Shareholders reject board seat to Warburg-backed investor in IDFC FIRST Bank

Shareholders reject board seat to Warburg-backed investor in IDFC FIRST Bank

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26 Aug, 2025 12:21

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In a first instance of resistance, shareholders of IDFC FIRST Bank have rejected the proposal to allow one board seat to global private equity major Warburg Pincus, through its affiliate Currant Sea Investments B V.

Only 64.10 percent of IDFC First Bank’s shareholders have allowed private equity firm Warburg Pincus, through its affiliate Currant Sea Investments B V, to nominate a non-retiring, non-executive director to the bank’s board. A special resolution requires at least 75 percent of votes in favour to be pass and therefore for now Warburg Pincus may not be able to position it’s representative on the bank’s board for lack of absolute majority.

Notably, institutional investors, who accounted for over 76 percent of the votes polled within their category have voted against the proposal, with over 51 percent of their votes opposing it.

This opposition from institutional shareholders proved decisive, despite support from retail (non-institutional) shareholders, who backed the move with nearly 99 percent of their votes.

The resolution had sought to amend the Articles of Association of IDFC First Bank to formally grant Currant Sea Investments the right to appoint a board member. This right is often a standard expectation for large strategic or financial investors, especially in companies where they have committed significant capital.

This development comes on the heels of two other resolutions that were passed by with overwhelming majority of the bank’s shareholders. These include, the one pertained to the reclassification of the bank’s authorised share capital, while the other proposal was to approve the issuance of Rs 7,500 crore worth of compulsorily convertible cumulative preference shares on a preferential basis. Both these proposals which received over 99 percent votes in their favour.

The bank and Currant Sea Investments have not commented on the outcome. The resolution results were announced on May 18, 2025, but uploaded on stock exchanges in the midnight of May 19.

The rejection of Warburg’s board nomination raises questions about investor concerns within the bank and the long-term alignment between private equity stakeholders and public shareholders. This is also the first major instance of dissent among shareholders in a private bank.

Notably, the occasion when such a marked opposition was seen in the financial services sector was in 2018, when about 22.64 percent of HDFC Limited’s shareholders voted against Deepak Parekh’s reappointment as a non-executive director in the then mortgage behemoth.