International Journal For Multidisciplinary Research

E-ISSN: 2582-2160   •   Impact Factor: 9.24

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Corporate Governance Challenges in Indian Unicorns: Aligning Promoter Control with Investor Protection Mechanisms

Author(s) Ms. S Annu, Mr. Puru Pratap Singh, Ms. Sakshi, Ms. Shalini Pant
Country India
Abstract India's transformation into a leading start‑up hub has been accompanied by the rapid rise of "unicorns"—unlisted start‑ups valued at over one billion US dollars—typically characterised by complex ownership structures, heavy venture capital participation and strong founder‑promoter influence. While these entities have driven innovation and capital formation, recurring reports of governance failures have revealed structural tensions between concentrated promoter control and the investor protection mechanisms embedded in shareholder agreements, board design and regulatory norms. This paper adopts a doctrinal and analytical approach to examine how Indian corporate and securities law mediate these tensions in the context of unicorns, focusing on the evolving concepts of "promoter" and "control", contractual protective rights of investors, and soft‑law initiatives such as corporate governance charters for start‑ups. It argues that while the existing framework provides significant flexibility for private ordering, it leaves large unlisted unicorns in a regulatory grey zone, where promoter dominance may persist despite dispersed shareholding and sophisticated investors. The paper concludes that a calibrated combination of statutory reform, regulatory clarification and ecosystem‑level norms is required to realign promoter control with robust investor protection without undermining entrepreneurial autonomy.
Keywords Corporate governance, Indian Unicorns, Promoter, Investor, Shareholder
Field Sociology > Administration / Law / Management
Published In Volume 8, Issue 2, March-April 2026
Published On 2026-03-29
DOI https://doi.org/10.36948/ijfmr.2026.v08i02.72860
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