MAJORITY MIGHT VS. MINORITY RIGHT: A CRITICAL ANALYSIS OF MINORITY SHAREHOLDER PROTECTION IN INDIAN CORPORATE GOVERNANCE
AUTHOR – ROHIT KUMAR, STUDENT AT AMITY LAW SCHOOL, AMITY UNIVERSITY
BEST CITATION – ROHIT KUMAR, MAJORITY MIGHT VS. MINORITY RIGHT: A CRITICAL ANALYSIS OF MINORITY SHAREHOLDER PROTECTION IN INDIAN CORPORATE GOVERNANCE, INDIAN JOURNAL OF LEGAL REVIEW (IJLR), 5 (13) OF 2025, PG. 609-615, APIS – 3920 – 0001 & ISSN – 2583-2344
The doctrine of majority rule forms the cornerstone of corporate governance; however, its rigid application often results in the subjugation of minority shareholders. The Cyrus Mistry v. Tata Sons Ltd. (2021) judgment rekindled the debate on whether Indian company law effectively safeguards minority interests against oppression by dominant shareholders. This paper examines the legal, judicial, and policy framework governing minority shareholder protection in India. It analyzes the statutory provisions under the Companies Act, 2013—particularly Sections 241–246—alongside judicial interpretation from landmark cases. The research also compares the Indian regime with that of the United Kingdom to identify structural and procedural gaps. The findings reveal that despite progressive legislation, minority shareholders remain vulnerable due to procedural thresholds, limited access to remedies, and discretionary judicial approaches. The paper concludes by proposing reforms aimed at fostering equitable corporate governance through transparency, accountability, and participatory inclusivity.
Minority Shareholders — Corporate Governance — Oppression and Mismanagement — Companies Act, 2013 — Shareholder Rights — Judicial Remedies — Comparative Analysis