In a recent twist of events, institutional shareholders successfully swayed the proposal to delist ICICI Securities Ltd. and merge it with its parent company, ICICI Bank Ltd. This move, despite facing resistance from retail investors, highlights the dynamics of shareholder power and corporate decision-making.
The Delisting Proposal
The shareholder vote, which took place recently, revealed that 71.89% of the votes were in favor of merging ICICI Securities with ICICI Bank after a delisting process. Under the terms of the arrangement, shareholders of ICICI Securities will receive 67 shares of ICICI Bank for every 100 shares held in ICICI Securities.
Institutional vs. Retail Investors
While 83.8% of public institutional shareholders supported the proposal, only 32% of public non-institutional shareholders were in favor. The significant institutional holdings in ICICI Securities ultimately led to the proposal’s approval, despite retail investor dissent.
Ownership Structure
As of December 31, 2023, foreign and domestic institutional investors owned 16.68% of ICICI Securities, while non-institutional public shareholders held 8.55% in the company, according to stock exchange data.
Regulatory Requirements
The Securities and Exchanges Board of India (SEBI) mandates that in cases of delisting and merger of a subsidiary with its holding company, votes in favor by shareholders of the delisted firm must be at least 1.5 times higher than those voting against it. Additionally, more shareholders in the listed holding company must vote in favor than against the proposal.
Retail Investor Opposition
The delisting proposal faced significant opposition from retail shareholders, with some expressing their discontent on social media. Retail investors alleged that ICICI Bank employees aggressively lobbied them to vote in favor of the proposal, including incessant phone calls urging support.
Conclusion
The episode highlights the contrasting interests of institutional and retail investors and the importance of regulatory oversight in ensuring fair play in corporate actions.
In summary, the outcome of the ICICI Securities delisting proposal reflects the complexities of shareholder democracy in corporate decision-making. While institutional shareholders wield significant influence, retail investors’ voices must not be overshadowed, emphasizing the need for transparency and fairness in corporate actions.
Disclaimer: This blog has been written exclusively for educational purposes. The securities mentioned are only examples and not recommendations. It is based on several secondary sources on the internet and is subject to changes. Please consult an expert before making related decisions.
