Corporate Governance Reforms in India

India's CG framework has evolved rapidly since liberalization (1991), often reacting to global trends or efficiency.

The Timeline of Reforms

1. CII Code (1998)

• The First Step: The Confederation of Indian Industry (CII) released India's first voluntary code.
• Significance: It started the conversation.

2. Kumar Mangalam Birla Committee (1999)

• The Turning Point: Appointed by SEBI.
• Outcome: Recommendations became Clause 49 of the Listing Agreement.
• Key Rules: Introduction of Independent Directors, Audit Committees.

3. Naresh Chandra Committee (2002)

• Context: Post-Enron.
• Focus: Auditor Independence. (Rotating auditors, prohibiting non-audit services).

4. Narayana Murthy Committee (2003)

• Focus: Strengthening Clause 49.
• Key Rules: Whistleblower policy, refined definition of Independent Director.

5. Companies Act, 2013

• Legalization: Many SEBI norms became Law for all companies (not just listed ones).
• Mandate: CSR (2% rule), Woman Director, Class Action Suits.

6. Uday Kotak Committee (2017)

• Recent Update: Raising the bar.
• Key Rules: Separating Chairman & CEO roles (stalled), stricter independence criteria, max directorships reduced.

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