ABSTRACT

The important aspects of Companies Act 2013 (CA2013) that help companies assess the impact and develop a strategy around compliance and corporate governance. They are: responsibility of independent directors; a maximum limit of 15 on number of directors; presence of at least one female director; and flexibility of participation in board meetings through audio- or video-conferences. A ceremonial board consists of directors who serve the board for prestige and perks, have little knowledge about the company, and concur with the CEO’s decision in all board deliberations. A liberated board is expected to undergo further transformation to a “progressive” board, where the board members become effective not just as competent individuals, but as a collective team as well. CA2013 specifies that there must be at least four committees where board members should participate: an audit committee, a nomination and remuneration committee, a corporate social responsibility committee and a stakeholder’s relationship committee.