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.
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.
Institutional Investor Advisory Services had recommended investors to vote 'against' the proposal, while Stakeholders Empowerment Services asked investors to vote 'for' the proposal.
The more crucial point is that India Inc can't argue against transparency.
The issue also underscores the growing scrutiny by investors and voting advisory firms of the performance of board members.
After Chanda and Deepak Kochchar, the Kudvas are the second power couple in the financial world to come under the regulatory glare.
Earlier this month, Sobha Kapoor and Ekta Kapoor, part of the promoter group of Balaji Telefilms, faced shareholder ire when they failed to obtain the requisite votes on resolutions proposing pay increases for them. In recent months, several promoter-directors, including Siddharth Lal of Eicher Motors and Pawan Munjal of Hero MotoCorp, have faced similar situations. Clearly, large institutional shareholders - and public shareholders - are not taking kindly to promoter-directors upping their remuneration takeaways at a time when the prospects of business recovery are clouded by the anticipated third wave of the Covid-19 pandemic.
The challenge before the management is ensuring simultaneous disclosure of key information to stock exchanges and investigating agencies.
Cochin Shipyard, BASF India, Ingersoll Rand, Eicher Motors, Federal Bank, and Timken India are some of the firms where voting could have got affected, sources said.
Sebi's surveillance department has red-flagged unusual trading patterns in some stocks. Shares of some companies were seen going up ahead of a sharp sell-off.
Starting April 1, a non-executive director of 75 years or more can be appointed or re-appointed only by way of a special resolution, which requires 75 per cent 'for' votes.
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The Securities and Exchange Board of India (SEBI) unveiled new proposals, broadening the scope of who can be held liable for insider trading violations.
The top companies with a striking gap in pay between the senior-most executives and median employees in 2017-2018 belonged mostly to sectors such as information technology, auto and engineering.
'If she contests it, then these people will have to fight it in court.'
Most listed corporate entities in the country are in a fix. With the sudden declaration in late March of a nationwide lockdown to tackle the Covid-19 pandemic, the final calculations of their financial results for the year 2019-20 (FY20) are hanging in limbo. Till April 19, only 41 of the 3,947 companies listed on the BSE have managed to finalise the dates for the declaration of their yearly financial results.
While most of Sebi's new norms are aligned to changes in Companies Act, they are more stringent in certain areas.
'When an institution believes its knowledge and capability is superior to everyone, it behaves like a frog in the well.' 'And this is precisely the cause for the mess,' says J N Gupta.
Experts view this as a case of "failed experiment" in succession
Godfrey Phillips, controlled by his father K K Modi, paid Rs 1.7 crore despite him not attending a single board meet
If India Inc sincerely feels the separation of posts is not a good governance measure, it must spell out its doubts clearly to Sebi and give cogent arguments rather than mundane ones like India is different, argues J N Gupta, member, Kotak committee on corporate governance reforms.
The 21st AGM of the company is scheduled to be held in Mumbai on Friday.
Could address the concerns over Companies Act provision on the issue
The regulator's concern arises from several recent instances.
These transactions have come for shareholders approval because of requirements under the new companies law and amended listing agreements.
Eight months after India's largest car maker, Maruti Suzuki India, announced plans for a Gujarat unit to be set up as a wholly-owned subsidiary of parent Suzuki, opposition to the move continues to simmer.
Close to a million small shareholders have stake in nine NCLT-bound companies
The National Democratic Alliance government is weeding out independent directors on the boards of public-sector undertakings (PSUs).
Goenka has not even attended the last three annual general meetings of the company, yet he drew around half of the managing director's pay
Move by Swiss cement major Holcim to simplify its Indian structure has not gone down well with institutional investors.
5 things to look at when companies go for mergers and acquisitions.
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