Annual general meetings, the platform of minority shareholders to discuss views, suggestions and grievances with company management, are now in danger of becoming irrelevant or taken over by environmentalists

An institutional investor recently tweeted about the August annual general meeting

(AGM) of DCM Shriram Consolidated Limited. One of the items on the agenda was: “Variousshareholders desired that the company should discontinue the distribution of snack boxes at AGMs as some shareholders are indulged (sic) inthe trading of these snack boxes.” There was no explanation about how this astonishing tradingtakes place and whether it occurs at the AGM itself—but the resolution to discontinue snacks was apparently put to vote and ‘passed unanimously’.

Even for those of us who spent years of our rookie reporting days covering AGMs of companies, the ‘trading of snack boxes’ was a new one. We are used to shareholdersfighting for first row seats, berating textile companies for discontinuing discount coupons, complaining about the samosas or ice cream served, asking Ratan Tata to get married to ensure succession at Tata Sons, reciting specially composed poems in praise of management or bursting into song and demanding company visits. It was only in the middle of big takeover battles or after a significant scam that one saw some serious questions posed to the management. The most famous of these were in the 1980s which saw a series of hostile takeovers and subsequent fading of blue-chip boxwallah companies such as Gammon India, Shaw Wallace, Best & Crompton, Hindustan Dorr Oliver or Genelec. There were even more volatile AGMs of Reliance Industries and Bombay Dyeing during their famous war. And, there were serious discussions at AGMs in the 1990s as Ratan Tata systematically got rid of satraps such as Russi Modi, Ajit Kelkar and, less acrimoniously, Darbari Seth and Nani Palkhivala.

Once the non-management shareholding began to be dominated by foreign institutional investors (FIIs) in the 1990s, AGMs lost their relevance. Most important interactions and discussion shifted to analyst meets and retail investors became completely irrelevant. That is the reality even today and is reflected in the halving of India’s retail investor population over the past 25 years from 20 million in 1992.

Express AGMs

Will serial annual general meetings, being completed in a flash, become a trend? This will only further undermine shareholders' rights to air their views

If you were to look at some milestones to mark the extraordinary irrelevance of retail

investors in India today, you only need two examples.

On 20 May 1985, Dhirubhai Ambani, credited with creating an equity cult in India, held the AGM of Reliance Industries Limited (RIL) at the Cooperage football grounds in Mumbai. It was attended by 12,000 shareholders.

On 30 September 2013, Indiabulls, a group that powered on to India’s business landscape just about a decade ago, chose to hold the AGMs of six group companies in a row with just a perfunctory 15 minutes for each company—Store One Retail India Ltd, Indiabulls Wholesale Services Ltd, Indiabulls Securities Ltd, Indiabulls Power Ltd, Indiabulls Real Estate Ltd, Indiabulls Infra and Power Ltd.

The company claimed that 80% of the shareholders are common to all companies. But still, 15 minutes each would be barely enough to have statutory resolutions passed byshareholders such as appointment of directors and auditors or to ratify corporate actions. Earlier, on 8th August, the Adani group held AGMs of three companies—Adani Ports, Adani Power and Adani Infrastructure—45 minutes apart.

Newer business groups have no time for carefully crafted chairman’s speeches; forget about the oratory of chairman Nani Palkhivala who had shareholders flocking to ACC Ltd’s meetings just to hear the legendary jurist. The more established groups still continue to treat investors and AGMs with a modicum of seriousness, but nothing underlines the irrelevance of the retail shareholder more than this trend of express-AGMs for an entire group of companies.

But, hold on; another interesting new development is taking place with companies that plan large projects that adversely affect the environment. They need to gear up to face a bunch of informed activists, who are unconcerned about the quarter-on-quarter performance, but more interested in environmental damage caused by industry.

AGMs: The new battleground

Environmentalists are now donning shareholders' clothes, to question environmental policies of companies. Greenpeace is an example of this. Do they really represent investors' interests?

While Gautam Adani may have hoped to wrap up three AGMs in quick succession on
8th August, he probably did not expect to be confronted by a savvy set of new

shareholders. Greenpeace, the powerful and well-funded global NGO, which does not hesitate to take on the biggest companies in the world, had its campaigners buy shares of Adani to be able to attend the AGM and question the management on environmental policies. Adani was not the only company to find itself in a spot. In the same month, Greenpeace campaigners used the same strategy to confront chairman Dr GVK Reddy of GVK Power & Infrastructure (GVKPIL) over the company’s $10 million investment plan in Australian coal projects which were facing angry protests from environmentalists. The NGO did not limit its questions to the environment and has probably succeeded inpushing GVK on the back foot.

Then, in September, Greenpeace released a report, which challenged Coal India’s claims about its reserves and said they were fast depleting. Predictably, the Coal India chairman angrily dismissed the NGO’s claims at the AGM that happened soon after. But this new breed of shareholders isn’t going away. They have already lodged a formal complaint with the Securities & Exchange Board of India (SEBI) and have already bought shares in Coal India in anticipation of a long battle.

This is not corporate India’s first brush with Greenpeace. In 2008, Tata Steel had sued Greenpeace, seeking to prevent its campaigners from attending a Tata Steel AGM. It didn’t work and the activists succeeded in asking Ratan Tata, at the AGM, to withdraw from the eco-sensitive Dhamra port project in Orissa. Vedanta plc, the flagship company of the Anil Agarwal group, is routinely embarrassed at its AGM in London by a clutch of high-profile NGOs who also manage to rope in celebrity protestors for maximum impact.

In 2008, a high-profile campaign through emails and social media was targeted at Nestlé, asking it to stop using products that led to destruction of rainforests. Under the relentless barrage of emails and bad publicity generated by the KitKat campaign, the company made peace and agreed to change its sourcing strategy.

In the days before demat trading, companies used to make it a point to refuse to transfer shares, if the purchasers were perceived as ‘trouble-makers’ who asked uncomfortable questions at shareholder meetings. They can no longer do so now and a group of organised investors can buy just one share each to be able to attend general bodymeetings. If they manage to catch the management by surprise, they may even be able to swing decisions at these meetings. Unfortunately, these activists/shareholders do not represent investor interest. They are unconcerned with profits or dividends; their main interest is corporate social responsibility. Greenpeace has made a beginning by targeting Adani, GVK, Tata Steel and Coal India; if its interventions at general body meeting force management to engage with them or reconsider their policies, we may see a lot more of such action in future.

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