The Companies Act, 2013 aims to bring in sweeping changes to the corporate governance environment in India.One of the areas which the new law brings into sharper focus is the role of Independent Director's (IDs) and business owners, who are expected to bring in 'outside-in views', in enhancing corporate governance standards for the listed companies and the Small and Medium Enterprises (SMEs). IDs and business owners play a critical role in implementing sound corporate governance practices in listed companies and SME segment. They are expected to assist in implementing sound corporate governance practices, thus contributing to transparency, performance and overall good governance. Stakeholders are increasingly relying on Ids and business owners to deliver on their responsibilities to enhance corporate governance standards. Under the new dispensation, the key responsibilities of IDs and business owners relate to strategy, risk management and internal financial controls, related party transactions, ethical and compliance oversight and succession planning and executive remuneration.

Your focus as a business owner/director is key to the growth and long-term sustainability of the business. If you are looking to take your small or medium-sized company to the next level, it is important to understand how the role as a director underpins the growth of business.
In some small and medium sized enterprises, the manager may also be a director. In such cases the separation between daily management and growth strategy can become blurred.
However, its important that requisite time and focus is dedicated to both. A company looking to grow cannot afford to ignore the role of its directors and the business benefits that can be achieved through good governance.

Hence the roles and responsibilities of IDs have been codified for the first time in statute to respond to fast changing business environment, corporate malpractices and failures, and governance lapses. To effectively discharge their expanded responsibilities, IDs and business owners need to devote sufficient time, undergo training, focus attention on agenda setting, seek independent professional advice and ensure that the board evaluation process is effective. Moving forward, India will do well to increasingly brace for the global trends such as emergence of Lead IDs, diversity in board composition, increasing shareholder activism and a transition toward stakeholder approach.

Why Attend

  • Broadens the spectrum of awareness and perspective of Independent Directors.
  • Insights shared by eminent industry professional.
  • Equips participants with a framework to develop an action plan for best board practices.
  • Practical guidance on Best Practice Policies, CSR, Board behaviour, Board Evaluation, Risk management evaluation, Statutory duties, fiduciary duties and many more.

  • Who Should Attend

    • CXOs, Senior Management

    • Senior HR or Business Leaders of Line Functions

    • Corporate Policy Makers & Strategic Planners

    • HR Generalists / Managers Diversity Practitioners

    • Academicians

    • Retired PSU Officer

    • Retired Senior Bankers

    • Retired IAS / IPS & IRS Officers

    • Trainers / Consultants

    Programme Agenda

    09:00 – 09:30 Registration & Breakfast
    09:30 – 10:00 Welcome Address
    10:00 – 11:30 What are a Director's Rights, Duties and Liabilities on a Board?

    The identification of the board's governance role and responsibilities (to include strategic leadership, oversight of executive management and accountability activities)

    Addressed by Ms. Kalpana Unadkat (Partner, Khaitan & Co.)

    11:00 – 11:15 Tea / Coffee
    Ethics & Dynamics – The Trade-off
    11:15 – 12:15 Handling Management & Ownership Bridge, Corporate Values, Transparency in Operations, Establishing the Risk Appetite, Responsibility towards Stakeholders, Dilemmas on the Board, Decision Support Systems
    Addressed by Ms. Geetika Anand (Company Secretary and Compliance officer, Aditya Birla Fashion and Retail Limited)
    12:15 – 01:15 Board of Directors - A strategic Position
  • Setting the agenda: its contents – key success factors
  • The agenda annual calendar
  • Board briefing papers
  • Executive meetings of non-executives
  • Challenges in conducting board meetings
  • Board meeting leadership and procedures
  • Best practice minutes of board meetings
  • Director induction package
  • Red flags for directors
  • Dysfunctional board characteristics and how to deal with them
  • Addressed by Mr. Rammohan Bhave (MD, Consult IFRS)
    01.15 – 02:00 Lunch
    02:00 – 03:00 Financial Health Diagnosis
    Key Concepts of Financial Statement Analysis, IFRS, IND (AS) & other Accounting Standards, Subsidiary Organization financials, Audits & Control mechanisms, Prevention of malpractices
    Addressed by Mr Rammohan Bhave, MD, Consult IFRS
    03:00 – 04:00 The Annual report
    The Shareholders' General Meeting Website disclosure Board challenges associated with valuation, gearing and dividend policy The importance of effective shareholder communications Board's role in CSR plan of the organization Role Of Committees
    Addressed by Mr Rammohan Bhave, MD, Consult IFRS
    04:00 – 04:15 Tea / Coffee
    04:15 – 05:15 Independent Directors
    Legal compliance for selection and practice of Independent Directors, Duties & responsibilities, Contribution to the Internal Audit Committee operations, Code of Conduct & Ethics
    Addressed by Ms. Mitu Samar Jha (Independent Director - on board the boards of Times group Companies namely, Brand Equity Treaties Ltd, Junglee Pictures, Zoom Entertainment Network and Times Global Broadcasting Co. Ltd.)
    10:00 – 11:00 Role of the Board and Directors' Rights, Duties and Liabilities The identification of the board's governance role and responsibilities (to include strategic leadership, oversight of executive management and accountability activities)
    Addressed by Mr. Puranam Hayagreeva Ravikumar (President, CISI National Advisory Council)
    11:00 – 11:15 Tea / Coffee
    01:00 – 02:00 Lunch / Networking Break
    11:15 – 12:15 Ethics & Dynamics – The Trade-off
    Handling Management & Ownership Bridge, Corporate Values, Transparency in Operations, Establishing the Risk Appetite, Responsibility towards Stakeholders, Dilemmas on the Board, Decision Support Systems
    Addressed by Mr. Puranam Hayagreeva Ravikumar (President, CISI National Advisory Council)
    12:15 – 01:15 Financial Stewardship and Governance Oversight Issues
    Oversight of information governance policies, systems and procedures. The board's role in corporate reporting The content of the Governance Report and good practice construction processes
    Addressed by Non-Executive Director, Legasis Services Private Limited & Legasis Consultancy Services Private Limited.
    01:15 – 02:00 Lunch
    02:00 – 04:00 Legal Compliance Issues
    Overview of provisions of the Act, Role of Regulators & Ministry of Corporate Affairs, Contract Law, Environment Law, MRTP, Cyber Law, M&A regulations SEBI's Listing regulations and Companies Act 2013 the role of policy in managing gender representation
    Addressed by Mr. Sharad Abhyankar (Partner, Khaitan & Co.)