Filibustering in AGMs

The season of annual general meeting of shareholders is now on. Though not well attended, some meetings are purposeful and shareholders are able to get relevant details.

IDFC had its AGM in Chennai today (29th July). Today is a public holiday for Eid. As per the Companies Act, 2013 AGMs can be held on any day including Sunday. The only prohibition is that it cannot be held on any of three national holidays namely the Independence Day, Republic Day and Gandhi Jayanthi. Under the old Companies Act (1956), a company had to seek special permission from central government to conduct AGM on a public holiday.

IDFC shareholders were assured that they would be allotted perhaps one share of the to-be-promoted IDFC Bank for every share in IDFC. It was verily manna from heaven for the otherwise disappointed shareholders.

Some shareholders habitually filibuster in such meetings not realising how unhelpful they are. It is high time that the chairpersons of such meetings allot only a pre-determined time say 5 minutes to each speaker. Protecting the indefinite right of expression of a shareholder cannot be at the cost of other shareholders.

Judicial mess

Justice Markandey Katju has stirred up a hornet's nest by disclosing certain unsavoury details about appointment of an additional judge in the Madras High Court. The facts of the case have been questioned by some and the timing of disclosure has been lambasted by many.

The facts are indisputable because they had been verified earlier in a public interest litigation filed by Shanti Bhushan (Shanti Bhushan and another vs Union of India - 2007) in the Supreme Court. (Though one may disagree with Bhushan's political views, he deserves respect for championing the cause of justice in many petitions he has filed.)

Timing of disclosure may be motivated. All actions have a motive. Motives behind an action do not necessarily delegitimise the action. It will be hypocritical to pretend otherwise.

So, where do we go from here? The most important learning points from this incident are that political interference in judicial appointments is undeniably present and that higher judiciary lacks the moral courage to resist political pressure. Facts like that Manmohan Singh was an active collaborator in commitment of egregious impropriety are too well known to be recounted here. So we stay away from the obvious.

Therefore we need to create a system or modify the present system of judicial appointments so that political pressures will be kept at bay and the selectors of judges will act ethically.

Formation of a judicial appointments commission whose members will be nominated by a team consisting of the prime minister, leader of opposition, chief justice of the supreme court etc. has been advocated by many legal luminaries. This suggestion is blatantly fraught with political gaming and therefore will only transport us from frying pan to fire. It is better to keep all politicians including the prime minister and the leader of opposition from this exercise. They have repeatedly proved their incapacity to rise above narrow politics.

The present collegium system is theoretically sound. It was misused because judges with feet of clay had become senior most judges. In addition, opacity characterised the functioning of the collegium.

Laying out clear criteria for selection of judges and mandating transparency in collegial decision-making processes are the way to stem the rot in judiciary. The rest is a matter of detail.

Added on 28th July:

It is uninspiring to note that erudite lawyers like Soli Sorabjee and Fali Nariman are questioning the wisdom of Katju's criticism of delinquent chief justices. Their argument is specious and misleading. According to them, Katju should not comment on Justice Ashok Kumar because the latter is no more. Katju should not comment on chief justices because it will bring down the image of judiciary. So, avoid comments on the dead and the living. What are they afraid of? 

Carnage in Gaza

It is very unfortunate that hundreds of civilians are getting killed in Gaza even as the world looks on in stupor. All steps should be taken to stop the fatalities forthwith.

It is also worth analysing who is responsible for the massacre. The current episode was sparked by the murder of three Israeli youth. Though it is not firmly established if this was the handiwork of Hamas, Israel strongly suspects their hand. It is surprising that the entire world barring the U.S. is blaming Israel for the continuing strife.

Fatah, another group of Palestinians, does not support Hamas. There is no strong popular revolt against Hamas only because it is a violent group that exerts unbearable pressure on the populace to fall in line. Hamas has stockpiled armaments in places of worship and education.

It is a real test for human intelligence to arrive at a permanent solution to this apparently intractable problem. Intransigent Israelis and petulant Palestinians are not contributing to a lasting solution through their prejudiced positions.

Allegations of impropriety by former CJIs

Justice Markandey Katju has 'exposed' complicity of three former chief justices of 'Supreme Court' in retention of a 'corrupt' judge. The expose is credible though inordinately delayed.

It is easy to ask why Katju did not prevent / expose the venality when it occurred. As a typical career oriented person, he did not want to throw away the chances of elevation to Supreme Court. Was he derelict? Yes. Did he commit a crime? Obviously, no.

What about Justices Lahoti, Sabharwal and Balakrishnan? Their active connivance was culpably criminal.

There is no denying that power corrupts. A High Court judge becomes accommodative or reticent in order to become a Supreme Court judge. A Chief Justice of the Supreme Court remains pliant to the government of the day in order to retain opportunities for post-retirement sinecures.

But someone has to bell the cat. Indian voters trusted the BJP to reinstate principles of governance and morality. It is not good governance to let the past offenders go scotfree. The ruling party seems to be playing ball with the Congress so that possible skeletons in its own cupboard do not tumble out. This is expedient politics and not responsible governance.

The government should order an enquiry and hold the former chief justices accountable. Any other course of action is despicable compromise.

PS: Justices Lahoti and Balakrishnan have understandably denied the allegations.

Malaysia Airlines: ill-fated or negligent?

Two major disasters for the same airline within such a short time cannot but make us sit up and wonder what is happening. Even before any reasonable explanation is available as to what happened to MH 370, tragedy has struck Malaysia Airlines yet again. MH 17 directly flew into a war zone and put to risk the lives of its passengers.

Aviation authorities had permitted commercial flights above 32,000 feet in the area under reference. MH 17 was flying at 33,000 feet. Malaysia Airlines may therefore justifiably claim that it was not blatantly irresponsible. But airlines are supposed to guard against any foreseeable threat whatever be the remoteness of possibility. British Airways and Air France had stopped overflying this risky territory a few months ago. In comparison, Malaysia Airlines was decidedly negligent.

This disaster is much more consequential than what prima facie appears. It is extremely sad that so many lives have been lost. If by chance many Americans had been in the flight, Obama could not have avoided bombing the Ukrainian rebels. Thus, World War III was barely averted.

It is surprising that the aircraft carrying the Indian prime minister was also scheduled to take the same air corridor. How can Air India be so reckless? The unavoidable conclusion is that we are more lucky than intelligently aware.

Takeaways from German victory

The expected has happened. Germany has beaten Argentina (1 - 0). The solitary goal was scored by Mario Gotze. The irony is that he was a substitute for a substitute. It is easy to draw a few lessons from this event.

Systematic team-work prevails over isolated individual excellence. Messi does not make a team. Camaraderie and goal-oriented (a welcome pun as it were) cohesiveness constitute a team. The German captain, Phillip Lahm said as much after the match.

Making a player 'indispensable' is an easy way to defeat. When Neymar became hors de combat, Brazil was spun into chaos and Germany defeated them by a scandalous 7 - 1 score. Similarly, Argentina paid the penalty for exaggerating the importance of Lionel Messi.

Let us not underestimate anyone. Who would have imagined that German victory would come through a deft placement by Mario Gotze who was out of the reckoning for original eleven. Underdogs are not necessarily underperformers.

When the time for a possible penalty shootout was nearing, Argentina players perhaps started easing their focus on extra time and started planning for shootout. They were not 'living in the present' which the Germans did. Never let your guard down. If you lose the present, where is the future?

Though it is easy now to gloat over German excellence, let us not forget that luck also plays a role. Especially when teams are evenly matched, what else is needed apart from luck?

Messi, the messiah?

The World Cup final is keeping the entire sporting and non-sporting world on edge. It is an exciting contest between the German team play and Argentinian individual excellence. Management theorists are likely to draw reasonable and unreasonable conclusions from the result of the crucial match.

Without the aid of either Paul, the octopus or Walter, the orangutan, we are constrained to grope in the dark in the absence of predictive ability. This handicap need not prevent us from making guesses, however wild.

We may take refuge under probability analysis. Based on current form of both teams, Germany is the favourite, perhaps with around 60% chances in its favour. Its defeat of Brazil, the home team, 7 to 1, was phenomenal, notwithstanding the absence of Neymar. (As an aside, one wonders why allegations of match-fixing are not floating around, given the high improbability of the score. Are footballers and soccer aficionados more gentlemanly than cricketers and cricket connoisseurs? Should we start calling football the gentleman's game?)

The entire continent of Europe is rooting for Germany despite innumerable political differences. In sharp contrast, Brazil barring Neymar is vociferously against its legendary rival, Argentina. (Lionel Messi and Neymar are thick friends; both play for Barcelona).

If Germany wins, the proverbial German pride will reach a new 'high' at a time when Joachim 'Low' is the nation's football manager. It looks like a papal contest with the finalists representing the nationality of the two Popes who are now alive.