Login is required

Home Companies
Fact Sheet
Fact Sheet
Fact Sheet
Reputation Rating
Corporate Governance
India's Top 100 Independent Directors

A study of around 4000 directors who are on the boards of Top 500 Indian companies (ranked on market capitalisation)
The Quest for Independent Directors
They have been the silent contributors to corporate wealth creation all along. Corporate Governance now gives them a name.    more
Director Value Added (DirVA)
Any Governance is only as good as the Governor
A path-breaking new concept of 'Reputation Rating' of Independant Directors    more
Sahasranam of the corporate pantheon
Variously uniform or uniformly various
Boards that make a difference
by John Carver, Miriam Mayhew Carver

In a prescriptive, though not preachy manner, Craver presents a very readable way of looking at how governing boards should work. It is a highly persuasive 'tops down' approach toward board-determined policies that operate at the highest level possible. In Carver's model, only four types of policies need to be set by the board: 1) "Ends" policies (board expectations), 2) Executive Limitations (the "don'ts" for the organization), 3) Board process policies and 4) Board-CEO relationship policies.

Reinventing Your Board : A Step-by-Step Guide to Implementing Policy Governance
by John Carver, Miriam Mayhew Carver

The Carvers illustrate effective board decision making, show how to craft useful policies, and offer practical advice on such matters as setting the agenda, monitoring CEO performance, defining the board role, and more. Though you may sometimes find its step-by-step instructions pedantic, this book is short enough to be read on a board member's tight schedule, and insightful enough to provide ideas that can truly give a new perspective on problems faced in board meetings. Carver makes it clear that board leadership is best when it distinguishes between ends and means, and that governance (and the highest satisfaction for board members) lies in articulating ends and the route to those ends. If you have wondered why your company does not always succeed in getting a lot done despite diligent meeting schedules and full agendas, then take a gander. 

Boards At Work : How Corporate Boards Create Competitive Advantage
by Ram Charan

Ram Charan does possess foresight. When he first wrote this book in 1998, Enron and Worldcom were yet to effervesce for all the wrong reasons. Still he had advocated companies building a strong independent board, one that has more than rubber-stamp responsibilities. The author has worked with some of the best companies, boards and executives ...some have succeeded and others have failed. Yet, his insight is one that focuses on accountability and frequent, frank evaluations of both roles: the independent director and the CEO. 

Charan, who has written a number of articles for the Harvard Business Review, covers how to find new board members, the kind of information the board needs and receives and the ways in which it is conveyed, shareholder relations, evaluation of CEOs and other oversight functions, and succession planning. The final chapters are especially insightful, focusing on  the Chairman/CEO evaluation, providing any director with the framework to ask the right questions.

The Essays of Warren Buffett : Lessons for Corporate America
by Warren Buffett, Warren E. Buffett, Lawrence A. Cunningham

Warren Buffet had always been dreadful of stock options. Overpaid executives have only proved him right. Buffet foresaw that an executive who can give himself compensation totally disproportionate to his performance, surely will. For, "Negotiating with one's self seldom produces a barroom brawl." 
Yet another jewel fromt he book: "What could be more advantageous in an intellectual contest--whether it be chess, bridge, or stock selection--than to have opponents who have been taught that thinking is a waste of energy?"
While Buffett has a policy of seldom commenting on stocks he owns, he loves to discuss the principles behind his investments. These come primarily from Ben Graham, under whom Buffett studied at Columbia University and for whom he worked in the 1950s. First among Buffet's ideas is that price is what you pay and value is what you get--and if you're a smart investor, the first will always be less than the second. In that sense, the value of the lessons learned from Buffett's Essays could be far greater than the book's price.
Corporate Governance
by Robert A. G. Monks, Nell Minow

Bob Monks is one of the best known figures in corporate governance in the USA, having made his name through attacking the 'corporate establishment'. Monks was the recipient of the International Corporate Governance Network (ICGN) Award for 2002.  His "Lens Fund" aims to invest in large companies that have a defensive corporate culture of 'management incompetence' - so far the Lens has targeted companies such as Sears, Chrysler, Chase Manhattan and American Express. 

This book was the first to focus comprehensively on corporate governance - the most important development in business over the last decade. The abuses and excesses of the takeover era and the exponential growth of the institutional investor have transformed the roles of the shareholders, managers, and directors of publicly held companies. Corporate Governance explains how it happened, where it is going, and what the impact will be, illustrating with extensive case studies.

Improving Corporate Boards : The Boardroom Insider Guidebook (paper with CD-ROM)
by Ralph D. Ward (Author)

Ralph Ward focuses specifically on board-level governance, offering advice aimed primarily at corporate directors and with particular emphasis on the non-executive's role. Each of the 25 chapters discusses a single aspect of board governance. Broadly, they cover: board, CEO, and committee duties and performance evaluation; board structure and leadership; the logistics of meetings and board communications; managing corporate image and corporate risk; governance in various organizational contexts; and hot governance topics. Each chapter provides a concise overview of a problem or focus area, several real life examples, internet resources, advice from various experts and a checklist summary on CD -ROM.

Several insightful readers have suggested that CalPERS should be sending Mr. Ward's book to each board member of the companies on its focus list. 

Saving the Corporate Board: Why Boards Fail and How to Fix Them
by Ralph D. Ward

Enron, to WorldCom, to Tyco, to Global Crossing. Ralph Ward starts with the premise that the board of directors is a fundamentally flawed tool for fiduciary oversight of the modern corporation. Then, he digs into the real reasons for governance failures, which are complex and misunderstood. Finally, he provides the tools needed to build on the board’s genuine strengths, which make it well worth preserving, restoring, and rejuvenating.

In this book, the author, who is a seasoned board observer, diagnoses ten chronic board failures and offers proven solutions on how to fix them. Ward examines the auditing, financial disclosure, and executive pay failures that have garnered the most media attention, but digs deeper to analyze basic issues of communication, organization, and execution, revealing why so many boards fail to live up to their promise as corporate stewards. 

John Carver on Board Leadership
by John Carver, Sir Adrian Cadbury

If you need to equip yourselves with the latest on corporate governance, you better not miss out on "Policy Governance." And don't perk up if your designation changes from board-member to servant-leader. 

The Policy Governance model requires that boards become far more enlightened and more competent as groups than they have been. If that means losing some board members as the composition of boards goes through change, then the world will be the better for it. The Policy Governance model is not designed to please today’s board members or today’s managers. It is designed to give organizations’ true owners competent servant-leaders to govern on their behalf.

One of the specialties of this book is the Frequently Asked Questions Guide. The reader is directed to his  most urgent concerns. These FAQs appear throughout the book along with pull-out quotes that focus the reader's attention on key issues in the section.

More Books >>

Corporate Governance - Regulatory Framework
India Naresh Chandra   Full Report
India Clause 49 of 
the Stock Exchange
(Feb 2000)


From February 2000 onwards, compliance with Clause 49 became mandatory for:

Corporates going in for initial public with immediate effect.
BSE Group 'A' and NSE Nifty companies by March 31, 2001.
Companies with paid-up capital of Rs 10 crore and above or with networth of Rs 25 crore by March 31, 2002.
Companies with less than Rs 10 crore of paid up capital, but above Rs 3crore by March 31, 2003.

Full Report
India Kumar
(Jan 2000)


"It is almost a truism that the adequacy and the quality of corporate governance shape the growth and the future of any capital market and economy. The concept of corporate governance has been attracting public attention for quite some time in India. The topic is no longer confined to the halls of academia and is increasingly finding acceptance for its relevance and underlying importance in the industry and capital markets." Major Recommendations

Full Report


India Confederation
of Indian
CII pioneered the concept of corporate governance in India. Its code was the first of its kind in India and is recognised as one of the best in the world. Corporate India has started recognising the pivotal role that disclosures play in creating corporate value in the increasingly market oriented environment. SEBI  subsequently constituted its own code, which is mandatory for all listed companies. Desirable Corporate Governance: 
A Code
U K Hampel Report   Report Review
U K Cadbury Report   Full Report
U S Sarbanes-Oxley Act
  Full Act
U S Blue Ribbon
  Full Report