The Emergence of Principal–Agent– Principal Model in India: The Case of Infosys Ltd

Abstract

The existing corporate governance literature focuses on a principal–agent model or a principal–principal model which demonstrate two-way conflicts. This study seeks to understand the emergence of a three-way principal–agent–principal conflict between the controlling/promoter shareholder, the professional manager and the minority shareholders in emerging market family-controlled firms which are professionalizing their management. Using the case study method, this article proves that in the listed emerging market firms, the professional manager gets empowered under a specific internal governance structure as the institutions of external governance become effective. This leads to a three-way principal–agent–principal conflict between the controlling/promoter shareholder, the professional manager and the minority shareholders. A principal–agent–principal model in the emerging markets changes the very basics of corporate governance framework and opens up new research avenues in the field of corporate governance. The evolvement of the three-way conflict might call for unique regulations to deal with corporate governance problems in the emerging markets.