Welcome to the Centre for Corporate Governance
Welcome to Deloitte's Centre for Corporate Governance. The centre aims to promote a dialogue in the critical areas of corporate governance among industry bodies, companies and their boards of directors and senior management, professional services firms, academia, government and others. This site is designed to discuss governance related issues for the Indian boards and their committees. The site contains a diverse collection of resources and thought leadership from Deloitte including third party resources. We invite you to browse through the available resources, contribute the relevant content and provide your feedback.
Learn More
Governance in the news
This section highlights some recent important developments in India from regulatory and governance perspective.
Review of the companies bill 2008
These documents provide a more in depth review of certain key governance developments with respect to the Companies Bill 2008 as proposed by the Ministry of Corporate Affairs in its report dated 27th October, 2008.
- Accounts and audits: This document seeks to dissect the new provisions concerning ‘Accounts and Audit’ in the bill and highlights the changes and some shortcomings and incongruities in certain areas.
- Directors: This document vividly brings out the salient features of the Companies Bill, 2008 relating to directors.
- Critical issues regarding directors (Chapter XI): The bill presents some new provisions on the role and responsibilities of directors. This article makes a critical analysis of significant proposals relating to directors.
- Corporate securities: The bill has proposed several changes with regard to issue of shares, debentures, transfer and transmission of shares, refusal to register transfers, rectification of register of members and the like. These proposals are briefly outlined here.
India insights podcasts
India Insights is a complimentary audio news series that examines important business issues of the day. The latest episodes in this series include:
Under the magnifying glass, analysis of the union budget 2009
A series of fiscal and administrative measures adopted by the Government along with the monetary initiatives by the Reserve Bank have been able to blunt the impact of the global credit crisis on the Indian economy. While these measures are indeed commendable, it is also important to note that global uncertainties remain and with greater constraints on the use of both monetary and fiscal policy instruments, the Government will have to contend with the risks emanating from such uncertainties with bold and innovative policy measures. Not surprisingly, the Finance Minister has announced a budget keeping the “Aam Aadmi” in mind.
The Finance (No.2) Bill, 2009 proposes various changes in the tax legislations. A few amendments bearing significant impact on few industries are discussed in the following budget analyses:
Dig Deeper
Board effectiveness
- Candour in the cockpit – The board, Reinvented: Ineffective boards today represent the biggest risk to their organizations, but those boards that are prepared to change the culture can transform this risk into phenomenal opportunity. The document describes various ways to reinvent the board of directors as a strategic asset for the organization.
- Review of corporate governance practices of Indian corporates: The study report examines the practice of corporate governance in 42 companies across 12 sectors that represent the vital sections of the Indian industry. It also points out concerns about quality of enforcement, companies taking box ticking approach, deviating from the spirit of compliance laws. It also suggests strengthening evaluation processes of the functioning of the board and its subcommittees.
- Risk Intelligent Enterprise: Some business sectors manage industry-specific risks with a high degree of sophistication; others have a less refined approach. But it is a rare company, we contend, that intelligently manages the full spectrum of risk by assessing and addressing risk from all perspectives and quarters. The document provides an insightful definition of Risk Intelligence and discussed key concepts.
- New Indian Manager: The ‘New Indian Manager’ will need to scale up and broaden competencies and skills as the globalization and competitiveness of Indian business continues. The paper discusses six key characteristics of the new Indian manager that will require significant scaling in months and years to come in order to keep pace with the changing business needs.
Self assessment tools
The audit committee has become, in recent years, one of the main pillars of the corporate governance system in public companies. With new responsibilities and increasing complexities, being a member of the audit committee has never been more challenging. To help respond to this, and to facilitate the evaluation process, we have developed tools that provides audit committee members with a comprehensive checklist of what is required of them to establish good corporate governance.
- Audit Committee performance assessment tools: The tool is a checklist for various actions expected of the Audit Committee in respect of its membership, procedures and resources, roles and responsibilities, relationship with the Board. The responses to each of these items has to be supported by comments/ evidence to justify the same.
- Audit Committee effectiveness assessment tools: The tool is designed in the form of a checklist of Audit Committee functions which have to be rated on a graded scale of perceived effectiveness in the areas of risk management, financial reporting and compliance, internal control environment, and corporate governance.
Industry research studies
Following are some useful industry research studies conducted by Deloitte.
- Global economic outlook 2009
- Global powers of Consumer Products 2009
- Global powers of retailing 2009
- Food & Beverage 2012
Tax alerts and guides
India Insights is a complimentary audio news series that examines important business issues of the day. The latest episodes in this series include:
- Direct Tax Code Alert: The Finance Minister has released the Direct Tax Code Bill, 2009 along with a discussion paper on 12 August 2009 inviting the public to share their views and suggestions. This Deloitte alert provides key highlights of the Code as summarised in the discussion paper.
- Indirect Tax Alerts: Deloitte's continuous alerts keep you updated with the latest that's happening in Indirect Taxes.
- International Tax and Business Guides: Deloitte's International Tax and Business Guides help potential investors understand the investment climate, operating conditions, and tax system of most major trading jurisdictions. The Guides are supplemented by the Country Highlights series, which provide a quick overview of the tax landscape of more than 120 jurisdictions.
Hot Topics
Role of independent directors in corporate governance practices
Amongst few of the most pragmatic and positive features of the Companies Bill, 2008 are the provisions relating to the role and appointment of independent directors, hitherto, not present in the Companies Act of 1956. The benefits of the having independent directors on the boards of companies has been immensely fruitful in terms of implementation of principles of good corporate governance amongst Indian industries in India.
Risk intelligent governance, A practical guide for boards
This publication advises boards on their risk oversight responsibilities by providing six areas of focus and action-oriented steps, questions for management, and tools that may help the board implement improvements in each area.
Key issues faced by directors
The ongoing economic uncertainty increases risk for many organizations. Directors may feel corporate governance in the current environment consists mostly of deciding what fire to put out first. Effective governance, however, must find a way to identify and tackle all these fires at once. This briefing discusses some of the key issues facing organizations today, to help boards through these vitally important challenges.
Global economic slowdown and impact on financial srvices industry in India
In the absence of mature financial markets in their own economies, several emerging economies (including India) have heavily depended on credit and other financial services from the western financial markets. The document discusses the impact of, any form of failure in these markets on the Financial Services industry in India.
Global economic slowdown and impact on information technology industry in India
India’s economy has been fuelled by the growth in the technology sector in the recent past. A large part of this growth is dependent on the “outsourcing” or “off shoring” of key business processes and software development activity (and related services) by large global corporations and other organizations. Hence, the global slowdown has also affected the business climate within India and the growth rate of the Information Technology (IT) and Information Technology Enabled Services (ITES) sector is also experiencing the tremors of the global recession.
Risk management, lessons learned for improving risk intelligence
This document from Deloitte US firm looks at the recent experience with structured credit products to provide a perspective on lessons learned in risk management and how those lessons can be applied by financial institutions.
Employee engagement in recessionary times, A talent perspective
The economic outlook in the last 3 quarters has been dominated by retrenchment and cost cutting. Globally businesses are facing complex internal and external challenges that are shaping their approaches to employee engagement. Companies are finding it difficult to keep their employees focused, motivated and productive amidst business slowdown and job insecurities. The real challenge lies in motivating and providing opportunities for growth and development of those workforces that are retained.