Swiggy’s proposed amendments to articles of association fall short of approval

Arunika Jain — Wed, 27 May 2026 11:23:06 +0000

Swiggy’s proposed amendments to its Articles of Association have not secured the necessary shareholder approval. The special resolution received 72.36% approval, falling short of the required 75% threshold by 2.64%. The company is actively engaging with shareholders to address concerns and work towards a favourable outcome.

The amendments aimed to align Swiggy with its objective to qualify as an Indian Owned and Controlled Company (IOCC) under Indian foreign exchange laws. This strategic move is intended to enhance long-term shareholder value by ensuring continuity of domestic management oversight and accountability.

Swiggy, which lacks an identifiable promoter group, sought to establish a governance structure that includes representation of founders and senior management at the board level. This approach is deemed necessary to support the company’s strategic plan and IOCC objectives.

The proposed amendments included specific rights for Mr. Sriharsha Majety, Group CEO and Co-founder, to nominate a senior management professional to the board. Similarly, Mr. Phani Kishan Addepalli, Co-Founder, was granted rights contingent upon maintaining a qualifying economic interest in the company.

The rights proposed do not include veto or affirmative voting rights, nor do they guarantee permanent board seats. Each nomination remains subject to review and approval by the Nomination and Remuneration Committee, the board, and shareholders.

Swiggy remains committed to engaging with its shareholders and stakeholders, evaluating future steps through transparent and shareholder-aligned processes.

Disclaimer: This article is based on a regulatory filing submitted to the National Stock Exchange of India (NSE).

Phani Kishan Addepalli | Business Upturn

Swiggy’s proposed amendments to articles of association fall short of approval