Cyrus Mistry, chairman of Tata Group, in an event in 2013. (Photographer: Dhiraj Singh/Bloomberg)

Almost Half Of TCS’ Minority Votes Back Cyrus Mistry

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Cyrus Mistry has hailed the results of the TCS extraordinary general meeting (EGM) as a “moral victory”.

Almost 20 percent of shareholders of TCS, that account for more than 70 percent of non-promoter shareholders, supported Cyrus by voting against the resolution or abstained (expressing their disapproval of the promoter actions).
Statement From Cyrus Mistry’s Office (December 13)

The EGM was held on December 13 to vote on promoter company Tata Sons’ proposal to remove Mistry as director of TCS.

Of the 6,42,884 TCS shareholders as on the record date, 3,672 voted. Of which 2,837 cast their votes electronically and 835 attended the EGM on December 13.

Of the total 3,672 shareholders who voted, 1,222 voted against the resolution to remove Cyrus Mistry as director. But these 1,222 cast votes on 11,76,86,426 shares whereas the 2,450 that voted in favour of the resolution cast votes on 1,59,08,58,298 shares.

Effectively that’s 93.11 percent of the votes against Mistry. And only 6.89 percent in favour.

But further analysis of the voting data shows:

  • Almost 100 percent of the 1,44,48,75,152 promoter shares voted against Mistry.
  • Votes were cast on 56.69 percent or 24,81,31,481 of the 43,76,92,203 institutional shares owned. Almost all were cast electronically. A total 14,25,83,626 votes or 57.46 percent of the institutional votes were in favour of the resolution. Simply put, 42.54 percent of the institutional votes cast supported Mistry.
  • Votes were cast on only 17.71 percent or 1,55,62,943 of the 8,78,60,586 shares owned by other public shareholders. A total 34,24,372 or 22 percent of these votes were in favour of the resolution. An overwhelming 78 percent or 1,21,38,571 votes were against the resolution and in favour of Mistry. Most of these were cast at the EGM.

The numbers suggest that a clear majority of retail shareholders present and voting at the EGM, 68.94 percent, supported Mistry. Whereas mostly all, 93.72 percent, of the e-votes cast by retail shareholders were in favour of Tata Sons. Institutional shareholders preferred e-voting and were almost evenly split.

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