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Corporate Governance and Directors' Duties Guide: India

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Corporate Governance and Directors' Duties Guide: India ® By in-house counsel, for in-house counsel.® InfoPAKSM Corporate Governance and Directors' Duties Guide: India Sponsored by: Association of Corporate Counsel Association of Corporate Counsel 1025 Connecticut Avenue, NW, Suite 200 1025 Connecticut Avenue, NW, Suite 200 Washington, DC 20036 USA Washington, DC 20036 USA tel +1 202.293.4103, fax +1 202.293.4701 tel +1 202.293.4103, fax +1 202.293.4701 www.acc.com www.acc.com 2 Corporate Governance and Directors’ Duties Guide: India Corporate Governance and Directors' Duties Guide: India January 2016 Provided by the Association of Corporate Counsel 1025 Connecticut Avenue, NW, Suite 200 Washington, DC 20036 tel +1 202.293.4103 fax +1 202.293.4107 www.acc.com This InfoPAKSM provides a Q&A that gives a high level overview of board composition, the comply or explain approach, management rules and authority, directors' duties and liabilities, transactions with directors and conflicts, company meetings, internal controls, accounts and audit, institutional investors and reform proposals. To compare answers across multiple jurisdictions, visit the Corporate Governance Country Q&A tool at http://crossborder.practicallaw.com/4-501-7404. The Q&A is part of the global guide to corporate governance law. For a full list of jurisdictional Q&As visit www.practicallaw.com/corpgov-mjg. This material was developed by PLC. For more information about PLC, visit their website at http://www.practicallaw.com/. The information in this InfoPAKSM should not be construed as legal advice or legal opinion on specific facts, and should not be considered representative of the views of Practical Law or of ACC or any of its lawyers, unless so stated. This InfoPAKSM is not intended as a definitive statement on the subject, but rather to serve as a resource providing practical information to the reader. 3 Contents I. Corporate Governance Trends ....................................................................................................... 6 A. What Are the Main Recent Corporate Governance Trends and Reform Proposals in Your Jurisdiction? ....... 6 II. Corporate Entities ............................................................................................................................ 7 A. What Are the Main Forms of Corporate Entity Used in Your Jurisdiction? ............................................................. 7 III. Legal Framework .............................................................................................................................. 9 A. Outline the Main Corporate Governance Legislation and Authorities That Enforce It. How Influential Are Institutional Investors and Other Shareholder Groups in Monitoring and Enforcing Good Corporate Governance? List Any Such Groups with Significant Influence in This Area. ............................................................. 9 B. Has Your Jurisdiction Adopted a Corporate Governance Code? ............................................................................. 10 IV. Corporate Social Responsibility and Reporting .......................................................................... 12 A. Is It Common for Companies to Report on Social, Environmental and Ethical Issues? Highlight, Where Relevant, Any Legal Requirements or Non-Binding Guidance/Best Practice on Corporate Social Responsibility. ......................................................................................................................................................................... 12 V. Board Composition and Restrictions ........................................................................................... 13 A. What Is the Management/Board Structure of a Company? ......................................................................................... 13 B. Are There Any General Restrictions or Requirements on the Identity of Directors? ......................................... 15 C. Are Non-Executive, Supervisory or Independent Directors Recognised or Required? ....................................... 15 D. Are the Roles of Individual Board Members Restricted? .............................................................................................. 16 E. How Are Directors Appointed and Removed? Is Shareholder Approval Required? ............................................. 17 F. Are There Any Restrictions on a Director's Term of Appointment? ....................................................................... 17 VI. Directors' Remuneration ............................................................................................................... 18 A. Do Directors Have to Be Employees of the Company? Can Shareholders Inspect Directors' Service Contracts? ................................................................................................................................................................................ 18 B. Are Directors Allowed or Required to Own Shares in the Company? ................................................................... 19 C. How Is Directors' Remuneration Determined? Is Its Disclosure Necessary? Is Shareholder Approval Required? ................................................................................................................................................................................. 19 VII. Management Rules and Authority ................................................................................................ 20 A. How Is a Company's Internal Management Regulated? For Example, What Is the Length of Notice and Quorum for Board Meetings, and the Voting Requirements to Pass Resolutions at Them? ............................... 20 For more ACC InfoPAKs, please visit http://www.acc.com/infopaks 4 Corporate Governance and Directors’ Duties Guide: India B. Can Directors Exercise All the Powers of the Company or Are Some Powers Reserved to the Supervisory Board (if Any) or a General Meeting? Can the Powers of Directors Be Restricted and Are Such Restrictions Enforceable Against Third Parties? ............................................................................................................. 21 C. Can the Board Delegate Responsibility for Specific Issues to Individual Directors or a Committee of Directors? Is the Board Required to Delegate Some Responsibilities, for Example for Audit, Appointment or Directors' Remuneration? .............................................................................................................................................. 22 VIII. Directors' Duties and Liabilities ................................................................................................... 23 A. What Is the Scope of a Director's General Duties and Liability to the Company, Shareholders and Third Parties? ...................................................................................................................................................................................... 23 B. Briefly Outline the Regulatory Framework for Theft, Fraud, and Bribery That Can Apply to Directors. ....... 24 C. Briefly Outline the Potential Liability for Directors under Securities Laws. ............................................................ 24 D. What Is the Scope of a Director's Duties and Liability under Insolvency Laws? .................................................... 25 E. Briefly Outline the Potential Liability for Directors under Environment and Health and Safety Laws. ............. 27 F. Briefly Outline the Potential Liability for Directors under Anti-Trust Laws. .......................................................... 27 G. Briefly Outline Any Other Liability That Directors Can Incur under Other Specific Laws. ................................ 28 H. Can a Director's Liability Be Restricted or Limited? Is It Possible for the Company to Indemnify a Director Against Liabilities? .................................................................................................................................................................. 29 I. Can a Director Obtain Insurance Against Personal Liability? If So, Can the Company Pay the Insurance Premium? ................................................................................................................................................................................. 29 J. Can a Third Party (Such As a Parent Company or Controlling Shareholder) Be Liable As a De Facto Director (Even Though Such Person Has Not Been Formally Appointed As a Director)? ................................. 30 IX. Transactions with Directors and Conflicts .................................................................................. 30 A. Are There General Rules Relating to Conflicts of Interest Between a Director and the Company? ............... 30 B. Are There Restrictions on Particular Transactions Between a Company and Its Directors? ............................. 30 C. Are There Restrictions on the Purchase or Sale by a Director of the Shares and Other Securities of the Company He Is a Director of? ............................................................................................................................................ 31 X. Disclosure of Information .............................................................................................................. 32 A. Do Directors Have to Disclose Information about the Company to Shareholders, the Public or Regulatory Bodies? .....................................................................................................................................................................................
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