Institutional investors dissented on nine resolutions with more than 25% votes cast, including the asset monetisation plan of Reliance Power (RPower), while they supported another 73 proposals with a 100% majority.
A whopping 99.88% of institutional investors voted against RPower’s plans to dispose of certain assets to reduce debt and liabilities. The special resolution was rejected, according to data compiled by proxy advisory firm Institutional Investor Advisory Services India (IiAS).
In its AGM notice, RPower had stated that it was in process of “reducing debt” and sought to “empower” the board to dispose of assets. In an earlier regulatory update, the company said nearly 72% of shareholders had voted in favour of the special resolution and 28% voted against it. However, the motion was defeated as a special resolution needs to be approved by 75% or more votes.
IiAS, which had earlier recommended shareholders vote against the motion, said RPower had defaulted on loans of about Rs 3,561 crore as of March 31, 2022.
Another resolution of Reliance Power, to adopt the financial statements for the year ended March 31, 2022, also saw a high level of disapproval from institutional investors, with 97.74% voting against the motion. However, being an ordinary resolution (requiring 50% of votes in favour), it was approved, IiAS said.
A motion of Dalmia Bharat to reappoint Niddodi Subrao Rajan as a non-executive and non-independent director was voted against by 46.19% of institutional investors’ votes.
The institutional investors also disapproved of ACC’s resolution for payment of an incentive of Rs 5.76 crore per annum in two tranches to managing director and chief executive officer Sridhar Balakrishnan with 37.25% of their votes. Similarly, Ambuja Cements’ resolution to pay incentives of Rs 17.16 crore per annum in two tranches to managing director and chief executive officer Neeraj Akhoury was voted against with 32.64% of the total votes.
The resolution by Tata Motors to approve related party transactions of Tata Cummins (TCPL), a joint operations company, with related parties for an amount not exceeding Rs 4,300 crore in FY23, was disapproved with 29.51% of institutional investors’ votes.
Arvind’s resolution to reappoint Punit Lalbhai as executive director for five years from August 1, 2022, and fix his remuneration as minimum remuneration for three years, was dissented with 26.87% of the votes. Another motion of the textile manufacturer – to reappoint Kulin Lalbhai as executive director for five years from August 1, 2022, and fix his remuneration as a minimum for three years, was also voted against with 26.87% of the votes.
However, all the resolutions (except Reliance Power’s motion to dispose of assets) were approved by the total votes cast by shareholders, according to IiAS, which analysed AGM and postal ballot data for the seven days starting from July 1.
During the week under review, 73 resolutions – including that of Dalmia Bharat, Tata Motors, Tata Power and Godrej Properties among others – were approved with a whopping 100% of votes cast by the institutional shareholders. These included related party transactions to reappoint independent directors and approvals for dividends among others.
Nearly 105 resolutions were voted for by institutional shareholders with more than 90% of the votes cast.