Handbook for Independent Directors – upholding the moral compass
Handbook for Independent Directors in its second edition explores and analyses various dimensions of the role of Independent Directors who are considered as the pivot of corporate governance. The sweeping changes brought about by the Companies Act, 2013, revised SEBI rules and other regulators along with high stakeholder expectations impose great responsibilities and pose new challenges for independent directors in their discharge of duties.
Thought Arbitrage Research Institute presents an extensively researched handbook containing analytical review of relevant case law, academic studies and good practices from India and overseas, which is underscored by years of relevant and diverse professional experience of the authors, editors and other collaborators including independent directors, promoters and academics.
This handbook is designed to serve as reference and assistance to independent directors, and is expected to be the go-to guide for current as well as prospective directors in their pursuit of upholding the corporate moral compass.
“At the centre of this new paradigm of corporate governance-and in line with global practice-is the independent director, who by virtue of her/his knowledge, expertise and objectivity is expected to act as the custodian of public interest … the Handbook covers the entire range of duties and functions of the independent director right from his joining the board to discharging duties therein and evaluating Board’s and Director’s performance at the end of the year.”
Chairman, Naresh Chandra Committee on Corporate Audit and Governance
“The new Companies Act (2013) has put in lot of responsibilities on the Independent Directors. Their role in the corporate board is only going to increase. This book fills up a huge gap in the literature on corporate governance-particularly the roles and responsibilities of independent directors. Those who newly assume roles of independent directors in corporate boards will find the book immensely useful.”
Dr Ashok Banerjee
Professor (Finance and Control), Indian Institute of Management, Calcutta
“With the enactment of the Companies Act, 2013, the internationalization of Indian publicly listed companies and growth of the Indian investor base, good corporate governance has become both an imperative and an asset for companies. The evolving role of Independent Directors and their ability to exercise their “independence” will be a key detriment of whether Indian companies can implement transparent and effective governance practices. The Handbook for Independent Directors is both a primer and a guidebook for good governance and the role of Independent Directors. Every Independent Director of listed companies should keep it within arm`s reach.”
Dr Nikhil Sinha
Chairman, HCL Infosystems Limited and Vice Chancellor, Shiv Nadar University
“It is a true handbook and not a legal treatise full of jargon. lt covers all important legal provisions along with a practical guide put out in an easily understandable manner with a distinct management flavour. It should be on the table of every independent director. ”
Prof. (Dr.) Asish K Bhattacharyya
Professor, School of Corporate Governance & Public Policy, Indian Institute of Corporate Affairs,
Ministry of Corporate Affairs
“To build this guidebook, Dutta gives a number of examples of how independent directors have made a difference to the functioning of boards. The book is further embellished by views expressed by persons of eminence who have served on various boards…. The Handbook is very timely and instructive for first-time directors… all independent directors… ”
The Financial Express, July 5, 2015, Excerpts from a review by
Madan Sabnavis, Chief Economist, CARE Ratings
“(This book) is a refreshing eye opener for practising professionals, top management and chairmen in the corporate sector. Kaushik Dutta’s hands-on insight as an Independent Director on the Board of Companies adds practical flavour to book. ”
Chartered Secretary, June 2015 Edition, Excerpts from a review by
R Krishnan, Founder President, ICSI
“This book is an outstanding reference manual that serves as a guide for all present and prospective independent directors, helping them to uphold corporate morality. A must read book for all legal students, corporate executives, directors and policy makers.”
The Free Press Journal, August 2015