Institutional investors’ dissent drops to 13% in H1: PRIME Database

Institutional investors’ dissent drops to 13% in H1: PRIME Database

Despite institutional investors taking a tough stance, of the 1,545 resolutions related to board appointments and remuneration, 1,509 (or 98 percent) were still passed. | Photo credit: istock.com

According to primeinfobase.com, an initiative of PRIME Database Group, shareholder resolutions where more than 20 percent of institutional shareholders cast negative votes have fallen sharply across all NSE (main board) listed companies to 13 percent or 1,545 out of 12,134 resolutions.

This was compared to 16 percent of the total such resolutions in the same period in FY25.

In Nifty 50 companies too, the number of shareholder resolutions with over 20 percent of institutional shareholders voting ‘against’ resolutions fell to 9 percent or 54 resolutions, compared to 11 percent or 64 resolutions in the same period last year.

Pranav Haldea, Managing Director of PRIME Database Group said the trend reflects companies continuing to take note of the interests of minority shareholders and working with investors and proxy advisory firms to understand their concerns before proposing resolutions.

As in previous years, institutional investors have largely voted against board changes and compensation.

According to Haldea, board appointments provoke more dissatisfaction because investors often question the independence of directors. Institutional investors are highly dependent on proxy advisory firms, which often have stricter guidelines than regulations require. Excessive pay for promoters and managers obviously remains a hot topic, both in India and globally.

Despite institutional investors taking a tough stance, of the 1,545 resolutions related to board appointments and remuneration, 1,509 (or 98 percent) were still passed. According to Haldea, the ownership of high promoters in Indian companies ensures that almost all ordinary resolutions and even special resolutions are passed despite opposition from other shareholders. Increasing the Minimum Public Shareholding (MPS) from the current 25 percent and making resolutions more special in nature are ways in which this can be improved.

A total of 16,693 resolutions were proposed for approval at 2,967 shareholders’ meetings of 2,124 NSE-listed companies in the first half of this financial year. About twelve resolutions were withdrawn/not put to the vote.

This was an increase from the 14,500 resolutions at 2,825 shareholder meetings of 1,996 companies in the same period in 2024-2025.

The number of resolutions rejected by shareholders fell to 63, compared to 87 resolutions registered in the same period last year.

Of these 63 resolutions, 13 were re-proposed and 12 resolutions were ultimately adopted. Meeting regarding 1 resolution has yet to take place.

Published on November 24, 2025

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