company will deduct Tax Deducted at Source (TDS) on dividends as per the Income Tax Act, 1961, and advises shareholders to update their PAN and residential status or submit Form 15G/15H for exemption.
