Swiggy fails to secure shareholder backing for Indian-owned company push

Food delivery and quick commerce platform Swiggy failed to secure shareholders approval to amend the company’s Articles of Association, with which it had aimed to qualify as an Indian-owned and controlled company.

The company, in an exchange filing, said the special resolution to alter the Articles of Association secured 72.36% votes in favour, falling short of the 75% threshold required for passage.

However, shareholders approved the appointment of Renan De Castro Alves Pinto as a non-executive, non-independent nominee director with 98.98% votes in favour through postal ballot.

“The proposed appointments of Additional (Executive, Non-Independent) Directors were subject to shareholder approval of the alteration of the Articles of Association of the Company. Given the outcome of the Postal Ballot, the proposed appointments will accordingly not take effect on June 01, 2026,” Swiggy said in a stock exchange filing.

The company added that the change in board composition would therefore be limited to Pinto’s appointment with effect from April 11, 2026.

The postal ballot e-voting process commenced on April 21 and concluded on May 20, the filing said.

Reacting to the outcome of its special resolution, a Swiggy spokesperson said, "Swiggy acknowledges the outcome of the resolution, which received 72.35 per cent shareholder approval, falling short of the required threshold by 2.65 per cent."

The spokesperson further said, "The proposed amendment reflects our long-term commitment to ensuring management representation on the Board and advancing our transition toward becoming an Indian Owned and Controlled Company (IOCC) under applicable Indian foreign exchange laws and regulations. These remain enduring priorities for us."

The company will continue to engage constructively with its shareholders and work towards a positive outcome, the spokesperson added.

Swiggy had earlier clarified that proposed changes to its board nomination framework were part of a broader endeavour to eventually qualify as an "Indian Owned and Controlled Company" (IOCC) under the country's foreign exchange regulations.

"The company wishes to clarify that the Proposed Amendment also forms part of a broader endeavour by the company to become an Indian Owned and Controlled Company (IOCC) under applicable Indian foreign exchange laws and regulations, as and when the resident shareholding in the company increases beyond 50 per cent with necessary regulatory and shareholder approvals," Swiggy said.