Less than 12 per cent of the exits were from companies with Rs 10,000 crore in market capitalisation or above.
Stock exchanges' levy of penalties, ranging from Rs 3 lakh to Rs 12 lakh, on public-sector undertakings (PSUs) for lapses in board composition for the 2024-25 October-December quarter has brought forth issues of governance. Last month, 16 PSUs requested bourses to waive these penalties, arguing that these lapses were neither due to negligence nor within their control, as the appointment of directors is managed by the government.
The share of companies where it would take over 100 years for a median employee to earn the equivalent of their top executive's annual salary rose to 65 per cent in FY24 from 61 per cent in FY19.
Following the end of the grandfathering period given to India Inc to replace their independent directors who had already served for 10 years, certain companies have come up with unique ways to replace the old guard.
Three leading domestic voting advisory firms are not on the same page over the proposed demerger and separate listing of ITC's hotel business, ITC Hotels. Institutional Investor Advisory Services (IiAS) has recommended a vote "against" the resolution, while InGovern and Stakeholders Empowerment Services (SES) have advised their clients to vote in favour. Voting on the resolution is currently underway.
Hospital chain Aster DM Healthcare's plans to sell its Gulf business may run into rough weather with voting advisory firm Institutional Investor Advisory Services (IiAS) raising concerns over the transaction. Recommending an 'against' vote on the resolution, IiAS has said there is no clarity on how Aster DM will utilise the proceeds that it will obtain by selling the unit, which contributes to bulk of its revenues. In November, Aster DM had announced its plans to sell its wholly-owned subsidiary Affinity Holdings, which conducts business in the Gulf Cooperation Council (GCC) region, to Alpha GCC for $1 billion.
Independent directors of Raymond Ltd on Friday said they are monitoring the situation arising out of the matrimonial dispute of company's Chairman and Managing Director Gautam Singhania to ensure it does not affect his capacity to manage the affairs and business of the firm. In a joint communication shared on BSE by the company, the independent directors also said they have decided to retain Berjis Desai, a senior independent legal counsel, who has no links with promoters or the company, for advising them.
'Business families like the Godrej group are increasingly realising that an amicable settlement is better.' 'Else, the wealth of all shareholders gets destroyed.'
Proxy advisory firm Institutional Investor Advisory Services (IiAS) has asked independent directors of Raymond Ltd to consider appointing an interim CEO and investigate the allegations of assault by its chairman and MD Gautam Singhania on his wife and daughter, and the use of company funds for personal benefit. In an open letter to the company's five independent directors, IiAS also suggested they ask Singhania and his estranged wife Nawaz Modi, also a board member, to take time off from their responsibilities as board members. The five independent directors to whom the letter was addressed are Mukeeta Jhaveri, Ashish Kapadia, Dinesh Lal, K Narsimha Murthy, and Shiv Surinder Kumar.
Shareholders have given approval to the appointment of Ambani scions Akash, Isha and Anant on board of Reliance Industries, the company said in a stock exchange filing.
Corporate India is busy restructuring - through mergers, demergers and splits. That seems to be the new normal as CXOs and boards brainstorm on how to create assets and value. The pitch rose significantly during the third quarter of this financial year (FY24), translating into $32.9-billion worth of such deals - the highest quarterly total since the HDFC Bank-HDFC merger announced in FY22 Q2.
Health issues, divorce, court battles, moral turpitude, and more can all distract the CEO and impinge on a company's performance. So, how much of their private life should a company disclose? asks Amit Tandon.
The country's largest bourse National Stock Exchange (NSE) has put the NSE Prime initiative in cold storage following lukewarm response from India Inc, said people aware of the development. Inspired by Brazil's Novo Mercado, NSE had announced a separate platform which any listed company could be part of by voluntarily adopting a stricter corporate governance code. Launched in December 2021, NSE Prime was to formally take off within a year after empanelling companies.
A small Ahmedabad-based chartered accountancy firm, whose appointment was questioned by a US short seller in its scathing report against the conglomerate run by billionaire Gautam Adani, has resigned due to "pre-occupation", Adani Total Gas Ltd said. Hindenburg Research in its January 24 report that levelled allegations of fraud, stock manipulation and money laundering against the Adani group, had also raised the issue of the size and capability of the firms auditing the conglomerate. Adani group has repeatedly denied all allegations.
Institutional Investor Advisory Services had recommended investors to vote 'against' the proposal, while Stakeholders Empowerment Services asked investors to vote 'for' the proposal.
The Adani group will have understood the fragility of investor trust in the group. The group needs to improve transparency including in areas like share-ownership (which they have long and mistakenly believed can be side-stepped) and related-party transactions, among others, Amit Tandon and Hetal Dalal point out.
According to an analysis by governance firm Institutional investors Advisory Services, in Indian companies, the salaries of professional managers are much lower than those of their counterparts related to the companies' owners.
Though academically well qualified, doesn't have enough experience, says the firm.
The study found that many big groups have not changed their auditors in several years.
Advisory firm Institutional Investors Advisory Services (IIAS) has advised investors to vote against a resolution seeking the reappointment of the statutory auditor of technology major Infosys.
The move was not good for companies which have capital expenditure plans laid out.
Investors are pushing back more often against companies' resolutions on what is paid out to top executives. In the first four months of financial year 2022-23 (FY23), there have already been five such rejections, according to shareholder voting data from tracker Adrian, a platform maintained by the proxy advisory firm Institutional Investor Advisory Services India (IiAS). Two of these have been at multiplex chain PVR and direct-to-home company Dish TV India.
Only 164 companies or 42 per cent currently trade above the offer price.
Brushing aside concerns raised by proxy advisory firm IiAS on Suzuki's investment in the EV project, Maruti Suzuki chairman RC Bhargava on Thursday asserted that there was nothing in it against the interest of the company and its shareholders as it is part of an earlier arrangement. Countering the criticism from the proxy advisory firm, Bhargava noted that all models produced at Suzuki Motor Gujarat (SMG), including EVs, would be ultimately sold by Maruti Suzuki India (MSI) in the marketplace. IiAS has raised serious questions regarding the decision of the Suzuki Motor Corporation (SMC) to invest directly in the EV project instead of MSI doing it.
Tesla Inc chief Elon Musk is set to acquire micro-blogging site Twitter for about $44 billion. Back home, India Inc, too, is seeing aggressive merger and acquisition (M&A) activity with PVR-Inox and HDFC-HDFC Bank announcing their mergers recently. While Axis Bank recently acquired Citi India's India retail business, reports suggest Larsen & Toubro Infotech (LTI) and Mindtree could be eyeing a merger.
Shobha Kapoor and Ekta Kapoor, managing director (MD) and joint MD of media firm Balaji Telefilms have failed to obtain requisite votes on resolutions pertaining to their remuneration. According to stock exchange disclosure made by the company, the two separate special resolutions on setting their salaries for the next years got 56.77 per cent and 55.45 per cent 'against' vote.
June was a memorable month for the 101-year-old Tamilnad Mercantile Bank (TMB). Last month, the Thoothukudi-based bank witnessed two new landmarks in a history in which the last three decades could easily qualify for a Kollywood blockbuster.
Independent directors
The firm has advised United Spirits Ltd's shareholders to vote against the proposal to re-appoint Mallya as director on the board.
Recently listed companies scored 54, compared to 58 for the BSE100 firms and 61 for entities in the Sensex pack. The report noted that issues remain in IPO companies in which there seems to be a need to institutionalise governance practices.
The issue also underscores the growing scrutiny by investors and voting advisory firms of the performance of board members.
'Confidentiality needs to be maintained.'
It can be noted that ever since Satyam Computers scandal came out in January 2009, the audit world, especially the Big Four, have been under fire from the regulators.
The biggest spend (Rs 4,406 crore) was for Schedule VII (II), which involves "promoting education, including special education and employment enhancing vocation skills, especially among children, women, elderly and the differently abled and livelihood enhancement projects". The FY19 spend was 17.2 per cent higher than Rs 1,0128.3 crore spent during the previous year.
75 companies can dole out Rs 1.1 trillion from the 'extra cash' to shareholders.
In absence of hard facts, the group risks losing public trust, says the firm, which has investment from the Tatas
With markets expected to remain volatile, promoters and lenders exposed to the industrials and materials space can face brunt of the price erosion of the pledged shares.
In spite of that the founders never voted against any resolution, those who differed abstained.
Over 10 Indian start-ups with total valuations of $84 billion (some are planning fresh fund-raising) are bracing to launch initial public offerings (IPOs) in the next 36 months. While the size of their IPOs is under discussion, estimates are that they would together raise a minimum of over $8-10 billion during the initial listing.
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