Swiggy AGM 2026: 49.5% foreign ownership cap approved
Swiggy Ltd
SWIGGY
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What shareholders approved at the 13th AGM
Swiggy Limited said shareholders approved all seven resolutions placed before them at its 13th Annual General Meeting (AGM) held on August 18, 2026. The AGM was conducted virtually through Video Conference or Other Audio-Visual Means (OAVM). The outcome was shared through the company’s stock exchange filing and supported by the scrutinizer’s report and voting results.
The most closely watched proposal was a special resolution to cap aggregate foreign ownership at up to 49.50% on a fully diluted basis. Swiggy’s filing said the move is aimed at aligning the company with regulations applicable to Indian owned and controlled entities, commonly referred to as an Indian-owned and controlled company (IOCC).
Across most agenda items, public institutional investors accounted for more than 92% of votes polled on outstanding shares, indicating high participation from institutional holders.
The headline decision: becoming Indian-owned and controlled
Shareholders approved the special resolution to restrict aggregate foreign ownership to 49.50%. The company disclosed that the resolution received 99.9996% of valid votes cast in favour. Another disclosure in the provided text refers to the foreign ownership cap receiving 99.99% votes in favour, while the detailed results table carries the more precise 99.9996% figure.
The cap covers foreign portfolio investors (FPIs), non-resident Indians (NRIs), and foreign-owned Indian companies, while excluding holdings under the non-repatriation route, according to the company’s description of the measure.
Swiggy had earlier indicated that the Board of Directors approved the restriction on July 23, 2026. The cap becomes effective after shareholder approval at the AGM on August 18, 2026.
How voting played out across the seven resolutions
The company said all resolutions listed in the AGM notice were passed with the requisite majority. The resolutions included adoption of audited standalone and consolidated financial statements for FY26, director appointment by rotation, changes to authorised share capital, and multiple changes to the Articles of Association (AoA).
The Board of Directors, chaired by Anand Kripalu, presented the agenda items to members. Sriharsha Majety, Managing Director and Group CEO, and Rahul Bothra, CFO, addressed shareholders on the company’s performance for FY26.
Key governance changes in the AoA
Shareholders approved two separate special resolutions dealing with Swiggy’s Articles of Association.
One resolution related to deletion of certain provisions of the AoA and received 99.9800% votes in favour. Another resolution related to alteration of the AoA and received 93.9657% votes in favour.
The approved proposals also include amendments that allow cofounders Sriharsha Majety and Phani Kishan Adepally to appoint directors and retain majority representation on the board, as described in the provided text.
Resolution-by-resolution voting snapshot
The table below reflects the resolution outcomes and voting percentages reported in the provided results.
Participation details: dates, cut-off, and shareholder count
Swiggy’s AGM was scheduled for Tuesday, August 18, 2026 at 3:00 p.m. IST via video conferencing. Remote e-voting commenced on Friday, August 14, 2026 at 9:00 a.m. IST and ended on Monday, August 17, 2026 at 5:00 p.m. IST.
The cut-off date for voting eligibility was Tuesday, August 11, 2026. The company said it had 585,768 shareholders as of August 11, 2026.
For shareholders who wished to speak during the AGM, registration was open between August 5 and August 8, 2026.
Board actions leading up to the AGM
The notice also referenced the outcome of Swiggy’s Board meeting held on July 23, 2026. As per the details provided, the meeting commenced at 3:30 p.m. and concluded at 4:10 p.m. on that date.
At the July 23 meeting, the board considered and approved convening the 13th AGM, implementing the proposed 49.50% aggregate foreign ownership cap on a fully diluted basis, and altering the AoA to align with IOCC requirements. The agenda also included reclassifying authorised preference share capital into authorised equity share capital through an alteration of the Memorandum of Association (MoA), as described in the notice.
Market and investor relevance of the foreign ownership cap
The foreign ownership cap is a structural change that directly affects how Swiggy manages its shareholder base and compliance position. By restricting aggregate foreign ownership to 49.50% on a fully diluted basis, the company positions itself within the thresholds referenced in the provided text for Indian owned and controlled entities.
The voting data also shows the foreign ownership cap resolution drew near-unanimous support among votes cast, and institutional participation was high across most items. The AoA alteration resolution had a comparatively lower approval percentage than other resolutions, but still passed with the requisite majority.
Other company updates referenced alongside the AGM
Separately, Swiggy has expanded roles across its Instamart and food marketplace businesses. Himavant Kurnala was named chief growth and product officer of Instamart, Nitesh Garg took charge as chief technology officer of Instamart, and Saurav Goyal was appointed chief operating officer of food marketplace.
The provided text also referenced Swiggy introducing a “Seal Program”, described as an attempt to enhance food hygiene and quality standards across restaurants driven by customer feedback.
What to track next
Swiggy has already disclosed the scrutinizer’s report, voting results, and the AGM proceedings as part of its company updates. With shareholder approval now in place, the company’s next disclosures will be important for understanding how the foreign ownership cap is implemented on a fully diluted basis and how the amended AoA provisions operate in practice.
The AGM outcome also closes the loop on a set of enabling proposals that the provided text says shareholders had rejected in May, before approving the proposals at the August 18, 2026 meeting.
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