Akzo Nobel Amalgamation barely scrapes through

InGovern was glad to support institutional investors to raise corporate governance issues at Akzo Nobel.


After the Akzo Nobel court convened meeting held on February 7th, the results of voting have been declared by the company. InGovern had recommended Voting AGAINST the resolution for amalgamation.


Our analysis of the voting pattern shows the following:

  • The resolution was passed with a slim majority. Though it was a special resolution requiring at least 75% of votes present and voting, the resolution was passed.
  • 76.85% votes were in favour. This is the percentage of valid votes.
  • What is noticeable is that 23.11% of valid votes were against the resolution.
  • What is noticeable is that 21.30% of total votes were Invalid or not present. This is a significant percentage given that the promoters already held 59.5% shareholding. Among the non-promoter shareholding of 40.5%, more than half were invalid or not present.
  • More than 45% of non-promoter votes were cast AGAINST the resolution.
  • It is difficult to analyze the reasons for the invalid or not present votes.
  • While the resolution itself was passed, this is one instance of concerted shareholder activism by minority institutional shareholders to set right things in the Indian corporate world.


No. of shares % Total % Present and Voted
Total number of shares 36,834,331
No. of valid votes 28,990,000 78.70%
Votes in favour 22,280,000 60.49% 76.85%
Votes AGAINST 6,700,000 18.19% 23.15%


Promoter shareholding 21,916,427 59.50%
Non-promoter shareholding 14,917,904 40.50%
% of non-promoters voting AGAINST 44.9%


Statement showing Shareholding of persons belonging to the category “Public” and holding more than 1% of the total number of shares as on 30th September 2011:


Sr. No Name of the shareholder Number of shares Shares as a percentage of total number of shares
1 Icici Prudential Life Insurance Co Ltd 1609929 4.37
2 Life Insurance Corporation Of India 1429292 3.88
3 The New India Assurance Company Limited 651794 1.77
4 The Oriental Insurance Company Limited 501016 1.36
5 General Insurance Corpn Of India 766067 2.08
6 Asian Paints (India) Ltd 2010626 5.46
7 Uti-Dividend Yield Fund 799002 2.17
8 Bajaj Allianz Life Insurance Company Ltd. 447091 1.21
9 Sbi Mutual Fund A/C Magnum Tax Gain 1993 551835 1.5
Total 8766652 23.8