Business
Independent directors should be assertive, not overawed'
Chennai, Feb 21
Be assertive, not get overawed
by the company size or other personalities, know the industry, elicit
answers when in doubt, do the home work before attending board meetings
were some of the tips given by a seasoned chairman of several company
boards to aspiring women directors here Saturday.
"Never be
overawed by a company's size or other personalities in the board.
Further one has to be assertive at the board meeting. Views expressed at
the board meeting have to be supported by data and facts," said Ranjana
Kumar, former chairman and managing director of Indian Bank.
Kumar
who also headed NABARD, Canara Bank and a director in several corporate
boards was addressing a Training Programme for Aspiring Women
Directors, organised by Madras Chamber of Commerce and Industry (MCCI).
She told the gathering to remember that independent directors represent the shareholders.
Kumar
also urged the aspirants to go through in detail not only the board
meeting agenda papers, but also the minutes of previous board meeting.
Similarly
in the case of any decision taken by the CEO coming up for board's
ratification should be carefully looked into, she said, adding it would
be better if the chairman of the board gives an update on those things
that had happened between the earlier board meeting and the current one,
to set the mood at ease.
"Sufficient time should be there for
the board to deliberate on various matters. However these days board
meetings end within two hours," Kumar said.
As the corporate
policies are decided by the board, it should be seen that the policies
are dynamic-subject to be changed based on the evolving situation- and
not rigid, Kumar said.
She said only when the economy is on the
downswing issues like corporate governance, corporate ethics are looked
into, which incidentally should not be so.
Kumar said the two
reasons for corporate failures are greed and excess leverage, but both
should be balanced for a company's growth.
She said in most cases the slip in corporate governance is initiated by the promoters.