IiAS is an advisory firm providing opinions, research and data on ESG issues in India and voting recommendations on shareholder meetings for over 900 companies
Joined March 2012
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Valuation, as they say, is an art. At Cohance Lifesciences, that art is on full display in how the board has priced its new chief executive’s pay.
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Ugro Capital shareholders trust Shachindra Nath's ability to lead the company. They have an issue with how much he should get paid for it. Investors said no to a share-price linked variable pay and a golden parachute provision.
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At L&T, a CFO-to-director transition for Shankar Raman is looking like an expensive farewell, with a pay package that's difficult to assess.
At Biocon, two proposed IDs bring extensive institutional memory but do they also bring sufficient independence?
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At Pace Digitek, investors defeated multiple related-party transactions involving entities where promoter ownership either overlapped materially or remained unclear.
At Transformers and Rectifiers, investors opposed a long tenured-ID appointment.
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At Jagran Prakashan, a promoter feud is now a boardroom battle.
At Ugro Capital, the MD’s proposed pay package appears to test the spirit of rules intended to keep promoters away from stock price-linked incentive plans.
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At Lloyds Enterprises, institutional investors have repeatedly pushed back against broad capital deployment mandates and RPT limits.
At Swiggy, shareholders rejected an attempt to solve a FEMA issue through founder-linked governance rights.
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Fractal Analytics is trying to lock founder and investor rights into its Articles at just a 5% threshold.
Pace Digitek, meanwhile, has a promoter in every SPV and is seeking approval for Rs 70 bn of related-party transactions.
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At Indo Borax, new owners sought broad discretion on ESOP pricing, concentrated grants, and a sharp increase in inter-corporate lending limits.
At Choice International, shareholders were asked to approve a Rs 30 bn lending limit with limited disclosures.
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Institutional Investor Advisory Services retweeted
May 14
#Opinion | #IndiaInc’s rapid rise is repeatedly shadowed by governance failures, from Satyam and Kingfisher to IL&FS, Yes Bank, NSE and Byju’s, highlighting gaps in boards, auditors and regulatory oversight, writes Kanika Datta.
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At Swiggy, executives are seeking continuing rights to nominate directors despite relatively small economic ownership. At Clean Max Enviro, shareholders are being asked to approve 48 resolutions- including long-term RPTs across dozens of SPVs.
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There’s more dissent in shareholder votes today. At Simplex Mills: 100% institutional opposition against a land sale with limited disclosure. At Dilip Buildcon, 96% of institutions opposed a large loan mandate.
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Institutional Investor Advisory Services retweeted
STL Networks wants its shareholders to extend guarantees to Sterlite Tech - an entity they no longer own.
Asahi India, DCM Shriram & Hatsun Agro have proposed names for independent directors where the basis for independence is, at best, open to question
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At Rashi Peripherals & SG Mart, institutional investors voted overwhelmingly against key resolutions. Why?
CEO pay misaligned with peer benchmarks
Discretionary ESOP pricing undermining pay-for-performance
Discounted ESOPs weakening pay at risk principle
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98% of institutional investors opposed Gujarat Themis’ proposal to raise its RPT ceiling to Rs 500 mn from transactions worth just Rs 14.8 mn 2 years earlier.
88.75% of institutions voted against the appointment of a promoter family member at Valor Estate
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MM Forgings and HFCL want to raise capital. MM Forgings through a highly dilutive QIP with broad-ended fund usage. HFCL’s via a promoter warrant issue which offers a phased commitment structure with embedded optionality How should public shareholders vote?
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At Waaree Renewable Tech, investors pushed back on an evergreen ₹20 bn funding limit with little clarity on use. At Indo Borax & Chemicals, it was déjà vu - high executive pay, limited disclosures, and visible conflicts - despite a change in control.
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Valor Estate is seeking approval for Rs 5 billion in JV loans with zero disclosure on interest rates, tenure, or security. Simultaneously, an open-ended, "perpetual" pay proposal for the promoter's son lacks a total remuneration cap.
Read more:
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Institutional Investor Advisory Services retweeted
Apr 15
#Opinion | @AmitTandon_in writes “board overload” is blurring the line between oversight and execution as regulatory demands pile up, with risks for governance when roles between boards and management lack clarity.
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549 times. That's how much more SK Bangur earned compared to median employee at West Coast Paper Mills in FY24. His pay structure remains immune to losses. Amagi Media is learning that public market scrutiny is a different beast than PE.
Voting outcomes-
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