IndiaCorpLaw

Shareholder Activism and Proxy-Advisory Firms

One constantly hears calls for greater activism among shareholders (particularly institutional investors) as one of the measures towards enhancing corporate governance in India. A method that has been utilized in other jurisdictions such as the U.S. is through proxy-advisory firms who advise investors on how to vote on resolutions proposed by companies. The concept of proxy-advisors seems to have caught on firmly in India as well, as this report in the Economic Times suggests. There are at least two such firms in India that put out recommendations for investors to rely upon while exercising their votes for or against company resolutions.

Although it is not clear whether efforts such as these will yet have a big impact on corporate democracy in India, they may certainly have the effect of ensuring that shareholder meetings are no longer treated merely as a formality or a foregone conclusion. We are far from the days when institutional investors either simply voted along with management (or promoters) or abstained altogether from exercising their franchise. In fact, SEBI has also taken steps to ensure greater transparency in the voting process of institutions such as mutual funds. The result of these efforts might at least be that corporate resolutions will be subject to threadbare discussion and analysis before they are put to vote.