Linde India EGM: Related Party Transaction Resolution Fails to Pass
Linde India Limited's EGM on March 5th, 2026, failed to pass a resolution approving related party transactions with Praxair India up to ₹417.7 crore for FY25-26. 89.24% of votes were against the resolution, with related parties abstaining from voting. The meeting discussed the necessity of these transactions for supply reliability and cost optimization.
The failure of the RPT resolution could lead to disruptions in supply chains or increased costs if alternative arrangements are needed, potentially impacting the company's operations and financial performance in the short term. However, the company had planned for this contingency and sought to mitigate risks.
The key resolution concerning related party transactions failed to pass with a significant majority of votes against it, indicating shareholder disapproval.
Linde India Limited held an Extra-ordinary General Meeting (EGM) on Thursday, March 5th, 2026, through video conference. The primary agenda was to seek shareholder approval for material related party transactions (RPTs) with Praxair India Private Limited for the financial year 2025-26, with an aggregate limit of ₹4,177 million.
The Chairman, Mr. Michael James Devine, explained that these transactions, involving the purchase/sale of goods, services, and equipment, were necessary due to ongoing contracts and the regional nature of the industrial gases sector. He highlighted that RPTs were conducted at arm's length, with margins consistent with third-party sales, and supported by an independent certificate from Ernst & Young. Despite an improvement in the company's overall operating margin, the average margin for RPT transactions with Praxair India was noted to be over 30%.
The resolution proposed to continue these RPTs for the remainder of the financial year, anticipating they would aggregate to approximately 16% of the previous financial year's revenue. The meeting also addressed ongoing litigation with SEBI, with an appeal filed before the Supreme Court regarding the materiality of RPTs.
However, the Ordinary Resolution for the approval of these material related party transactions was not passed by the members. The voting results, declared on March 5th, 2026, showed that 89.24% of the votes polled were against the resolution, while only 10.76% were in favour. Notably, none of the related parties, including The BOC Group Ltd., U.K., voted to approve the resolution. The meeting concluded at 1:03 p.m. IST.
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