Governance

Legislative Framework of Corporate Governance in India: Listed Companies, Unlisted Companies, PSUs, Banks and Insurance Companies.

Board Effectiveness: Composition and Structure, Duties and Liabilities, Evolution of Jurisprudence, Diversity in Board Room, Women Director, Nominee Directors; Selection and Appointment Process, Independent Directors: expectations, liabilities and their role, code of conduct, responsibilities and effectiveness.

Board Processes through Secretarial Standards.

Board Committees: Composition & Terms of Reference, Roles and Responsibilities.

Corporate Policies &Disclosures: Various policies and disclosures to be made as per regulatory requirements / voluntarily made as part of good governance.

Directors’ Training, Development and familiarization.

Performance Evaluation of Board and Management: Evaluation of the performance of the Board as a whole, individual directors (including independent directors and Chairperson), various Committees of the Board and of the management.

Role of promoter/controlling shareholder, redressal against Oppression and Mismanagement.

Monitoring of group entities and subsidiaries.

Accounting and Audit related issues.

Related Party Transactions.

Vigil Mechanism/Whistle blower.

Corporate Governance and Shareholders’ Rights.

Corporate Governance and other Stakeholders: Employees, Customers, Lenders, Vendors, Government and Regulators, Society, etc.

Governance and Compliance Risk: Governance/Compliance failure and their impact on business, reputation and fund raising.

Corporate Governance Forums.

Parameters of Better Governed Companies: ICSI National Award for Excellence in Corporate Governance.

Dealing with Investor Associations, Proxy Services Firms and Institutional Investors.

Family Enterprise and Corporate Governance.