Asia Council on Business Conduct The Asia Council on Business Conduct provides an exclusive network for the candid discussion of the key ethics, governance, and business practice issues confronting corporations at home and in host countries. Council members exchange views on areas of common concern, including how to develop effective compliance systems, balance stakeholder interests, and articulate the core principles of .

The Council Program Conference Board Councils are exclusive, cross-industry groups comprised of both local companies and MNCs that meet in person 2–3 times a year for a day and a half to share knowledge and discuss emerging business trends. Council members benchmark with peers and can take advantage of council resources online through our Members Only Web site. Each council has its own Web site, with links to partner councils, which provides council members with even greater access to our global network of executives.

Membership Requirements Meetings per year: 2 Council Representative Poonam Barua Members must be the senior execu- [email protected] tive—chief executive officer, chief (91) 11 2689 8869 financial officer, Board director, Jed Luksin legal counselor, ethics officer, or [email protected] (1) 212 339 0208 senior manager—responsible for devel- www.conference-board.org oping internal ethics policies and compliance systems and for articulat- ing their company’s core “values” to A Partial List of Represented external constituencies, stakeholders, Companies and employees. Infosys Technologies, Jindal Vijayanagar Steel, Mahindra & Mahindra Financial Services, Philips Software, Shell Oil, Tata Iron & Steel, Tata Sons, The Indian Hotels Company The Asia Council on Business Conduct presents executives with a forum to discuss critical issues, including:

The Relationship between Senior Challenges Facing the Business Management, Board Directors, and Conduct Executive External Advisors • Executive Compensation: How to compensate senior • The critical role of management, Directors, and Board Directors in light of the new corporate governance advisors in restoring trust in capital markets rules and regulations • The failures of oversight in accounting, remuneration • Best practices for Board oversight and communicating policies, ethics, and compliance practices strategy from companies worldwide • Conflicts of interest in the responsibilities of • Training needs of the independent Directors on the Board accountants, lawyers, analysts, investment bankers, and consultants Directors’ Independence and Board Practices • The loss of confidence in CEOs as trustees of the shareholders and public interest • Involving independent Directors more actively in the processes of the company and the Board • Developing a commitment to values and ethics while Best Board Practices ensuring business growth and performance The induction and role of independent Directors in • Identifying good independent Directors the company • The Board’s role in strategy formulation • The need to build trust and transparency on the Boards • Determining compensation using global benchmarks • The continuing need for providing opportunities for senior • managers to express themselves • Setting up audit committees that work independently and have open access to information they need from Board members More Business Ethics and Corporate Governance Resources

The Partner Councils Program The Conference Board Commission on Public Trust and Private Enterprise was formed to address the widespread This program links members of the Asia Council on Business abuses that led to corporate scandals and declining public Conduct to councils of similar focus. These connections add a tier trust in companies. The Commission examined compensation, of networking potential to council membership, providing members audit, and governance issues facing corporate America and with access to other council members on a global basis through issued best-practices guidelines. the council’s Web site—enabling members to conduct surveys, benchmark, and share information with peers worldwide. Upcoming Meetings, Seminars, and Partner Councils of the Asia Council Workshops on Business Conduct Transparency: The New Rules The Global Council on Business Conduct seeks to build a global The New Role of Audit Committees perspective through the discussion of such common concerns as articulation of core principles, developing effective compli- The Citizenship, Governance, and Risk Conference ance systems, and balancing stakeholder interests. Workshop Series II: The Corporate Governance Officer The Global Council of Investor Relations gives senior investor Navigating the New Corporate Governance Landscape relations officers from some of the most prestigious large capi- talization companies in both Europe and the the CEO Forum: The Other Governance Challenge opportunity to share best practices. The Director/Senior Executive Roundtable Project The European Council on Investor Relations is designed for the Post-Enron Postmortem: Developing a Blueprint for Best Practices heads of investor relations at European companies, especially those companies listed on European or international bourses. Corporate Governance Practices and Early Warning Systems The Council provides a network to exchange best practices and understand external developments. The European Council on Corporate Governance and Board Research Reports and Publications Effectiveness is a network for corporate governance officers, Reaching Out: Devising Individual Shareholder Programs investi- company secretaries, corporate counsels, Directors, investor gates how individual shareholders contribute to the develop- relations executives, and institutional investors. The council pro- ment of a corporation, and how corporations can best attract motes the exploration of best corporate governance practices and retain their retail shareholders. and the analysis of their impact. The Institutional Investment Report is the primary institutional investor database in the field of corporate governance. Other Organizations of Interest Ethics Programs: The Role of the Board The Directors’ Institute, initiated by the Global Corporate India Corporates and Investor Confidence, a corporate gover- Governance Research Center, provides highly interactive pro- nance handbook for directors and officers of corporations in grams—for corporate Directors only—that sharpen Directors’ India, is based on extensive field interviews with major Indian skills and knowledge base. The Institute aims to: companies as well as focus group meetings with 40–50 exec- utives of leading corporations in and Delhi. • serve elected directors of Conference Board member companies Corporates and Investor Confidence This corpo- • provide high-level and interactive sessions for peer directors rate governance handbook for directors and officers of corpo- • ensure that sessions are practical and “real world” rather rations in Hong Kong is based on interviews, seminars, and than academic in nature research conducted by The Conference Board in Hong Kong during 2001 and 2002. • deliver a range of intensive programs Fighting Corruption in East Asia: Solutions from the Private • provide an ongoing forum for seasoned directors to discuss Sector Based on research by the World Bank and The real solutions to real business issues Conference Board, this book demonstrates the use of compa- The Global Corporate Governance Research Center brings ny-based programs fighting fraud and corruption in the East together senior business leaders, institutional investors, and Asia and Pacific region—and elsewhere. It shows how incen- leaders of public entities worldwide to develop governance tives—whether they are legal constraints or risk management— solutions that will enhance global growth. explain the growing acceptance of the compliance model. Director’s Compensation and Board Practices in 2003 This report, based on a survey of more than 606 manufacturing, financial, and service companies, presents the amount and type of compensation paid to outside directors in 2003. A Business Ethics Handbook (release date 2004) The Conference Board and the torch logo are registered trademarks of The Conference Board, Inc.