Volume XIX No. 12/2014 `45/-
A Journal of the INSTITUTETimes OF DIRECTORS December 2014 • India
Chief Guest The Rt Hon Theresa May MP, Secretary of State for the Home Department, Govt. of UK presenting the Golden Peacock Awards in London. From L to R: Nikhil Sahni, Senior President, Govt. Relationship Management, YES Bank Ltd., The Rt Hon Alok Sharma, Member Parliament for Reading West, House of Commons, UK, Lt Gen J S Ahluwalia, PVSM (Retd.), President, Institute of Directors, India, Rt. Hon. Baroness Verma, Parliamentary Under Secretary of State for Energy & Climate Change, Govt of UK, Rt. Hon. Sir Richard Needham, Chairman, Golden Peacock Global Awards, Chairman Advisory Group, Stern UK and Vice Chair, NEC Europe, The Rt Hon Shailesh Vara MP, Parliamentary Under-Secretary of State, Ministry of Justice, Govt of UK
IODRecognitions Achievements & P: 17
Gopichand P Hinduja Roshni Nadar Malhotra Padma Shree Shahnaz Husain Co-Chairman Executive Director & CEO Chairman & MD Hinduja Group of Companies HCL Corporation Shahnaz Husain Group of Companies Chief Guest Hon’ble Mrs Nirmala Sitharaman Union Minister for Commerce and Industry Minister of One-day National Convention on State for Finance and Corporate Affairs Govt. of India Corporate Governance and Sustainability opening the Global Convention at House of Lords, UK & IOD Annual Meet on 20 December 2014, Hotel Ashok, New Delhi
This month's Articles 9th International Conference on Corporate Social Responsibility
tailored for you NEXT EVENT on 19 - 20 January 2015 at Hotel Taj Lands End, Mumbai (India)
Corporate Governance Corporate Fraud, Audit 14th London Global Convention on Corporate Governance & Sustainability *The Rt Hon Lord Swraj Paul & Vigil Mechanism Scan with of Marylebone, PC *Andrew Ratcliffe A Report Smart Phone QR Reader Pg: 5 Pg: 9 Pg: 17 App:
R more inside... Building IOD Tomorrow’s www.iodonline.com Institute Of Directors Boards
FROM THE EDITOR Business can do better through Corporate Governance Sustainability is not an isolated concept and the responsibility for the same is now being shared by governments and corporate boards on equal footing. Rio+20 has emphasised on sustainable development goals through sustainability which is the process for attaining final goal. Sustainability cannot be limited to tokenism, but it has to be implemented as a comprehensive policy for clear cut priorities. It is no more an option but forms the basic essence of business operations. The need to demystify sustainability is extremely important. One of the easier routes is to organise CSR professionals so that they can persuade boards to achieve sustainability goal. The importance of sustainability approach is important even in financial services and the CFOs should also EDITORIAL BOARD assume leadership role. Six of the most important topics in accountancy are sustainability related. The Lt Gen JS Ahluwalia, PVSM (Retd.) existing system of financial statements is necessary, but not sufficient for sustainable government. To Pradeep Chaturvedi secure our future properly, we must act now. The Boards must develop a risk appetite and deal with risk Manoj K. Raut related issues. The Companies Act 2013 of India has brought around changes to make boards more Ashok Kapur, IAS (Retd.) dynamic and effective. This is also an effort to align the functioning of Indian companies with that of the EDITOR global players by sharing the principles of governance. Indirectly that is also an effort to promote India as a Pradeep Chaturvedi profitable investment destination.
SUB EDITOR Many an experts focus on integrated and holistic thinking – endeavouring to see situation as a whole – and Reji Mathew more of a focus upon behaviours. Various contributors stress the importance of boards and their chairs as they try to reconcile and synthesise contending interests, build collective views and determine a MANAGER DESIGN sustainable way forward. The visions and goals that are articulated, the objectives that are set and the Teena Lejo policies that are agreed must meet interests of different stakeholders to engage them and enable a IOD (HEAD OFFICE) company to build mutually beneficial relationships. Formulating strategies, policies and guidelines is one thing. Ensuring that their implementation and/or observance occurs is quite another. Delhi M-56 A, Greater Kailash - II, (Market) As the Government of India is establishing priorities and formulating implementation plans, it is good time New Delhi-110048 to raise issues and articulate requirements. As we are seeking to build overseas businesses the global Tel: 011-41636294, 41636717, 41008704 perspectives on corporate governance highlight the value of establishing core principles that can be Fax: 011-41008705 adapted to suit the requirement of local jurisdiction and ensure consistency across international E-mail: [email protected] Website: www.iodonline.com operations. At the same time it is in the interest of businesses with global reach and/or aspirations that the general direction of travel is reasonable and appropriate. Ensuring that what emerges is practical and REGIONAL OFFICES proportionate, does not distort decision making and does not unnecessarily become onerous may require Mumbai some participation in the process. Silent, muted or blatantly self-serving voices may be ignored. 1092-C Wing Oberoi Garden Estate, Chandivali Andheri – East, IOD's Global Convention on Corporate Governance and Sustainability in London in October 2014 was an Mumbai 400 072 ideal opportunity to identify the leadership approach for effective cooperation and promoting larger Indo- Tel : +91- 22-40238141 / 42 / 43 UK businesses based on moral and ethical business practices. To consolidate further and create Fax : +91-22-67582231 confidence in Indian business community, IOD is organising National Convention on Corporate E-mail: [email protected] Governance and Sustainability on 20 December, 2014 in New Delhi. That will give an opportunity to share Bengaluru # 201, Oakland Apts, Ulsoor Road, the views of international community with a focus to create a win-win situation for Indian and other global Next to Vidyadeep College, corporates Bangalore - 560 042 Board Nos: 080: 25092234 . Fax: 080: 25583490 Pradeep Chaturvedi Email: [email protected] Vice President, IOD STATE CHAPTERS Kerala: (M) 09446488181 Tamil Nadu: (M) 09840295802 Corporate Governance 5 The Rt Hon Lord Swraj Paul of Marylebone, PC SUBSCRIPTION RATES FOR QT India Corporate Fraud, Audit & Vigil Mechanism 9 Life Subscription Rs 6000 Andrew Ratcliffe Annual Subscription Rs 500 Each Issue Rs 45 th 14 London Global Convention 17 Overseas A Report Life Subscription $ 400 Annual Subscription $ 80 CSR in Sanitation - A perspective 33 Published by : Institute of Directors Deepak Balan Printed at Maximum Packers Okhla Phase-1, New Delhi Emerging Role of Company Secretaries in the Boardrooms 35 Rajeev Jain FCS CONTENTS Total Pages - 56 Golden Peacock Awards, Winners - Highlights of Achievements 2014 39
CORPORATE article Governance
CORPORATE Governance
*The Rt Hon Lord Swraj Paul of Marylebone, PC
The election result in India in May has presented an unparalleled homeland. Encouraging expatriate involvement could help ignite the opportunity for India. I am sure the work IOD, India is doing will have the engine of economic growth. endorsement of Prime Minister Narendra Modi, Finance Minister Arun At the same time the Prime Minister has pledged an end to corruption Jaitley and the government team who are all keen to strengthen and an end to the illicit flow of funds which are a disgrace to a proud corporate discipline and reduce corruption. nation. Just last week, the Finance Minister said in a television interview that: We have a mature and very experienced President, having held every “We are for the market economy but with a social conscience.” This is important portfolio; a deeply committed Prime Minister, and a Finance where the Institute of Directors in India can play a very important role in Minister who is widely regarded as highly competent. All of them are providing the leadership and preparing the corporate environment. determined to make India a fairer society, and secure for the nation its The issue of corporate governance is central to any programme or due place in the world. policy that seeks to advance the Indian economy. In this context, it is Their efforts have generated high hopes. For the first time in a long useful to get some perspective because the past helps us to shape the while, these expectations appear to be within reach. future. If these expectations are to be realised, a few basic changes are I would like to remind this audience what corporate governance was like needed. back in the 1980s when I was one of the first NRIs to substantially India now has to simplify the rules and make sure that all inward invest in India. The business community got scared because it exposed investment whether in infrastructure, business, health, education, the fact that they were running public companies like private fiefdoms. research etc conforms to those rules. When it does not, it must be No corporate governance, no shareholders interest, no transparent disallowed. Investment that enriches itself but does little or nothing financial reporting. Corporate abuse was rampant in most of those for society does nothing for India today. companies. It is also time to end the process where every case has to be individually The so-called owners, who had very small shareholdings of their own, considered by the government before approval. This is time consuming felt threatened when this became widely known. They began lobbying and opens the door for local lobbyists to stall proceedings. It also campaigns to keep out the expat community and they largely creates opportunity for corruption. A lot of companies trying to invest succeeded. in India have suffered from this and it has unfortunately given India a By 1991 when the financial crisis meant foreign exchange was running bad name. out, India had no option to but to introduce reforms to attract overseas Yet major opportunities for business are in prospect. The Prime investment. Finance Minister Manmohan Singh realised the Minister has said that just like Corporate Social Responsibility there advantages and launched new policies, but did not have the political should also be Corporate Government Responsibility. And this is strength to uphold them, so they were unsustainable. something we should strongly support. Also, policy makers did not seem to recognise the difference between As someone who has been in the manufacturing business for a long Stock Market investment and real tangible investment in time, I am glad the Prime Minister is concerned that manufacturing infrastructure, industry and the like. business has been leaving India in the past four years. He is committed As a result, a lot of money poured into the stock market – which pleased to its return and has asked businesses that were thinking of moving out the establishment and made them richer. But it was speculative and to stay and prosper under his new regime. often 'hot' money. I think the Prime Minister appreciates that industrial growth will create After 1998, Mr Vajpayee again resurrected the reform process to bring long term jobs and security for the young people of India. He has foreign investment into the economy. Again the business lobby was emphasised that it is the government's responsibility to do that. still too strong to allow him to make much progress. He was also So let us all help to provide that stable manufacturing base which will constrained by a coalition government caught up in internal politics. provide the jobs our young people so desperately want. Now, at long last, things have changed. Let us manufacture and invest in the goods that India needs and can We now have a one party government, and a prime minister who also export to other nations – things like ecologically sound low cost appears determined to make Indian expatriates feel welcome in their construction, low cost vehicles, solar energy, clean biological sanitation 5 and water management systems. by providing top class education can a nation build a sustainable future. Above all, let us have honest investment where production costs are for We need to draw on every resource to accomplish this. real, where competition is open and where there is room for everybody. In the Western world, many Indian academics hold very high positions - We must all pledge that we want clean businesses free of corruption. including a president of a leading university in the United States. The For too long India has been burdened with an old, cosy, family-and- most eminent institutions in the U.K, U.S., Europe and elsewhere have a favourites, under-the-table style of doing and managing business. For fair share of Indian faculty across all disciplines. These are invaluable the first time I now have confidence that that is going to change. links and great pools of expertise that should be given the maximum assistance to engage with India. Symbolic gestures are also very important. I hope the next step will be to grant expats an Indian passport. If not for all of them, then surely for Let us all work together to make India strong, to consider NRIs as those who invest a certain minimum amount of money to set up partners and not as a challenge. We have lost 30 years. Let us work industries in India. It would probably be too late to be of any benefit to hard to recover them. me, but it will certainly help and encourage the younger generation of I wanted to share these thoughts with you because I believe we are now entrepreneurs. at a turning point in modern Indian history. If we make the best use of There is another area where the IoD's expertise will be helpful. Many of the present opportunities, we will achieve what I know everyone in this the top universities are extremely keen to forge links with India. room wants – India that is good for its people, good for the global Indian community and good for the world. The two universities of which I am Chancellor – the University of Wolverhampton and the University of Westminster – have been working The Institute of Directors has created an outstanding organisation and I with India to set up new programmes and opportunities for our young think you have all the criteria in place to play a great role in developing a people. Both the rewards and the reciprocity have been very new future for India. I wish you all success in your efforts. encouraging. *The Rt Hon Lord Swraj Paul of Marylebone, PC Such initiatives must be vigorously advanced. I feel strongly that only Founder & Chairman, The Caparo Group Plc , UK
UPCOMING EVENTS 2014
National Convention on 9th International Conference 25th World Congress on Corporate Governance & on CORPORATE SOCIAL TOTAL QUALITY AND Sustainability RESPONSIBILITY LEADERSHIP Also presentation of Also presentation of Golden Peacock Golden Peacock Awards for Corporate Also Awards for Quality, Training & Social Responsibility (both National IOD Annual Meet Innovative Product / Service & Global )& HR Excellence
20 December 2014 19 - 20 January 2015 29 - 30 April 2015 New Delhi Mumbai, (India) Dubai, (UAE)
17th World Congress on Golden Peacock Awards Masterclass for Directors ENVIRONMENT Last Date of Submission of leading to Certified Corporate MANAGEMENT Applications for Directorship Also presentation of Global Awards for latest schedule please visit : Golden Peacock Awards on • Golden Peacock Global Award for Corporate Social Responsibility (GPGACSR) www.iodonline.com Environment Management, Occupational Health & Safety National Awards • Golden Peacock Award for 124th Chennai : 05 - 07 December, 2014 and Eco- Innovation Corporate Social Responsibility (GPACSR) • Golden Peacock HR Excellence Award (GPHREA) 125th Delhi : 05 - 07 December, 2014 10th December 2014 126th Bangalore : 23 - 25 January, 2015 11 - 12 July 2015 For more information visit us at: 127th Mumbai : 30 January - 01 February, 2015 New Delhi, (India) www.goldenpeacockawards.com
www.iodonline.com
7
CORPORATE article Fraud, Audit & Vigil Mechanism
CORPORATE Fraud, Audit & Vigil Mechanism
*Andrew Ratcliffe
Introduction launch of new products. Input and challenge from outside the So my perspectives are principally as an accountant, and in my day job, organisation will always bring fresh perspectives. In my experience this as an auditor but I hope they are useful to you as board members. The is an area where many companies still have significant opportunities to role of our members, as auditors and accountants, is not primarily improve. Too often, I have seen risk assessments which have degraded directed at the detection of criminal behaviour, but their professional into a box ticking compliance exercise. competence includes risk assessment, controls and reporting which Preventative measures start with a strong control environment which are all important tools in that fight. sets the company's attitude to unethical behaviour. In 2010 ICAEW It is worth reminding ourselves of the three particular problems of fraud published a research paper, Real Integrity, which looks at how to embed and corruption: ethics in organisations. This highlighted that you need more than tone at the top. That tone must be embodied in a clearly written and • first, individuals are imperfect; there will always be people advertised code of conduct that is visibly advocated by senior who are dishonest; management in what they say and what they do. • second, organisations are also imperfect, no matter how There should be strong procedural controls which address the areas hard we try, someone can often find an opportunity for fraud that the risk assessment has identified. Such controls might include through a flaw in procedures that no-one realised was there: increased documentation or authorisation and ensuring that there are and no inappropriate combinations of duties. Particular attention should be • third, that someone will then do all they can to conceal what given to controls over IT access. Controls should address not only the they have done. prevention of theft or manipulation, but also make any subsequent This seems to have led to an historical attitude that fraud and concealment as difficult as possible. One of many advantages of corruption are an inevitable part of doing business and that any double entry book-keeping is that if someone makes a dishonest credit preventative regime is bound to fail. entry, they have to make a corresponding debit entry somewhere. So I think we need to reconsider that point of view, as these problems are there must be good controls over reconciliations, inter-account greater than they have ever been: transfers and suspense accounts. • The rapid rise of global markets and developing digital Prevention information technologies mean that fraud and corruption Preventative controls should be highly visible so that they are a now evolves and spreads faster than ever before. deterrent to temptation. Checking these controls is an essential part of • The economic pressures following the downturn in 2008 the work of internal audit. have unfortunately increased the likelihood of dishonesty in An enterprise should require more reporting, at a more detailed level, of order to achieve corporate objectives or for personal gain. the operation and findings of their fraud and corruption controls than And it is clear that law enforcers and regulators certainly don't accept would be the case for other internal controls. Particularly in a devolved that historical view. The scrutiny of those holding senior roles in enterprise, local risks can easily get you into trouble globally and so the corporate management or governance, of what they do and how they do quality of local decision making must be transparent. it, has never been higher. The Counterpoint to Prevention is Detection I accept that the risk of fraud and corruption risks is virtually impossible Historically, detective controls have principally been investigations by to eradicate, but the traditional methods of combating it needs to be internal audit and whistleblowing procedures. These are still important. continually updated with newer strategies that are focused and Regulators and law enforcement agencies place particular emphasis relevant. An enterprise must be resilient: it must have the best strategy on effective whistleblowing hotlines. All whistleblowing matters must possible to prevent, detect and respond to fraud and corruption; and it be properly followed up and cross checked against each other to see if must be sure it will survive if fraud or corruption do occur. any patterns are emerging. Such strategies are rooted in an effective assessment of the risks of Most importantly, employees must have confidence that their position fraud and corruption which is regularly refreshed. It must be responsive will not be jeopardised by making a report. There have been too many to major changes in a company such as entry into new markets or the examples of whistle-blowers being disadvantaged for doing the right
9
thing and silence may unfortunately be the path of least resistance. At it have taken to manually examine 50,000 transactions and how sure ICAEW, we have support and enquiry services to assist our members could you ever be that this had been done consistently? who become aware of crime, helping them make the right judgements Increasing numbers of companies are now establishing continuous including whistleblowing and supporting them subsequently. monitoring processes such as this and are getting richer data about However, detective controls are now developing beyond whistleblowing. what is going on their company. This can give the bonus of identifying Digital technologies offer new opportunities in the fight against fraud opportunities for operational efficiencies. and corruption. These technologies enable a systematic search, dire Let me conclude with a few words about how a company should ted by the risk assessment to look for indications, or combinations of respond to fraud or corruption when it comes to light. Surprises will indications, that fraud may be taking place. happen and, given the speed at which the media can take hold of a Let me give an example of an actual case: a company that was story, it is easy for a company to lose control of events. These are vital concerned about one of the commonest forms of fraud: invalid moments for a company's reputation. payments to bogus suppliers. The team obtained data for about Most importantly a company needs a plan. In a very compressed period 50,000 transactions and screened them against 20 indicators of of time, as well as investigating the matter fully and trying to recover any unusual behaviour. For example: misappropriated assets, senior management will need to respond to • Early payments. many other demands including: • Round sum amounts. • Immediate regulatory reporting requirements. • Duplicate vendor names. • Law enforcement agencies in respect of individuals who may • Invoices close to approval limits. be charged. • Multiple payments within the company's normal transaction • The media, who will be desperate to be first with the news. cycle. • Communicating with all stakeholders whose confidence in the The hardest part was getting the data in a form, and of a sufficient company will have been damaged. quality, to be interrogated. Once this was done, 37 of the 50,000 • And, making sure that the appropriate lessons are learnedfor transactions were quickly highlighted as having a concerningly large the future. combination of those unusual indicators. Senior management were This is a formidable list and not something that management and able to review these in the course of a morning and of the 37, 33 were boards should be trying to do for the first time when it is real. So it is valid with reasonable explanations. However, the remaining four were important that not only is there a plan, but that it is regularly tested. not so easily explained. Ladies and gentlemen I hope those thoughts have been useful and I Further investigation uncovered a procurement fraud. The data look forward to the discussion. interrogation had not itself identified all the fraudulent transactions; but it did mean that the subsequent investigation was very focussed – *Andrew Ratcliffe: Deputy - President, The Institute of and consequently more effective and efficient. Chartered Accountants in England & Wales (ICAEW) & Sr Partner, PricewaterhouseCoopers LLP Consider the alternative without the use of technology. How long would
GET DIRECTORS EVERY VIEW MONTH
12 Issues of Quality Times Each Year
Subscription Terms Cover Price ( ) You Pay Only You Save On Cover Page
Life Subscription 5000 4000 20% SUBSCRIBE Annual Subscription 9% 540 500 NOW Each Issue 45 45
Please Note: • The Quality Times publishes 12 issues in a year. • The organisation Libraries are entitled to a 10% concession. • Unrestricted to Quality Times online
The Quality Times provides intelligent analysis of events and trends that are reshaping Corporate Boards. IOD members entitled to receive a free issue each month.
SUBSCRIBE NOW www.iodonline.com
Golden Peacock Awards
Golden Peacock Award for Social Leadership 2014
Shiv Nadar was born in Tamil Nadu, is scholastically-gifted. He was part of the elite DCM management trainee system. In 1976, eight young men left DCM to create HCL with a compelling vision – that the microprocessor would change the world. He made HCL an engine of invention. Under his leadership, HCL revolutionized Indian technology and product innovation, with many world firsts to its credit – the first 8-bit microprocessor-based computer, the first Relational Database Management System, client- server architecture in 1984, world's first fine-grained multi-processor UNIX installation. HCL played a key role in supporting India's telecom revolution through the creation of the largest mobile distribution network with Nokia. HCL Technologies is currently a top IT services company and a global leader in Engineering & R&D Services. In the last three decades, HCL has evolved into a $6.5-billion global enterprise with over 95,000 professionals from 102 diverse nationalities, who operate from 70 countries. After playing a key role in putting India on the global technology map, HCL has diversified into HCL Healthcare. In 1994, he established the philanthropic Shiv Nadar Foundation. Today the Foundation is a significant driver of social change and transformational education through its landmark institutions spanning from schools to universities. The Shiv Nadar University has been identified as India's first Ivy League institution. In recognition of his pioneering role in business and philanthropy in India and across the Roshni Nadar Malhotra globe, he has received several honours, notable being the Padma Bhushan from the Executive Director & CEO, HCL Corporation President of India, the BNP Paribas Grand Prize for Individual Philanthropy, the AIMA receiving award on behalf of Managing India Corporate Citizen Award, and the ICSI Lifetime Achievement Award for Shiv N adar, Founder & Chairman HCL Corporation & Shiv Nadar Foundation excellence in Corporate Governance.
Golden Peacock Women Entrepreneurial Leadership Award 2014 Shahnaz Husain is the pioneer of organic beauty care in India, and has achieved unprecedented international acclaim for her practical application of Ayurveda, the ancient Indian system of herbal healing. Today, she heads the largest organization of its kind in the world, with a chain of over 400 franchises worldwide, as well as Ayurvedic formulations for skin, hair, body and health care. Currently, the Shahnaz Husain Group operates in more than 100 countries worldwide. She trained for ten years in cosmetic therapy and cosmetology, at Helena Rubinstein, Swarzkopf, Christine Valmy, Lancome and Lean of Copenhagen, adopting the principle of "Care and Cure". She has evolved nearly 375 formulations for general beauty care, treatment of skin and scalp disorders, health and fitness. She has received several prestigious international Awards including the “Outstanding Ayurvedic Innovation Award” at the House of Commons, the “Woman of the Year” Asian Achievers Award, as well as the prestigious Olympia Award for “Outstanding Contribution in Ayurveda and Plant Cosmetics” at the Olympia Show in London. Her other international Awards include the Arch of Europe International Gold Star in Madrid, the Quality Excellence Award in Geneva, Cannes and London, Golden America Award in New York, the Outstanding Woman Entrepreneur Award in London, Woman of the Millenium Award in USA, and the WQC International Star Award in Paris the “Asia's Leading Woman in Business”Award from WIL Forum Asia, in Malaysia, and the Outstanding Ayurvedic Innovation Award, from the China Chamber of Commerce. Shahnaz Husain Founder & CMD, Shahnaz Husain She was honoured with the Padma Shree Award by the Government of India. Recently, she Group of Companies achieved the dual honour of speaking at the House of Lords and House of Commons. and was invited to the U.S. President Obama's Summit of Entrepreneurs in Washington, in 2010.
13 ‘India Inc faces shortfall of over 2,500 ‘India needs over Women Directors' 26,000 Independent Directors' from this fiscal
Are you a
Masterclass for Directors exclusively for Women (In Association with CII), in Kochi, Kerala Certified Director
Empanel yourself for MMasterclassasterclass forfor DirectorsDirectors an Independent Director through www.certifiedcorporatedirectors.com online portal for board level appointments leading to the award of visit www.iodonline.com Certified Corporate Directorship register today A Condensed 3 days program for Company Directors and Senior Executives
WHAT PARTICIPANTS SAY “It has been a privilege attending the Masterclass for Directors program, IOD is doing a tremendous work in this field”. NEXT SCHEDULE Shri S Krishna Kumar, former Union Minister
“Excellent Program” Dr Christy Fernandez, IAS (retd) former 124th Chennai : 05 - 07 December, 2014 Secy to the President of India
“A very useful course”. 125th Delhi : 05 - 07 December, 2014 D.R. Kaarthikeyan, former Director, Central Bureau of Investigation
126th Bangalore: 23 - 25 January, 2015 “Excellent Program” T.S. Vijayan, Chairman, LIC India 127th Mumbai : 30 January - 01 February, 2015 “Balanced Scorecard, Finance for Non Finance Directors, Duties & Liabilities and Corporate Transformation are the best aspects”. Sanjay Jain, Managing Director, Accenture
“One of the best and relevant program” GET A SPECIAL QUOTE Yogesh Lohiya, CMD, General Insurance Corporation
“Sharing relevant knowledge is the best aspect of this course”. IOD offers a specially designed course and customized in- T.R. Doongaji, MD TATA Group Services house training programs for your Board members and Senior “My greatest appreciation for the manner in which you presented your material, rich in content, depth of experience and overall expertise Management. including international matters was mind boggling”. Felix D’Souza, Head Corporate Governance, Abu Dhabi
“It was a great learning experience” Prof. Gregorio Flores, Texas, USA
“I would like to recommend each Director to undergo this training program” F.K. Siddiqi Director, Hinopak Motors, Karachi Building INSTITUTE OF DIRECTORS Why do Tomorrow’s M-56 A, Greater Kailash Part - II (Market), New Delhi-110048 IOD Board Nos.: +91-11- 41636294, 41636717, 41008704 Directors and Boards Join IOD Institute of Directors Boards Fax: +91-11- 41008705 • Email: [email protected] Discover the reasons Web: www.iodonline.com IOD Distinguished Fellow 2014
Gopichand P Hinduja Co-Chairman, Hinduja Group of Companies Chairman, Hinduja Automotive Limited, UK Gopichand P Hinduja, fondly known as 'GP' in business circles, is the Co-Chairman of the Hinduja Group of Companies. GP joined the family business in Mumbai in 1959. He was one of the architects of the transformation of the Group from an Indo-Middle East trading operation into a multi-billion dollar transnational conglomerate. His business philosophy is best summarised by the words 'common sense'. A significant business move came when the Group acquired Gulf Oil in 1984, closely followed by the acquisition of the then struggling Indian automotive manufacturer Ashok Leyland in 1987, which was the first major NRI investment in India. A remarkable turnaround story for Ashok Leyland has resulted in turnover in excess of US$ 2 billion. GP is also the visionary behind the Group's forays into Power and Infrastructure sectors, spearheading the task of shaping the Group's plan for building 10 GW of power generation capacity in India. GP graduated from Jai Hind College, Mumbai, in 1959. He holds an Honorary Doctorate of Gopichand P Hinduja Law from the University of Westminster, and Honorary Doctorate of Economics from Co-Chairman, Hinduja Group of Companies Richmond College, London. GP's personal interests are trekking, music and swimming.
Main objective of Golden Peacock Awards Scheme Winner’s is to raise the Overall Quality and Competitiveness of Success Stories major corporate functional areas and boost an organization's BRAND. It also encourages the Winners to share their Digest success initiatives with others Books Available
Buy it Now Success Stories on Success Stories on Environment Management Occupational Health Success Stories on & Eco-Innovation 2014 & Safety 2014 Business Excellence 2014
Scan with Smart Phone QR Reader App:
www.iodonline.com Success Stories on Success Stories on Excellence in Corporate Success Stories on www.goldenpeacockawards.com Sustainability Governance Innovative Management 2014 (both Global & National) 2014 (both Global & National) 2014 Price ` 250/-
A Report Institute Of Directors, India presents 14th London Global Convention Theme: BOARDS TO LEAD: Effective Corporate Governance and Sustainability on 28 - 31 October, 2014
Hon'ble Mrs Nirmala Sitharaman, Union Minister of State (IC) for Commerce and Hon'ble Mrs Nirmala Sitharaman, and The Rt. Hon. Baroness Verma, Parliamentary Industry, Govt. of India releasing the Convention Souvenir during the 14th London Global Under Secretary of State, Ministry of Energy & Climate Change, Govt of UK during the Convention along with Lt Gen J S Ahluwalia, PVSM ( Retd), President, Institute of Global Business Meet at House of Lords. Directors. First Day Proceedings – 28th October, 2014 The Rt. Hon. Baroness Verma in her Welcome Address lauded the efforts of IOD, India in bringing together global investors under one roof over The Institute of Directors, India organised it's annual 14th London Global the last few years and how it has grown today and connects with global Convention, on Corporate Governance and Sustainability in London, th st leaders. She dwelt on the theme of investors working together and from 28 to 31 October, 2104. The theme of the Convention was sharing their experiences, challenges and opportunities. She added that “BOARDS TO LEAD: Effective Corporate Governance and Sustainability”. the Boards must evolve with changing times, and 'doing business as The 14th London Global Convention commenced with Global Business before' will no longer work in the emerging global market. Meet at the House of Lords, Westminster, London. The Chief Guest was Lt. Gen J. S. Ahluwalia, PVSM (retd), President, Institute of Directors, Hon'ble Ms. Nirmala Sitharaman, Union Minister for Commerce and India delivered the Opening Address where he outlined the role of IOD, Industry (Independent Charge), Minister of State for Finance and India in promoting the board functioning to be more ethical, transparent Corporate Affairs, Govt. of India. Amongst those who also addressed the and effective. He also elaborated on the Golden Peacock Awards, which Business Meet included The Rt. Hon. Baroness Verma, Parliamentary have today become a benchmark of good corporate governance not only Under Secretary of State, Ministry of Energy & Climate Change, Govt. of in India, but globally. This is evident from the large number of companies UK, Rt. Hon. Patricia Hewitt, Chair, UK-India Business Council (UKIBC), that participate in the Award process from all over India, and now also Hon'ble Angad Paul, Group CEO, Caparo Group Plc. UK, Mr. Nikhil Sahni, globally. Almost 1000 applications are received annually, and around 25 Senior President, Govt Relationship Management, YES Bank, India and countries participate in the Global GP Awards. Dr. R. Seetharaman, Group CEO, Doha Bank, Qatar. His Excellency Mr. Ranjan Mathai, IFS, India's High Commissioner to UK was the Special Rt. Hon. Patricia Hewitt informed the international gathering that UK Guest at the Meet. Our other special dignitaries included The Rt Hon had emerged as the largest foreign investor in India. She visualized a Lord Swraj Paul of Marylebone, PC and Mr. Gopichand P Hinduja, Co- long-term and profitable partnership between the two countries. She Chairman, Hinduja Group of Companies, also graced the occasion. A large number of countries participated both in the Business Meet and Global Convention. The countries included, besides India, UK, USA, France, Pakistan, Singapore, South Africa, Thailand, Kenya, Latvia, UAE, Greece, Qatar, Saudi Arabia, Portugal, Switzerland, Japan, Greece etc. Hon'ble Ms. Nirmala Sitharaman in her Chief Guest address outlined the policy of the new government in India, which is investor-friendly. She outlined the concept of “Make-in-India” as the cornerstone of the new industrial policy, as enunciated by the Prime Minister of India. She also outlined the changes brought about in the Indian Companies Act, 2013 to make the boards more dynamic and effective. She stressed how both India and UK 'shared the principle of governance'. This adds to the Distinguished quests during the Global Business Meet at House of Lords. From L to R:- Rt. Hon. Baroness Verma, Gopichand P Hinduja, Co-Chairman, Hinduja Group of Companies, dimension of India as a profitable investment destination. She also Hon'ble Mrs Nirmala Sitharaman, Rt. Hon. Sir Richard Needham, Chairman, Golden commented on the role of Independent Directors as the emerging modern Peacock Global Awards, Chairman Advisory Group, Stern UK and Vice Chair, NEC Europe and The Rt Hon Lord Swraj Paul of Marylebone, PC, Founder & Chairman, The Caparo concept of board functioning, which is a core competence of IOD, India. Group Plc , UK
17 GALAXY OF SPEAKERS
1 2 3 4 5
6 7 8 9 10
11 12 13 14 15
16 17 18 19 20
1. The Rt Hon Theresa May MP, Secretary of State for the Home Department, Govt. of UK 11. Professor Sir Andrew Likierman, Dean, London Business School(LBS),UK 2. Hon'ble Mrs Nirmala Sitharaman, Union Minister for Commerce and Industry, Minister of 12. Professor Dame Julia King, DBE FREng, Vice-Chancellor, Aston University State for Finance and Corporate Affairs, Govt. of India 13. Prof David J. Maguire, Vice Chancellor, University of Greenwich, UK 3. The Rt. Hon. Baroness Verma, Parliamentary Under Secretary of State,Ministry of Energy & 14. Professor Paul Boyle FBA FRSE, Vice Chancellor, University of Leicester & Ex Chief Climate Change, Govt of UK Executive of the Economic and Social Research Council and President of Science Europe 4. H.E. Ranjan Mathai, High Commissioner of India to UK 15. Maxine Mawhinney, BBC TV News Anchor & Presenter, UK 5. The Rt Hon Lord Swraj Paul of Marylebone, PC, Founder & Chairman, The Caparo Group Plc , UK 16. Dr. Santrupt Misra, CEO, Carbon Black Business and Director, Group HR, Aditya Birla 6. The Rt Hon Alok Sharma, Member Parliament for Reading West House of Commons, UK Group, India 7. John Griffith-Jones, Chairman, Financial Conduct Authority (FCA), UK 17. R. Sridharan, President, The Institute of Company Secretaries of India (ICSI) 8. Lord Karan Bilimoria, CBE, DL, Founder, Cobra Beer & Chairman Cobra Beer Partnership Ltd, UK 18. Dr. A S Durga Prasad, President, The Institute of Cost Accountants of India 9. Mr. Sunil Kant Munjal, Jt. Managing Director, Hero MotoCorp Ltd 19. S Chakraborty, Chief Executive, Innovative Financial Advisors 10. Dr. R. Seetharaman, Group Chief Executive Officer, Doha Bank, Qatar 20. Nikhil Sahni, Senior President, Govt Relationship Management, YES Bank Limited
18 lauded the role of IOD, India in promoting this partnership. Dr. R. Seetharaman, Group CEO, Doha Bank, Qatar invited the IOD, India and the gathered international audience to Qatar as an important investment destination. He informed that the total GDP of the six Gulf States was equal to the GDP of India, and, IOD India needs to expand its efforts in this direction. He would welcome the IOD, India and its associates to extend their operations to Qatar, and other Gulf states. Mr. Nikhil Sahni, Senior President, YES Bank outlined the vision of the YES BANK which was guided by fair play and stake holder participation. He affirmed that his Bank's policy is guided by CSR and the 'Code of Best Practices' as outlined by the regulatory agencies in India, including the RBI, SEBI etc. To encourage stakeholder participation, his Bank has set up Rt Hon Patricia Hewitt, Chair, UK India Business Council (UKIBC), delivering the Investor Groups which can even question Board's policies. He practically keynote address at the Global Business Meet. addresses 'water management' as an overriding CSR priority.
Hon. Angad Paul, MD & Group CEO, Caparo Group Plc, UK outlined the philosophy of his Group, which has emerged as one of the largest business groups in UK today. He emphasized that his organization is guided more by innate correct values rather than rules that make them more transparent. He added that what is needed is common sense and not new laws. The stakeholders judge you today not by what you say but what you do. In the evening of the 28th October, 2014, the IOD, India and all the delegates were Guests of the Institute of Chartered Accountants of England & Wales, at their office in Moorgate Place, London on the first day, where a Reception was hosted by ICAEW. The ICAEW is the largest Hon Angad Paul, Group Chief Executive Officer, Caparo Group Plc. UK, addressing at such body in the world, with around 1,40,000 members. the Global Business Meet. Mr. Andrew Ratcliffe, Deputy President, chaired the Special Session organized on Corporate Integrated Reporting, which was the theme of the session. A number of senior members of the ICAEW addressed the Session including Mr. Neil Stevenson, Brand Director, IIRC, Ms. Veronica Poole, FCA, Senior Accounting Technical Partner, Deloitte, Ms. Kathryn Cearns, FCA, Consultant Accountant and Mr. Alan Teixeira, Technical Director, IASB. Mr. Ratcliffe, described the theme as “concise communication of value creation”. It was aimed at next generation. Mr. Stevenson described it as non-financial reporting which would have a direct impact on the organization and its performance. Mr. Teixeira explained that the existing mode of reporting is only partial, and is not a long-term Mr Nikhil Sahni, Senior President, Govt Relationship Management, YES Bank Ltd. sustainable business model. Ms. Cearns informed that the new addressing at the Global Business Meet. reporting incremental system built trust, not only amongst private but also the public sector. “Integrated reporting promotes integrated thinking”. Ms. Poole explained that it removes trust deficit in business, which has been growing between the business and civil society, especially after the global financial collapse of 2008-09. It promotes 'responsible capitalism' and intangible assets of organizations, which is 80% of the total business value. Lt. Gen. Ahluwalia in his thanks address stated that IR should cover not only listed companies but all organizations. It is the ongoing endeavour of IOD, India to promote the concept amongst all the players, so that it leads eventually to a holistic and “conclusive reporting”. After the Special Session, a MoU was signed between ICAEW and the IOD, India for long-term partnership and to work together in promoting Dr. R. Seetharaman, Group Chief Executive Officer, Doha Bank, Qatar, addressing at the Global Business Meet. on the concept of IR and boardroom issues. It was followed by a Reception hosted by Mr. Andrew Ratcliffe and other office bearers and members of ICAEW.
19 The Rt Hon Lord Swraj Paul with Rt Hon Patricia Hewitt Hon Angad Paul with Hon'ble Mrs Nirmala Sitharaman
Second Day Proceedings – 29th October, 2014 needs a strong base in skilled manpower to be competitive”. The Global Convention on 'Corporate Governance and Sustainability' The Rt Hon Lord Swraj Paul of Marylebone, PC, built on the concept of was formally inaugurated by His Excellency Mr. Ranjan Mathai IFS, High market economy with a social conscience, as explained by the new Commissioner of India to UK. The Opening Session on Wednesday, the Finance Minister of India. Investments should no longer be merely 'self- 29th October, 2014 was addressed by Lt. Gen J S Ahluwalia, PVSM (Retd), centered' but what he termed as 'honest investments' where there is a President, Institute of Directors, India, The Rt. Hon. Swaraj Paul of stake not only for the organization but all the stakeholders and the Marylebone, PC, Founder and Chairman, Caparo Group Plc., Professor society at large. “We must aim to create long-term jobs and security for Paul Boyle, FBA FRSE, Vice-Chancellor, University of Leicester & ex-Chief the youth of India”. Executive of the Economic and Social Research Council and President of Professor Paul Boyle Vice-Chancellor of University of Leicester 'Science Europe', Mr. S. Chakraborty, Chief Executive, Innovative delivered the convention theme address and stressed upon the Financial Advisors. The Rt. Hon'ble Baroness Verma, Senior Minister for importance of social innovation, not merely technological innovation. He Energy & Climate Change, Govt. of UK and Chairperson, IOD India also stressed the importance of research in science, and provision of Advisory Committee (International Operations) chaired the Opening adequate funding so that it promotes what he termed as “Innovative Session. Economy”. He cited the example of UK, which is a pioneer in the field, Lt. Gen Ahluwalia in his Welcome Address explained the wide spending 16% of the total investment globally with just 1% population. acceptance of the IOD, India's mission in improving boardroom Mr. S. Chakraborty, CEO, Finnovation, outlined the equilibrium of functioning and the emerging importance of training of Directors. He Nature, which is at the core of development. He questioned the GDP as stressed that the focus of IOD in India is towards training of Directors, the sole indicator of development. He outlined the concept of 'human especially Independent Directors. He outlined the emerging role of the dividend', and not merely dividend. He gave out the concept of Boards as effective monitors of corporate functioning and the authors of “Profitable Sustainability”. 'Integrated Strategy'. He outlined the leadership role of the company The Rt. Hon. Baroness Verma once again complimented the IOD, India boards and their strategic vision in creating the right values and for promoting UK-India relations. She especially mentioned the IOD's promoting trust and transparency in the entire organization. Leadership Training Programmes in India which were based on shared H.E Mr. Ranjan Mathai in his Inaugural Address stressed the importance values between UK & India. “Partnerships allow best practices to be of the Board's role in translating vision into reality. He stressed the adopted widely”. importance of government-industry partnership for not only increasing The next session was the Keynote Session on the sub-theme of 'Global GDP, but also value addition to business. He gave the novel idea of Perspectives on Corporate Governance'. It was a high powered session villages as the growth hubs of the future, as a challenge for the new chaired by Dr. Mohan Kaul, Executive Chairman, Commonwealth Ministry of Skill and Entrepreneurship Development in India. “India Investment Corporation, UK. The other keynote speakers were Ms.
Global Business Meet at House of Lords Global Business Meet at House of Lords. Seen with Presidents of ICSI, ICAI, CSIA
20 Special Session on 'Corporate Integrated Reporting': An Emerging Global Trend”.From L: Alan Teixeira, Technical Director, IASB, Kathryn Cearns FCA, Consultant Accountant, Andrew Ratcliffe, Deputy President, ICAEW, Veronica Poole FCA, Senior Accounting Technical Partner, Deloitte and Neil Stevenson, Brand Director, IIRC Jessica Fries, Executive Chairman, the Prince's Accounting for Hastings, Baron Hastings of Scarisbrick, CBE, Global Head of Citizenship, Sustainability Project (A4S), Mr. Simon Osborne FCIS, Chief Executive, KPMG International. It was another high-powered panel, including Mr. the Institute of Chartered Secretaries and Administrators (ICSA), UK, Dr. Sunil Kant Munjal, Joint Managing Director, Hero Motor Corporation R. Seetharaman, Group Chief Executive Officer, Doha Bank, Qatar and Ltd. & Chairman, Hero Corporate Service Ltd, India, Mr. Atul Temurnikar, Co-Founder & Executive Chairman, Global Schools Foundation, Mr. Ian Ball, Chairman of the Working Group & Board Member, Singapore, International Integrated Reporting Council (IIRC). Ms. Sue Almond, Director ACCA and Dr Sabine Dembkowski, Managing Dr. Kaul quoted the definition of Corporate Governance, as given by the Partner, Better Boards Ltd., London and Dr. Jeremy Pearce, Senior OECD. He added that business development and the board are Lecturer, Lincoln Business School, University of Lincoln, UK. synonymous in developed markets. “Businesses should be effectively controlled and directed”. Ms. Fries stressed the importance of Lord Hastings spoke on the sub-theme of 'Boardroom Leadership', and Sustainability approach even in financial services and said that the CFOs the importance of brand building. He said the misreporting of financial should also assume leadership role. ACCA reports point out to the fact information always causes enormous problems for the boards. He that six of the most important topics in Accountancy are Sustainability wondered if the corporates in India have the developed skilld to fully related. To secure our future properly, we must act here and now. Mr. implement the new Indian Companies Act, 2013. Mr. Munjal stated that Osborne stressed that boards must develop a risk appetite and also risk companies are like individuals, which need a moral compass. Family tolerance. Diversity in the board should be promoted through greater values are very important, which ultimately become the organizational international effort and co-operation and not through quotas. Executive values. “Our Company has one of the highest ratings - we are people pay must not be exorbitant. Fat bonuses are more of a bane than a boon. focused and see people as assets”. Ms. Almond stressed that the Dr. Seetharaman stressed that Corporate and Global Governance are stakeholders must hold boards to account. Effective boards must be so interlinked. The convergence between developed and developing designed as to achieve creation and optimization of sustainable economies must be promoted. “Crisis often creates more ethical and stakeholder value. Mr. Temurnikar stressed the importance of well- moral practices”. Mr. Ball cautioned that existing system of financial rounded development, which can be provided by affordable education. statements is necessary, but not sufficient for sustainable governance. Even school leadership needs input from boards and communities. The The session was followed by an active interaction with the audience. main challenge today was to standardize the teaching methods across countries and cultures. Dr. Dembkowski stressed the importance of right The next Plenary Session was a panel discussion chaired by Lord Michael
Global Business Meet at House of Lords Global Business Meet at House of Lords
21 behaviour to make the boards more effective. She laid stress on the values and skills, that complement each other. She further emphasized the system of open feedback. Dr. Pears defined the board as a “nexus of decisions”. The quantum of decisions is important, and corporate success implies great leadership. The next Plenary Session of the day was again a panel discussion on the sub-theme of the 'Role of the Board in Promoting Sustainability'. It was chaired by Maxine Mawhinney, BBC TV News Anchor & Presenter, UK. Other panelists were Rt Hon Patricia Hewitt, Chair, UK India Business Council (UKIBC), Dr. Santrupt Misra, CEO, Carbon Black Business and Director, Group HR, Aditya Birla Group, India, Mr. Tim Balcon, Chief Executive, Institute of Environmental Management and Assessment (IEMA), UK, Mr. S Y Siddiqui, Chief Mentor, Maruti Suzuki India Ltd., Mr. Jon Williams, Partner-Sustainability & Climate Change, PwC LLP, Ms. Andrew Ratcliffe, Deputy President, Lt Gen J S Ahluwalia Claudine Blamey, Chair, Institute of Corporate Responsibility and ICAEW, UK Sustainability, UK. Dr. J. N. Mishra, Deputy Managing Director, State Bank of India informed that the SBI has already started innovative banking department. “We must shift from individual banking to community banking”. Ms. Mawhinney briefly touched on the role of board in promoting a Sustainable Strategy. This will lead to inclusive growth. Ms. Patricia Hewitt stated that “business can do better, by doing good”. It is important to always observe right behaviour, communications and conversations. All conversations should be honest, and the board must ensure individual as well as collective responsibility. “When you become more sustainable, your costs fall”. Dr. Misra stated that Sustainability is not an isolated concept. The responsibility for the same is shifting from government to boards. Sustainability must not be limited to tokenism, but must be implemented as a comprehensive policy with clear-cut Prof. Vlatka Hlupic, Professor of Business and Management, University of priorities. “Everything is integrated”. Mr. Balcon stated that Sustainability Westminster, Dr. Tatyana Boikova, Associate Professor, Baltic International Academy, Latvia and Dr Shaheena Janjuha-Jivraj, Associate Professor Henley is not an option any longer, but is the lifeblood of the business. Mr. Business School, Co-founder Boardwalk. Siddiqui stressed that the boards have moved from their earlier passive role to an active role now. Sustainability is now all about the next generation. “We must delete the past”. Mr. Williams outlined the threat of climate change, and the increasing danger from carbon emissions. The boards must reorient themselves so that the climate change does not hit the world food supply. The boards must reset targets and ensure internal reporting. “Some megatrends compel sustainability-demographic change, shifting global power, rapid urbanization”. Ms. Blamey stressed the need to demystify Sustainability and avoid jargon. The CSR professionals must be organized, so that they can persuade boards to achieve sustainability goals. The next session was again a panel discussion on the sub-theme of 'Corporate Fraud, Audit and Vigil Mechanism'. It was chaired by Mr. Anthony Harbinson, FCCA, President, Association of Chartered Certified Participants with ICAEW Deputy President Mr. Andrew Ratcliffe Accountants (ACCA) and former Chair, (CCAB), UK. The other panelists were Mr. Andrew Ratcliffe, Deputy - President, The Institute of Chartered Accountants in England & Wales (ICAEW) & Sr Partner, PricewaterhouseCoopers LLP, Mr. Peter Van Veen, Director, Transparency International, UK, Dr. A S Durga Prasad, President, the Institute of Cost Accountants of India, Prof Colin Coulson-Thomas, Chairman, Audit and Risk Committee, United Learning, UK and Mr. M. P. Vijay Kumar, Chief Financial Officer, Sify Technologies Ltd., India. Mr. Harbinson guided the discussion on the increasing corporate fraud and the need for a very alert vigil mechanism. Mr. Ratcliffe stressed the importance of preventive checks for minimizing fraud. He mentioned the necessity of advertising a Code of Conduct for the organizations. “Preventive measures are the first step”. Mr. Peter Veen stated that Participants at Welcome Reception
22 Participants with Rt. Hon. Lord Rana & Rt. Hon. Sir Richard Needham The Rt. Hon. Baroness Verma (L) presenting a bouquet to H.E. Mr Ranjan Mathai, High Commissioner of India to UK. The Rt Hon Lord Swraj Paul and Lt Gen J S Ahluwalia can also be seen. corruption is a global phenomenon. For this purpose, there should be a community, the Parsis of India, doing charity beyond compare. This is the 'Bribe Payers Index'. He also outlined the broad provisions of the latest way to eventual success. CSR should be more of an instinct, rather than UK Bribery Act. Dr. Prasad stressed the importance of providing imposed from above. Ms. Moore outlined the need for evolving a global protection to whistle blowers. The senior management must always strategy for a 'smarter planet'. She stressed the importance of building a 'walk the talk' in this connection. Prof Colin Coulson-Thomas highlighted 'Corporate Service Corps', as a fulltime occupation. Mr. Elman listed 55 the wide gap between rhetoric and reality, and pointed out that most of charities globally (in 2007) as involved in having a global perspective. This the government systems are frail. Mr. Kumar said that it would be was plan 'A', and there can be no plan 'B'. There should be a target fixing in desirable for organizations to own up all such cases. Corruption can't be each area of activity, especially for 'carbon neutrality'. Ms. Longley stated fully eliminated but can only be minimized. that CSR is good for business and makes for a 'Responsible Business'. It The last plenary session of the first day was on the sub-theme of 'CSR as a should cover the entire organization, and not be limited to a single Tool for Sustainable Development'. It was a high-powered panel, chaired department. Dr. Boikova similarly stressed that CSR needs to be taken to by Mr. S. Chakraborty, Chief Executive, Innovative Financial Advisors, new heights. There is an uneven distribution of global wealth, which India, Lord Karan Bilimoria, CBE, DL , Founder, Cobra Beer & Chairman, makes it imperative for CSR to be given due weightage. Mr. Ellis stressed Cobra Beer Partnership Ltd, UK who delivered the Special Address. The the importance of charitable initiatives. He added that it is important to other panelists were Ms.Celia Moore, Director, Corporate Citizenship measure CSR. and Corporate Affairs, EMEA, IBM UK & Chair, CSR, Europe, Mr.Adam The main event of the second day was the 'Golden Peacock Awards Nite'. Elman, Global Head of 'Plan A' Delivery, Marks and Spencer plc (M&S), The Rt. Hon. Theresa May, MP, Secretary of State for the Home Ms. Anita Longley, Director of Corporate Responsibility, 'RWE npower' Department, Govt. of UK and the Home Minister in the Cabinet of Prime and Board Director at Corporate Responsibility Group, UK, Dr. Tatyana Minister David Cameron graced the function as the Chief Guest. She Boikova, Associate Professor, European Studies Department, Baltic presented the famed 'Golden Peacock Awards' for Corporate International Academy, Latvia and Mr. Richard Ellis, Director of Group Governance, Sustainability and Innovation Management. Both Global CSR, Alliance Boots, UK. and National Awards, were presented. Mr. Chakraborty quoted Mahatma Gandhi, the Father of Indian Nation, The Rt. Hon'ble Ms. May also conferred the IOD's Distinguished that CSR can be enforced more by example and not by muscle power. CSR Fellowship Award on Mr. Gopichand P. Hinduja, Co-Chairman, Hinduja must involve all levels, especially the labour force. “Sustainability does Group of Companies. He was honoured for his public service, and the first not lead to decrease in profits”. Lord Bilimoria gave out the philosophy of NRI investor in India who turned around a sick Indian company (Ashok his Cobra Group, that it is better to fail doing the right thing, than to Leyland) into one of the most successful industrial enterprises in India succeed by doing wrong things. He outlined the philosophy of his today. He received the Fellowship in person.
Prof Paul Boyle, Vice Chancellor, University of Leicester delivering the theme address S. Chakraborty, Chief Executive, Innovative Financial Advisors delivering the special during the Opening Session of London Global Convention 2014 address during the Opening Session of London Global Convention 2014.
23 Keynote Session on 'Global perspectives on Corporate Governance', L to R :- Simon Plenary Session on 'Corporate Governance : Boardroom Leadership', L to R : - Sue Osborne FCIS, Chief Executive, The Institute of Chartered Secretaries and Administrators Almond, Director - External Affairs, ACCA, Dr Sabine Dembkowski, Managing Partner, (ICSA), UK, Dr Mohan Kaul, Executive Chairman, Commonwealth Investment Corporation, UK, Jessica Fries, Executive Chairman, The Prince's Accounting for Sustainability Project Better Boards Ltd., UK, Sunil Kant Munjal, Lord Michael Hastings, Global Head of (A4S), Dr. R. Seetharaman, Group Chief Executive Officer, Doha Bank, Qatar and Ian Ball, Citizenship, KPMG International, Atul Temurnikar, Co-Founder & Executive Chairman, Chairman of the Working Group & Board Member, International Integrated Reporting Global Schools Foundation, Singapore and Dr. Jeremy Pearce, University of Lincoln, UK Council (IIRC)
The Rt. Hon'ble Ms. May also conferred the Leadership Award on the Hon. Sir Richard Needham, Chairman, Golden Peacock Global Awards eminent Indian industrialist, Mr. Shiv S. Nadar, Founder and Chairman, Jury and Chairman, Advisory Group, Stern, UK and Vice Chair, NEC Hindustan Computers Limited. He was honoured for the world's first 8- Europe, Mr. Nikhil Sahni, Senior President, Govt Relationship bit microprocessor-based computer, the first Relational Database Management, YES Bank Limited, India, The Rt. Hon. Baroness Verma Management System, client- server architecture in 1984, world's first and Hon'ble Mr. Alok Sharma, Member Parliament for Reading West, fine-grained multi-processor UNIX installation. The Award was received House of Commons, UK. personally by his daughter, Ms. Roshni Nadar Malhotra, Executive The Rt Hon Shailesh Vara MP, Parliamentary Under-Secretary of State, Director and the CEO of HCL Corporation who had flown in all the way to Ministry of Justice, Govt of UK was the Special Guest at the Awards London from India. Ceremony. The Rt. Hon'ble Ms. May also conferred the Entrepreneur Leadership Sir Richard delivered the Welcome Address. Mr. Nikhil Sahni elaborated Award on the eminent Indian Ms. Shahnaz Husain, Padma Shree, CMD, on the efforts of his bank, i.e. YES Bank towards promoting fair and Shahnaz Husain Group of Companies, India. She was recognized for transparent lending practices, and the special efforts towards customer introducing the traditional Indian wisdom, as contained in the Ayurveda care. to the world. Ms. Husain and her family had flown all the way to London, to receive this Award, in person. She was accompanied by her relations Hon'ble Mr. Alok Sharma MP also addressed the gathering. He equated and senior executives of her Group. sustainability with culture. He stressed the need for gain & equitable treatment for all those who serve in organization, and singled out the The Rt. Hon'ble Ms. May addressed the large international gathering on banking sector where the differential in the remuneration package was the importance of such initiatives, to promote closer UK- India co- huge, and growing amongst the higher & lower echelons. operation. She informed the international gathering that as a result of such initiatives by Indian organizations like IOD, India, her government The Awards Nite concluded with presentation of Golden Peacock had decided to introduce super-fast visa processing for India, which Awards, both to Global and National winners, amongst business and would process all urgent Visa applications in 24 hrs. industry. The citations for the Awards were read by Dr. Graham Wilson, the eminent management expert, UK working on Leadership The Rt. Hon'ble Ms. May informed the international gathering that UK Organizational Development at Oxford, UK. had emerged the single largest investor in India, where the total investment now stand at 16 billion pound, an impressive figure. Both Amongst the Global winners who won the Award, were senior countries have historical business and trade ties, and shared common representatives of business and industry from UK, USA, France, Saudi liberal, democratic values. Arabia, Portugal, Japan, South Africa, Thailand, Qatar, UAE etc. The list of such winners is mentioned in detail separately in this issue. A list of The other dignitaries who spoke at the Awards ceremony included Rt. Indian winners is also mentioned separately in this issue. The Awards Nite concluded with a formal Banquet for all the distinguished VIPs, speakers, delegates and their families. Third Day – 30th October, 2014 The Convention on 30th October, 2014 commenced with a Morning Session address by Prof David J. Maguire, Vice Chancellor, University of Greenwich, UK. The sub-theme was 'Strategizing Sustainability & CSR: Leadership & Lessons Learnt'. Prof. Maguire dwelt at length on 'Good Governance in Higher Education for Sustainable Success'. He stressed that Human Rights must form a part of CSR. He outlined the concept of “Food Miles” to drive home the point that people must be encouraged to buy local produce for Sustainability. This will reduce the increasing stress on environment, through unnecessary transportation, fuel costs etc. Sunil Kant Munjal and Lord Michael Hastings after the session. Also seen Lt Gen J S Ahluwalia
24 “Meet the needs of the present generation without compromising the needs of the next generation”. The Special Address was followed by case study presentations by the winners of the GP Awards for Sustainability Excellence. The senior management of the following Indian companies gave their case study presentations: I) Hindustan Coca-Cola Beverages Pvt. Ltd. ii) Mahindra & Mahindra Ltd. iii) State Bank of India Plenary Session on 'The Role of the Board in Promoting Sustainability', L to R : - Jon iv) GlaxoSmithKline Consumer Healthcare Ltd. Williams, Partner-Sustainability & Climate Change, PwC, S Y Siddiqui, Chief Mentor, Maruti Suzuki India Ltd., Tim Balcon, Chief Executive, IEMA, Maxine Mawhinney, BBC TV v) Oil & Natural Gas Corporation Ltd News Anchor & Presenter, UK, Rt Hon Patricia Hewitt, Dr. Santrupt Misra, CEO, Carbon Black Business and Director, Group HR, Aditya Birla Group, India and Claudine Blamey, vi) YES Bank Limited Chair, Institute of Corporate Responsibility and Sustainability, UK The next Plenary Session was a high-powered panel discussion on the sub-theme of 'Principled Corporate Governance: A Game Changer'. It Vimal Wakhlu, Chairman & Managing Director, Telecom Consultants was Chaired by Dr Larry Taylor, PhD, Board Member, NACD, USA & India Ltd., India, Mr. Michael Parker, Co-Founder & CEO, Parkers Imports Chairman of the Board, the Creighton Group Inc., California, USA. He & Exports Ltd, UK, Ms. Sharon Constancon, Managing Director, Valufin spoke at length on the 'The New Breed of Independent Corporate Ltd., UK, Dr Shaheena Janjuha-Jivraj, Associate Professor, Henley Directors and the Tone-at-the-Bottom'. The other co-panelists were Mr. Business School, Co-founder Boardwalk and Mr. Mohammad Abdullah Yusuff, Chairman, Pakistan Institute of Corporate Governance. Dr. Taylor termed the role of directors of a board as a “higher calling”. He added that the Independent Directors must pledge allegiance to protect the free market capitalist system. The board must be of the right size, as “overboarding” causes problems for the organization. Mr. Wakhlu cited the example of 100 million telephones installed in India but questioned it's Sustainability. The import of its equipment etc. makes it unsustainable. Mr. Parker stated that banking was the first industry which necessitated the need for regulators. This nearly caused the biggest collapse in Western civilization, by a policy of limitless bonuses and tax free perks etc. Ms. Constancon cautioned against “overboarding” and multiple boards, where Independent Directors are taking on responsibilities in excess of their capacities. Dr. Jivraj was of the opinion that a compulsory quota on gender basis is not desirable. Boards should be gender neutral, and it is important to recruit only the right Plenary Session on 'Corporate Fraud, Audit & Vigil Mechanism' L to R : - Prof Colin Coulson- Thomas, Chairman, Audit and Risk Committee, United Learning, UK, Dr. A S Durga candidate. Dr. Abdullah stated that there should be separate rules for Prasad, President, The Institute of Cost Accountants of India, Andrew Ratcliffe, Anthony public sector boards regarding the Independent Directors. The Harbinson, FCCA, President, ACCA, M. P. Vijay Kumar, Chief Financial Officer, Sify Technologies Ltd., India and Peter Van Veen, Director – Business Strategy, Transparency employees must also have a representative on the board. The post of International Chairman and CEO should preferably be split. The second Plenary Session of the day was again a panel discussion on a topical subject and sub-theme: 'Emerging Role of Company Secretaries in the Boardrooms'. It was Chaired by Prof Andrew P Kakabadse, Professor of Governance and Leadership, Henley Business School, the University of Reading. The other co-panelists were Carina Wessels, President, Corporate Secretaries International Association, Mr. R. Sridharan, President, The Institute of Company Secretaries of India (ICSI), Mr. Rajeev Jain FCS, CEO, GVK Mumbai International Airport, India, Mr. Peter Swabey, Director – Policy & Research, the Institute of Chartered Secretaries and Administrators (ICSA), UK and Mr. Lalit Jain, Senior Vice President and Company Secretary, Jubilant Life Sciences Ltd, India. Prof. Kakabadse steered the discussion on the vital role of the company secretary in running the board. He stressed that it is the company Plenary Session on 'CSR as a tool for Sustainable Business Development', L to R:- Dr. Tatyana Boikova, Associate Professor, Baltic International Academy, Latvia, Anita secretary that maintains the boardroom integrity and ethics. Ms. Carina Longley, Director of Corporate Responsibility, RWE npower, UK, Adam Elman, Marks and stated that though the company secretary is entrenched in law, but his Spencer plc, S. Chakraborty, Chief Executive, Innovative Financial Advisors, India, Lord Karan Bilimoria, CBE, DL , Founder, Cobra Beer, Celia Moore, Director Corporate role is still evolving. Worldwide, the company secretary is termed as the Citizenship and Corporate Affairs, EMEA, IBM UK and Richard Ellis, Director of Group “gatekeeper” of Good Corporate Governance. Dr. Sridharan described a CSR, Alliance Boots company secretary as the conscience of the board. His role has been
25 Eminent guests on the dais during the Golden Peacock Awards Nite, L to R.: Nikhil Sahni, The Session on 'Principled Corporate Governance: A Game Changer', L to R:- Dr Larry Taylor, Board Rt Hon Alok Sharma, Member Parliament for Reading West, UK, Lt Gen J S Ahluwalia, The Rt Member, NACD, USA, Vimal Wakhlu, Chairman & Managing Director, Telecom Consultants Hon Theresa May MP, Secretary of State for the Home Department, Govt. of UK, Rt. Hon. India Ltd., Michael Parker, Co-Founder & CEO, Parkers Imports & Exports Ltd, UK, Sharon Baroness Verma, Rt. Hon. Sir Richard Needham and The Rt Hon Shailesh Vara MP, Constancon, Managing Director, Valufin Ltd., UK, Mohammad Abdullah Yusuf, Chairman, Parliamentary Under-Secretary of State, Ministry of Justice, Govt of UK Pakistan Institute of Corporate Governance and Dr Shaheena Janjuha-Jivraj, Associate Professor, Henley Business School
recognized as a compliance professional and main advisor to the Board, promote competition and make markets work'. Mr. Jones traced the according to the new Indian Companies Act, 2013. This is unique for history of regulation, and how it had influenced the behaviour of India. Mr. Rajeev Jain described the new Indian Companies Act, 2013, as corporates. He also mentioned the failure of regulation leading to the path-breaking. He added that the role of company secretary is not only collapse of the global economy in 2008-09. The FCA is the watchdog of evolving, but is also widening. Mr. Swabey described him as the “eyes corporate ethics, and without its existence, good corporate governance and ears” of the CEO and the Board. He described him as a polymath, would not be possible. Hid rule should be predictable but he should let it whose role is growing. Mr. Lalit Jain pointed out that the role of a be thrown that penalty would be severe. company secretary is pivotal, because he has to uphold not only law but The next plenary session was a panel discussion on the sub-theme also professional ethics, culture and ethos of the organization. 'Corporate Governance and Business Ethics'. Ms. Sue Milton, Corporate The next session was a Special Session organized to enable the Governance Lead, Incoming Thought Ltd, UK and former Advisor at Bank international gathering to hear and interact with two of the top thinkers of England chaired the discussion. Mr. Paul Moxey, Head of Corporate in Europe today. Professor Sir Andrew Likierman, Dean, London Governance and Risk Management, ACCA, UK & Visiting Professor at Business School (LBS), UK delivered his erudite address on the sub- London South Bank University, delivered the Special Address on the sub- theme – 'Measuring the Success of the Board'. Sir Andrew stated that all theme 'Creating Value through Governance- towards a new boards are not the same, but country-specific and culture-specific. The Accountability'. The other senior co-panelists were Mr. Rakesh first task before the board is to identify emerging markets and business. Chaudhry, Senior Director, IILM Institute for Higher Education, Delhi, Secondly, to build good stakeholder relationships, especially in India, Ms. Sue Kean, Chief Risk Officer, Old Mutual Group, UK, Mr. Sunil organizations of 'founding families'. Rather than have permanent Bahri, CEO, Kaizensox Business Excellence, Dubai , UAE, Dr Rosamund committees for various tasks, it would be desirable to have ad-hoc Thomas, Director, Centre for Business and Public Sector Ethics, UK and committees. Thirdly, the board members must be encouraged to think Prof. Vlatka Hlupic, Professor of Business and Management, University strategically, and challenge constructively. Lastly, a system must be in of Westminster , UK. place to have an independent board evaluation. Ms. Milton stressed the importance of encouraging new ideas and The second eminent speaker at the Special Session was Mr. John opinions in the boardroom. The brand and the product must match, so Griffith-Jones, Chairman, Financial Conduct Authority (FCA), UK. He that the organization earns credibility. Mr. Moxey cautioned against the spoke on the sub-theme: 'Corporate Governance & Sustainability- to growing complexity of corporate governance. The boards must be
Plenary Session on 'Emerging Role of Company Secretaries in the Boardrooms', L to R: - Prof Andrew P Kakabadse, Professor of Governance and Leadership, The University of Reading, Carina Wessels, President, CSIA, R. Sridharan, President, ICSI, Rajeev Jain, CEO, John Griffith-Jones, Chairman, Financial Conduct Authority and Prof Sir Andrew GVK Mumbai International Airport, India, Peter Swabey, Director – Policy & Research, Likierman, Dean, London Business School ICSA, UK and Lalit Jain, Senior Vice President and Company Secretary, Jubilant Life Sciences Ltd, India
26 Plenary Session on 'Corporate Governance and Business Ethics' L to R:- Paul Moxey, Plenary Session on 'Embedding CSR and Ethical Ethos in the Boardroom', L to R :- Head of Corporate Governance, ACCA, Rakesh Chaudhry, Senior Director, IILM Institute Charlotte Palmer, Peterborough City Council, UK, Ajay Poddar, Managing Director, for Higher Education, India, Sue Kean, Chief Risk Officer, Old Mutual Group, UK, Sue Syenergy Environics Ltd., India, Paul Palmarozza, Partner, Principled Business, UK, Milton, Corporate Governance Lead, Incoming Thought Ltd, UK, Sunil Bahri, CEO, Professor Dame Julia King, Vice-Chancellor, Aston University, Michael Spanos, Kaizensox Business Excellence, Dubai , UAE, Dr Rosamund Thomas, Director, Centre for Managing Partner, Global Sustain and David J Brunnen, Director, Foundation for Business and Public Sector Ethics, UK and Prof. Vlatka Hlupic, Professor of Business and Management, University of Westminster , UK Information Society Policy, UK assessed to ensure that they encourage value creation. The main focus of panelists were Ms. Charlotte, Future City Manager, Peterborough City the board must be to develop a long-term perspective and to involve Council, Mr. Vincent Neate, Partner, Climate Change & Sustainability, institutional shareholders in its long-term vision. Mr. Chaudhry KPMG LLP, UK, Mr. Ajay Poddar, Managing Director, Syenergy Environics explained that the question of Sustainability can be understood only Ltd., India, Mr. Paul Palmarozza, Partner, Principled Business, UK and Mr. through a well thought-out plan on a general basis. He gave the example Michael Spanos, Managing Partner, Global Sustain, Greece. that the individual states in India use more water for farming than Israel, Prof. Dame King led the discussion on the need for embedding CSR in the with less productivity. All the levels of management must be involved in boardroom, and promoting 'ethical ethos'. She stressed the immediate the issue of Sustainability, and the organization must have overall goals. importance of the CSR agenda for all organizations. Mr. Brunnen spoke in Ms. Keane emphasized the importance of a 'Code of Conduct', which the context of 100 smart cities to be developed in India, and the should be embedded 360 degrees in the organization. The approach importance of the idea. To achieve this objective, it is important to should be 'top down', and feedback should be a continuous process. Mr. unleash the power of municipalities and local government. “We need Bahri cited the 'seven principles' of the traditional Japanese art of not wait for a crisis but make use of collaborative advantage”. Ms. management including contribution to society, fairness and honesty, Charlotte gave out the concept of “open city”. She emphasized that it is team spirit, relentless improvement, courtesy, adaptability and important to involve people with ideas and keep all the data in the public gratitude. “Good Governance Follows Good Ethics”. Dr. Thomas domain. Mr. Poddar gave out the concept of 'sick building syndrome'. He emphasized the importance of having competent and capable women stressed the importance of embedding anti-radiation measures, in CSR. on the board, rather than just women. “Self Regulation is Better Than He also stressed the importance of geo-biology, where 1 % improvement Legislation”. Prof. Vlatka emphasized that boards should display in employees' health led to 4 % improvement in productivity. “Cancer is a leadership, not autocracy. They should move from people-related to disease of location”. Mr. Palmarozza quoted the Bhagwad Gita, which is process-related issues. The management should move from “people to the Sacred Book of ancient India. He explained that best business is value purpose”. based. He also quoted the Dalai Lama, to say that “greed is addictive”. The last session was a Panel Discussion on the sub-theme 'Embedding “Money has replaced morals”. He mentioned Mahatma Gandhi as a CSR and Ethical Ethos in the Boardroom'. It was chaired by Professor model of leadership. Mr. Spanos stressed the benefits of collaboration Dame Julia King, DBE FREng, Vice-Chancellor, Aston University. The between organizations and all stakeholders. We must respect both Special Address was delivered by Mr. David J Brunnen, Director, natural and human capital and “Optimize, not maximize shareholder Foundation for Information Society Policy, UK. The other high-level value”.
Institute of Directors, India signed MoU with Global Organization of People of Indian Prof Colin Coulson-Thomas, Dr. Graham Wilson, Leadership & Origin (GOPIO) Director General - UK & Europe Operations Organization Development ,OXFORD, UK IOD, India
27 invaluable time to address the international gathering and enco internationalgatheringand the address to invaluabletime iitr ai Cmrns aie, ot o U. h hd prd h spared had She UK. of Govt. Cabinet, Cameron's David Minister f tt fr h Hm Dprmn, aie Mnse i te Prime the in Minister Cabinet Department, Home the for State of greetings and sincere regards to Mawhinney, He especially thanked the BBC, which was representedby was which BBC, the thanked especially He support extended by many organizations in UK and Europe. their overwhelming support. He particularly mentioned the partn delegates, participants and winners of the Golden Peacock AwardPeacock Golden the of winners and participantsdelegates, Lt. Gen. Ahluwalia in his concluding remarks thanked all the sp the all thanked remarks concluding his in Ahluwalia Gen. Lt. talent in the boards, from all over the globe. recruitment of key personnel must widen the ambit, to bring in odn Se ae h iprat on ta cmais n their in companies that point important the made She London. opietd h ID Ida o ognzn ti lnmr event landmark this organizing for India IOD, the complimented t Hn Brns Vra n e Vldcoy drs oc again once Address Valedictory her in Verma Baroness Hon. Rt. policy”. growth and development. “Innovation is not merely R&D, but an o businesses, and this way it can supplement government efforts t f nutis Ida H sae ta CR s lo motn for important also is CSR that stated He India. Industries, of MIMA, MIMA, FWAT, a leading industrialist and Chairman of the Aravind special address was delivered by Dr.MFP by deliveredV.Phd, was addressMBA, Aravind, special ae u a re Smay f h Cneto Rcmedtos A Recommendations. Convention the of Summary brief a out gave Director General - UK & Europe Operations Institute of Director of InstituteOperationsEurope & UK - GeneralDirector hie b R. o. aoes em. rf oi Coulson-Thomas, Colin Prof Verma. Baroness Hon. Rt. by chaired The last session of the concluding day was the Valedictory Sess NATIONAL SPACE CENTRE BBC TV News Anchor & Presenter,& NewsAnchor TV BBC extendedHe warmUK. Interactive SessiononAsianBusiness Community the Rt Hon Theresa May MP, In front ofNationalSpaceCentre–StudyTour to University of Ms. ion. It was Secretary
the best Maxine owards s, India s, eakers, uraged Group (USA), ership verall small s for s er in
The delegates were addressed by The afternoon was devoted to devoted was afternoon The Centre, and conducted around the space museum. After a working lunch, the delegates were escorted to the Natio Huddersfield and Huddersfield rfso o Lgsis n Spl Can aaeet University Management, Chain Supply and Logistics of Professor oni. h dtie peettos ee ae by made were presentations detailed The Council. hi, ecse Ain uies soito, n Id Biih T British Indo and Association, Business Asian Leicester Chair, The next round of presentations was chaired by chaired was presentations of round next The management strategies for boardroom structures. h iprac o etrrs ad eerh a as o te role the on also as research, and enterprise of importance the Management, University of Leicester.Management,Universityof gatherithe addressedThey r Ptr Jackson Peter Mr. Ms. Elain Crewe, Elain Ms. address and others who addressed the gathering include Prof.Ab include gathering the addressed who others and address Boyle Vice-Chancellor of University of Leicester Pro-Vice Chancellor(Enterprise), University ofLeicester. Guests of the University and received by University of Leicester, at Leicester city. All the delegates w The last day event on 31 October was a Business Study Tour of t of Tour Study Business a was October 31 on event day last The orhDy–3 Fourth October,Day 2014 – 31 guidance and unstinted support all throughout. He also expressed his sincere thanks to Baroness Verma for her Boards for Tomorrow'. IOD, India to carry forward it's continuing mission of 'Buildin of mission continuing it's forward carry to India IOD, Participants arrive forParticipants theNetworking Lunch atNationalSpace Mr.Lall Anil Head of Continuing, Professional Development, and Development, Professional Continuing, of Head st Poesr f c ad taey Sho of School Strategy, and Eco of Professor , Leicester st , Engineering Manager,Group(TBC).Engineering Axis , MIRA Technology Park Enterprise Zone. EnterpriseTechnology Park MIRA Mr. Terry Spall Professor Andy Abbot delivered the welcome , Commercial Director, Mr. Uday Dholakia, Uday Mr. r Smr Dani, Samir Mr. Professor Paul ere treated as Centre nal Space constant , Deputy g Better g ng on ng rade bot, 28 he of of A group of participants during the Business Study Tour to University of Leicester
MIRA, Ms. Helen Atkinson, Professor and Head of the School of The speakers and the delegates from as many as 16 countries, thanked Engineering, College of Science and Engineering, University of Leicester the IOD, India for the very educative and interesting 4 days Convention, and Mr. Paul Monks, Professor of Atmospheric Chemistry and Earth and expressed the hope that this annual event would be repeated in Observation Science, Department of Chemistry, University of Leicester. London next year also, on a still bigger scale. They all made detailed presentations on MIRA Technologies and how it Compiled by had fostered high-tech industries in UK and elsewhere. The delegates were back to London by 6 PM. Ashok Kapur IAS (retd.) , Director General, Institute Of Directors
Participants gather prior to the Interactive Session at the University of Leicester Ashok Kapur IAS (retd.) , Director General, Institute Of Directors, India
Special Thanks to Sponsors & Partners
Presenting Sponsor Principal Sponsor Gold Sponsors
Silver Sponsors Associate Sponsors
Welcome Reception hosted by Associate Partner Business Study Tour University Partner Online Media Partners To The City Of Leicester (Global Business Meet)
The Institute of Chartered Accountants in England and Wales
Associate Partners (Academics) Associate Partners (Supported By)
The Institute of Cost Accountants of India
29
IOD India and the ICAEW sign a MoU to work together
The signing took place at the historic Chartered Accountants' Hall in central London, and was attended by Andrew Ratcliffe, Deputy President at ICAEW, Vernon Soare, Executive Director at ICAEW, Jean Ettridge, Head of International Affairs atICAEW IOD India and the ICAEW signed a Memorandum ICAEW works closely with the Institute of andLt General J S Ahluwalia, of Understanding on 28 October 2014. The Chartered Accountants of India (ICAI). ICAEW is President, IOD India, Manoj K Raut, CEO, IOD India, and organisations agreed towork together and explore proud to have a significant number of students in Professor Colin Coulson-Thomas, further collaborative opportunities to drive higher India through an active CFAB and ACA programme Director General-UK & Europe, IOD India. standards of transparency and integrity in as well as the Exclusive Scholarship Programme business governance. run with the support of corporations Grant Andrew Ratcliffe, Deputy President, ICAEW said Thornton, KPMG, Tata, HDFC, Mahindra and PwC. “IOD India and ICAEW have much incommon. We Founded in the UK in 1880, ICAEW supports, both believe in raising quality in corporate develops and promotes over 142,000 chartered governance. We are both committed to reducing accountants in more than 160 countries fraud and corruption. We are both strong worldwide. ICAEW provides qualifications and proponents of free trade, of removing restrictive professional development across accountancy, practices andproportionate regulation. finance and business. The ACA is one of the most The history of ICAEW with India goes along way advanced learning and professional development back as the large stone panelthat runs along the programmes available; 83 of FTSE 100 side of the Chartered Accountants' Halldepicts.So I companies have at least one ICAEW Chartered can say that India is literally part of the very fabric Accountant on their board and98% of the Best of Chartered Accountants' Hall”. Global Brands employ ICAEW Chartered Accountants. In addition to this new relationship with IOD India,
31
CSR in Sanitation- article A perspective
CSR in Sanitation- A perspective
* Deepak Balan
The World Health Organization (WHO) and United Nations Children's rural areas are caused due poor water and sanitation facilities. Fund (UNICEF) estimate more than 620 million people practicing open • Almost 1500 children die every day from diarrheal diseases. defecation in India which accounts to nearly half the population. In a As per the 2011 Census, the rural population accessing the toilet country like India, where more than 70% live in villages and among that facilities is only 32.70%. The Ministry of Drinking Water and Sanitation 26% of them live below the poverty line hence ensuring basic hygiene oversees the Nirmal Bharat Abhiyan (NBA). The objective of NBA was to for everyone is a task. Poor sanitation affects the health of the people accelerate the sanitation coverage in the rural areas. NBA envisages and overall development of the nation. covering the entire community for saturated outcome with a view to The enormous problem of open defecation is prevalent among all socio- create Nirmal Gram Panchayats. The Honorable Prime Minister Mr. economic groups in rural and urban areas in India, though the bottom Narendra Modi announced the Swacch Bharat Campaign on 2nd two-wealth quintiles bear the heaviest burden. This well-established October, 2014. This campaign intends on becoming a mass movement traditional behaviour is deeply which looks at cleanliness. The PM said that the pursuit of cleanliness As per the guidelines on ingrained through a practice, can be an economic CSR, all profit making which is transferred through activity, contributing in Private as well as Central In February , MCA had amended generations. The vulnerable growth of GDP, reduction Public Sector Enterprises Schedule VII of the Companies and marginalized pay the in healthcare cost and a including Maharatna CPSEs highest price especially source of employment. Act, 2013 and a final set of CSR are required to select CSR women, who are the most The aspect of linking activities were outlined. These activities and to undertake affected by lack of proper cleanliness to tourism and included activities for improving them in a project mode and sanitation. For instance, a global interest is visionary. sanitation -donations to Swach are required to allocate a large number of girls drop out The 'Swacch Bharat budget mandatorily through Bharat Kosh now fall in this of school because of a lack of Abhiyan' plans to make a Board Resolution as a segment, whereas donations separate toilets in the school India Open Defecation percentage of previous towards the Clean Ganga for girls. Only 22% of them Free (ODF) by 2019. This years' net profit in the Fund qualify as an `activity for manage to complete class of 8 also involves bringing a following manner (Para. conservation of natural or 10. The major reasons cited behavioral change & 1.5.1 of Guidelines on for open defecation includes change in mindset of 590 resources and maintaining the Corporate Social extreme poverty (the inability Million persons in rural quality of water'. Responsibility and to afford toilets), landlessness areas, who still defecate in Corporate head honchos have and tenants in housing Sustainability for Central st open. This campaigns responded enthusiastically to without toilets, and deep- Public Sector Enterprise, 1 success is dependent on the Swach Bharat campaign and rooted cultural and social April 2013 the community who need have cleaned public places. CSR norms that have made open defecation acceptable. to play a key role. In experts feel that both these Poor sanitation costs India heavily with an increasing number of addition to collective funds -Swach Bharat Kosh and patients which thereby hampers the economy in terms of productivity action which needs to be Clean Ganga Fund - could attract losses and high expenditure on public health care. The World Bank furthered by the approximates India's GDP stand at 1.3 trillion dollars which is currently Government, corporation sizeable donations from India ranked 11th in the world. The need of the hour is to reduce the expenses and the civil society. Inc. Donations are also a hassle- incurred due to illnesses caused by lack of proper sanitation facilities. It Government of India has free way of meeting CSR is estimated that close to 88% of the total disease load in rural areas is decided to work obligations, according to experts. due to poor water and sanitation services, especially improper solid collectively on the issue of ( The Times of India - and liquid waste management. Even with technological advancements, sanitation and bring it to 28/10/2014) supply of clean water to rural areas remains to be a challenge in India. centre stage. Even with Some of the shocking facts supporting this claim include:- past efforts this problem
• Five of the ten top deadly diseases among children (1-14years) in persists which is symbolic Continued to page: 37 33
Emerging Role of article Company Secretaries in the Boardrooms
Emerging Role of Company Secretaries in the Boardrooms * Rajeev Jain FCS
A Company Secretary occupies a unique position in corporate world directors on all matters relating to governance. To maintain corporate where his office remains key point of contact for Board of directors and boardroom integrity and ethics, CS is required to adopt a pragmatic for entire organisation. Company Secretary bridges the gap between approach and should remain open to consider all available the boardroom and the executives, with privileged access to both and is avenues.The role of a Company Secretary, is crucial, since he acts as a a “Secret Keeper” of the Board having access to all information relating facilitator in the entire corporate governance process to ensure that the to business of a Company. corporate entity is run on sound governance principles and practices.
Earlier, role of a Company Secretary was limited to conducting Board Anti money laundering and anti terrorism financing and Shareholders meeting and keeping record of the same with added The role, functions and responsibilities of a Company Secretary as a key on responsibility of ensuring Statutory Compliances. By doing so, functionary in the corporate hierarchy has become more significant sometimes his position was misunderstood as clerical position. with the process of liberalisation and globalisation which has ushered Gradually with increasing demands on Board and Management due to in a large inflow of foreign capital compounded by the unprecedented increased focus on corporate governance, CS profession has got a economic growth and consistently improving performance of the renewed recognition and greater visibility. Company Secretary is now corporate sector. required to be more outward-looking, interacting with major Being Compliance person, a Company Secretary has a big role in stakeholders, proxy advisor to Board and Management in major setting upchecks and balancesand ensuring control within the decisions and in day to day affairs of the Company. organization so that transaction undertaken with the clients /firms In India, the Companies Act, 2013 has come into force recently does not have any element of money laundering.It is necessary to replacing six decades old Companies Act. The new Act puts develop policy, procedure and internal environment/awareness to responsibility of self-compliance and self-regulation on the shoulders curb/eradicate Money Laundering from the financial system of the of the Board and Key Managerial Personnel (KMP). Now Company Company. Company secretary can educate the team to create Secretary is also a KMP alongwith Executive Directors, CEO and CFO. awareness and guiding on the steps to be taken to prevent money CS professionals are swiftly transforming into governance laundering and terrorism financing within the system of organization. professionals. Integrating corporate governance into company's operations The role of Company Secretary is now centered around three core The main reasons for upsurge of Corporate Governance are economic areas: liberalization and demand for new corporate ethos and stricter • guiding the board members, collectively and individually, with compliance with laws of the land coupled with demand for greater respect to their duties and responsibilities; accountability of companies to their stakeholders.The issue of • ensuring that organization is complying with the law of the land; corporate governance has been in the realm of public discussion for has highest level of Corporate Governance and; more thantwo decades when it started with the report of Cadbury Committee on the financial aspects of Corporate Governance in UK. • communication between the Company and stakeholders In India, SEBI has appointed the committee on Corporate Governance The role of CS is now shifted from administrative to managerial on May 7, 1999 and thereafter various committees were set up to bring Maintaining corporate boardroom integrity and ethics transparency in corporate functioning specially where public money is involved. A large number of recommendations of all these committees It is true said that a corporation has no conscience; but a corporation of have been brought in the statues by the market regulator and today conscientiousmen is a corporation of conscience. they have becomeregular corporate practices. With the Ethical and disciplined corporate behavior with transparency and implementation of Companies Act, 2013 many of the adequate disclosures are foundations of boardroom integrity. A requirementshitherto applicable to listed public limited companies Company Secretary acts as advisor to the board and each individual have been made applicable to big size unlisted public limited 35 companiese.g. appointment of Independent directors, requirement of to be concerned for the wider range of stakeholders- society, audit committee, vigil mechanism, more disclosures in directors' report employees, vendors, board management and government etc. and annual return etc. Role of Company Secretary in guiding the corporate as Transparency, disclosure, accountability and integrity are at the core of change agent the best Corporate Governance practices of any organization. The It is a duty of a Company Secretary to perform when the perception Corporate world looks upon especially Company Secretary to provide changes and come up to the expectation of the regulator, society and the impetus, guidance and direction for achieving best corporate corporation with which he is associated. It is only possible when there is governance practices and this can take into its fold everything from professionalism. A Company Secretaryhas to actin a manner that legal advice on conflicts of interest, through accounting advice and to people dealing with him understand and appreciated that he is a the development of strategy and corporate compliance. professional who has values to bring transformation with ethics. Balancing professionalism and performance in the company The universal clamor for good governance in all forms of human secretaries' roles and functions endeavour has placed enormous premium on the right men and A Company Secretary is primarily a conscience keeper since he women to be in charge and also become change agents and company possessessensitive information about the company/client he is secretaries are poised to become the natural custodians in this associated with. Sometimes he may have to work as a whistle blower monumental task. In India, Companies Act, 2013 has completely while keeping balance between the professionalism and performance. redefined roles, responsibilities and duties of Company Secretary apart A Company Secretary is required to demonstrate his five core values from significantly altering their positions in corporate hierarchy. through performancei.e. reliability, ethics, integrity, ownership and *Rajeev Jain FCS stakeholder-centric. He is not only for the promoter's wellbeing but also CEO, GVK Mumbai International Airport, India
Continuation of Page: 33 of the fact that the Government incentives alone are not enough. The There is a growing sense of Corporate Sector's responsibility towards corporate sector has responded positively to Prime Minister Narendra the community and environment (both ecological and social) in which it Modi's Independence Day call and is building toilets in schools as a part operates by contributing to education, health & sanitation, and social of corporate social responsibility (CSR) programmes. Two of India's programs. The ongoing efforts are significant and intended to have an biggest companies, Tata Consultancy Services and Bharti, committed impact are useful but given the present pace of the programme Rs 100 crore each to build toilets in schools for girls. Coca-Cola said it implementation, the success is difficult to analyze. The campaign hoped to further build on its ongoing sanitation programme to should be used as a platform to understand what the reasons for a lack construct toilets in schools. To promote better human health and of cleanliness are; an insight must be developed which would ensure improve quality of life among people living in rural areas through the Swachh Bharat Abhiyan does not remain slogan. There needs to be improved sanitation measures, including adoption and creation of more work and contribution done from all shareholders, stakeholders Adarsh Gram (model village) for all types of Water and Sanitation and the community to give an opinion on the magnitude of the success. activities is a top priority among the major corporate houses. * Deepak Balan, Fiinovation
THE HEART OF CHANGE Successful large-scale change is a complex affair that happens in eight stages. The flow is this: push urgency up, put together a guiding team, create the vision and strategies, effectively communicate the vision and strategies, remove barriers to action, accomplish short-term wins, keep pushing for wave after wave of change until the work is done, and, finally, create a new culture to make new behavior stick. The central challenge in all eight stages is changing people’s behavior. The central challenge is not strategy, not systems, not culture. There elements and many other can be very important, but the core problem without question is behaviors what people do, and the need for significant shifts in what people do, changing behavior is less a matter of giving people analysis to influence their thoughts than helping them to see a truth to influence their feelings. Both thinking and feeling are essential.
37
WINNERS Golden Peacock Awards HIGHLIGHTS OF A Strategic Tool to Lead the Competition ACHIEVEMENTS 2014
Golden Peacock Global Award for Excellence in Corporate Governance (GPGAECG)
Energias de Portugal, S.A. (EDP), Portugal Sector – Energy Energias de Portugal (EDP) is a part of the group which became the first Iberian company to own significant generating and distribution assets. The company's Board of Directors is assisted by Remuneration Committee, Financial Matters Committee/ Audit Committee, Corporate Governance/ Sustainability Committee, Remuneration Committee, Competitiveness and Performance Analysis Committee and Strategy Committee. Risk is discussed in multiple forums. EDP consolidated earnings before interest, depreciation, tax and
Mrs. Joana Dinis, In-house Lawyer, Comp. Sectt. & Legal amortization (EBIDTA) rose by 7% to 1072 million Euros in FY13. Dept. Energias de Portugal, S.A. receiving the Award
Cummins Inc, USA Sector – Engineering Cummins Inc, USA, is a corporation of complementary business units that design, manufacture, distribute and service diesel and natural gas engines. Board has six standing committees: Executive, Audit, Compensation, Governance and Nominating, Finance, and Safety, Technology and Environment. It considers risk management a top priority. Its overall revenue for FY 2011 was 18.05 Billion USD, an increase of 36% over the previous year. Earnings before interests and tax (EBIT) increased by 54% to 2.56 Billion USD. Mr. Jeremy Berenzweig, Dy. Gen. Counsel - Business Units & Asst. Gen. Counsel - Engine Business Unit, Cummins, Inc. receiving the Award
Visa Inc., USA Sector – Finance Visa Inc. is an American multinational financial services corporation. It facilitates electronic funds transfers throughout the world, most commonly through Visa-branded credit cards and debit cards. 90% of its Board of Directors are Independent Directors; and every member of its Audit and Risk, Compensation, Nominating and Corporate Governance Committees are “Independent Directors”. Board reviews the independence of its members annually. Board exercises its oversight responsibility for risk both directly and through its three
Ms. Janice VandenBrink, Senior Vice President, Visa Europe standing committees. Its operating revenue in FY 2013 was 11,778 million USD. Liaison, Visa Inc. receiving the Award
The Savola Group, Saudi Arabia Sector – FMCG The Savola Group, Saudi Arabia is a private retail group. It is certified to ISO 9001:2008, ISO 22000:2005, and ISO 14001:2004. It has an effective Audit and Risk Management Committee, recommending to the Board the application of new accounting policies. It reviews the financial reporting, considers the effectiveness of Group's internal control system including IT security and supervises Group's internal audit and risk management
Mr. Alnour Ali Saad, Sr. Director – Corporate Governance & function. Board Affairs, The Savola Group receiving the Award
IRPC Public Company Ltd, Thailand Sector – Petrochemical IRPC Public Company Ltd, Thailand has developed commercial production of synthetic biodiesel. In 2013, the Board consisted of 17 Directors, 8 of which were Independent Directors and one Executive Director (President). It has one Woman Director. The Board is assisted by 4 committees viz. Executive Committee, Audit Committee, Nomination and Remuneration Committee and Corporate Governance Committee. Board has defined and communicated enterprise risk management policy to all levels of employees using the framework of ISO 31000 Risk Management Principles and Guidelines. Its revenue from petrochemical products in 2013 was 43550 million Baht. Ms. Monwipa Choopiban, EVP - Corporate Affairs, IRPC Public Company Ltd. receiving the Award 39
Jubilant Life Sciences Limited, India Sector – Pharmaceuticals Jubilant Life Sciences Limited is a public limited company incorporated in 1978 in India. It's Board consists of Chairman and Managing Director (CMD), Co - Chairman and Managing Director (CCMD), Executive Director (Manufacturing & Supply Chain), 5 Non- Exec Independent Directors (55.6%) and 1 Woman Director (11.1%). The company has timely, transparent and regular disclosures. It has a robust whistle-blower policy. The company has a comprehensive corporate sustainability management system. Its total revenue in FY 2013-14 was over 37 billion Mr. Lalit Kumar Jain, SVP & Comp. Secy., Jubilant Life Sciences Ltd. receiving the Award INR.
NTPC Limited, India Sector – Power NTPC Limited is the largest thermal power generating company of India, incorporated in 1975 to accelerate power development in the country. Its current installed capacity is 43, 128 MW. Solar plants with 95 MW total capacity have already been commissioned. Its Board of Directors has 9 Independent Directors, 7 full time Functional Directors, 2 Directors nominated by the administrative Ministry of Government of India. Board is
Ms. Nandini Sarkar, Addl. Comp. Secy., NTPC Ltd. receiving assisted by 10 committees. It has a Woman Director. Its total revenue in FY 2013-14 was 747.08 billion INR. the Award
Thermo Fisher Scientific Inc., USA Sector – Science (Research & Application) Thermo Fisher Scientific Inc., USA is the world leader in providing science-based solutions. A majority of its Board of Directors are Independent Directors. Its Board is assisted by the standing committees for Audit, Compensation, Nominating and Corporate Governance, Strategy and Finance, and Science and Technology. The Board and its committees manage the company's risk. The company has a strong whistle-blower policy. The company has 500, 000 products and its annual revenue in 2013 was 16.8 billion USD. Ms. Sharon Briansky, V. P. & Associate Gen. Counsel, Thermo Fisher Scientific Inc. receiving the Award
Shiseido Company, Limited, Japan Sector – Cosmetics Shiseido Company, Limited commenced operations as Japan's first western – style pharmacy in 1872. Its Board has 13 Directors, 8 Members are Directors, who are not employee of company, and 3 are Women Directors and one a foreign national. In FY 2013-14, their net sale was 762 million yen. The company's Board of Directors is assisted by Advisory Committees on Remuneration, Nomination, CSR, and Corporate Executive Officers. Risk Management is regularly discussed at Board Meetings. It has 80% women employees, and over 49% female leaders.
Centrica plc, UK Sector – Energy Centrica plc, supplies energy or services to around 11 million homes and 0.9 million business supply points in UK and North America. The company's Board of Directors oversees the Group's worldwide operations, through 11 Directors, 6 of which are non-executive and 3 are women. Its Group Risk Management Committee plays a pivotal role in the governance of risks. Each of its business units has a Business Risk Management Committee. Financial risks are managed by Group Financial Risk Management Committee. Its group revenue in 2013 was 26,571 million pounds (£).
Zurich Insurance Group Limited, Switzerland Sector – Insurance Zurich Insurance Group Ltd is one of the world's most experienced insurers founded in Switzerland. The Board of Directors has Chairman, Vice- Chairman and 8 Non-Executive Independent Directors and is assisted by 4 Standing Committees namely for Governance and Nominations, Remuneration, Audit and Risk. For Risk management, it has a Group Finance and Risk Committee. Its business operating profit in 2013 was 4.7 billion USD. 41
Golden Peacock Global Award for Sustainability (GPGAS)
KPMG International Sector – Consultancy KPMG International is a Swiss corporate. It is the coordinating entity for a global network of independent firms. The Global Board is the principal governance and oversight body. Its key responsibilities include approving long-term strategy, protecting and enhancing the KPMG brand and approving policies and regulations. The KPMG International Transparency Report describes its system of quality control, KPMG Climate Change and Sustainability Services. KPMG is one of the pioneers in sustainability consulting. Lord Michael Hastings of Scarisbrick CBE, Global Head of Citizenship, KPMG International receiving the Award
Doha Bank, Qatar Sector – Financial (Banking) Doha Bank, Qatar a private commercial bank commenced service in 1979. It has implemented the Infra- SECURE system – a policy based power management solution that can help save power consumption and reduce the carbon footprint by 864 tons on annual basis. It launched a dedicated Green Bank website: www.dohagreenbank.com to educate the public further on green culture issues. It has prepared sustainability report as per GRI – Version 4 (Level B). For community, Doha Bank launched Eco - schools program website, dedicated to the environment, www.ecoschools.com.qa and organized environmental seminars all over the Dr. R. Seetharaman, Group CEO, Doha Bank receiving the Award world.
Dubai Customs, UAE Sector – Government Dubai Customs, UAE is a government organization engaged in customs administration services. It observes very high customer satisfaction and operational sustainability and high economic performance, corporate governance principles, business ethics, employee care, community well-being and environmental conservation. It has made considerable saving in terms of cost of electricity consumed by switching off lights and replacement by LED lights. It has prepared sustainability report as per GRI – G4 Guidelines, launched in May 2013. The organization
Mr. Khalil Saqer Bin Gharib, Director Corp. Comm. Dubai is acknowledged as 100% paperless operational unit. Customs receiving the Award
Oil & Natural Gas Corporation Ltd, India Sector – Oil Production Oil and Natural Gas Corporation Ltd is an oil sector PSU engaged in exploration and production of generic products viz. crude, natural gas, LPG, Naptha etc in India and abroad. The corporate policy promotes 4R philosophy – Reduce, Reuse, Recycle, Replenish. It has developed Safety Management System (SMS) based on OHSAS 18001. It has Sustainable Development Policy and has furnished GRI G 3.0 compliant 'A' level Sustainability Report. Its net profit in FY 2013-14 was 220 billion Indian Rupees. Mr. Narain Lal, E.D.-Chief, Carbon Mgmt. & Sust. Grp. Oil & Natural Gas Corporation Ltd. receiving the Award
Merck & Co., Inc., USA Sector – Pharmaceuticals Merck & Co. Inc., USA is a leading pharmaceutical company. In 2013 Merck has achieved 16% reduction in water use, since 2009 and 3 % reduction in GHG emission since 2012. Its target is to reduce water use to 25% and GHG emission to 15% by 2020. It sent 27% of operations waste to landfills and incinerators, without energy recovery in 2013. It's sale in 2013 was $ 44 Billion US Dollars. 'Merck for Mothers' is its 10 year, $500 million initiative, focused on creating a world where no women has to die from complications of pregnancy and Dr. Paul Robinson, E.D. & UK Medical Director, Merck & Co., childbirth. Inc. receiving the Award
43
Marks and Spencer Group plc, UK Sector – Retail Marks and Spencer Group plc is an International multichannel retailer. 100% of energy it buys is from renewable sources - 25% is from small scale sources including its own farmers. This year energy efficiency per square feet across its stores, offices and warehouses improved by 34% compared to 2006-07. Its water requirement is down by 10% in 2013-14 and has recycled 100% waste in 2013-14. It signed with UNICEF for a carbon offset project, which will benefit 40,000 families in Bangladesh. The group revenue of Marks and Spencer group is 10.3 billion British Pounds (£) and group profit before tax is 622.9 million British Pounds (£) in 2013-14. Mr. Adam Elman, Global Head of Plan A Delivery, Marks and Spencer Group plc receiving the Award
AXA Group, France Sector – Insurance AXA Group is a leading global insurance company. AXA Group's position is not only to adapt, but to take advantage of its privileged position to provide solutions against climate change related risks. AXA has developed many initiatives to address climate related risks through its Insurance and investment products, services and practices, as well as through the reduction of its internal carbon footprint. For risk prevention, AXA France has founded AXA Prevention, a non-profit organization.
The Walt Disney Company, USA Sector – Media The Walt Disney Company is a leading diversified international family entertainment and media enterprise, with five business segments: media networks, parks and resorts, studio entertainment, consumer products and interactive media. Its commitment is to conduct business focusing on environmental stewardship and civic engagement. The company aims to conserve water, energy and ecosystems, to reduce greenhouse gas emissions, to minimize waste and to inspire public consciousness in support of environmental sustainability. Since 2009, the company has invested $ 48 million USD in carbon offset projects globally, and in forest conservation, reforestation and forest management.
MTN Group, South Africa Sector – Telecommunication Launched in 1994, the MTN Group is a leading telecom operator, connecting over 207 million subscribers in 22 countries in Africa and the Middle East. Its Board has Chairman and non- Executive Director and 12 Directors out of which 8 are Independent Directors. Its Group Business Risk Management is responsible for identification and overall reporting and management of the 23 Principle risks, which impact the MTN Group and regularly report to the Board via four Board Committees. It has submitted Sustainability report as per UN GRI G3 Guidelines for 2013.
Golden Peacock Award for Excellence in Corporate Governance (GPAECG)
E.I. DuPont India Pvt Ltd, Gurgaon Sector – Chemicals DuPont India is a wholly owned subsidiary of E.I. DuPont. Strong corporate governance is an integral part of company's core values. DuPont is committed to having sound corporate governance principles and practices focusing on attributes like Safety and Health, Environmental Stewardship, and Ethical Behaviour. The Strategic Leaders Team (SLT) comprises of the Board members and senior business heads. The Business & Operation Leadership Team (BOLT) has all the business head and senior officials of different support functions of the organization. Mr. Adrian Gough, DuPont Country Leader - UK, E.I. DuPont Pvt. Ltd. receiving the Award
National Buildings Construction Corporation Ltd, New Delhi Sector – Construction National Buildings Construction Corporation Ltd (NBCC) is a public sector undertaking. It primarily provides construction services in three segments – (i) Project Management Consultancy (ii) Real Estate Development & Construction Business and (iii) EPC Contract. Its Board of Directors (BOD) has five Independent Directors (50% of BOD) and one woman Director. BOD has approved code of Business Conducts and Ethics for all the Directors and Senior Management of the Company. BOD has also approved Risk Management Policy. Further various Mr. Dharmendra, Jt. Secy., Ministry of Urban Development, GOI, receiving the Award on behalf of National Buildings committees of Independent Directors have been constituted by the Board. Construction Corporation Ltd 45
Engineers India Limited, New Delhi Sector – Consultancy (Engineering) Engineers India Limited (EIL) is a Public Sector Enterprise. It has emerged as Asia's leading design, engineering, procurement, construction, project management services and turnkey contracting company. EIL's Board of Directors has 4 Independent Directors (25% of total Directors) and 2 women Directors. BOD has laid down code of conduct for all the Directors and Senior Management. BOD is assisted by Audit Committee, Remuneration Committee, Risk Management Committee, and Committees each for Shareholders/ Stakeholders Grievance, Mr. G. Poornachandra, Incharge EIL London, Engineers India Limited receiving the Award Share Transfer, Investment, HR, CSR and SD.
Larsen & Toubro Limited, Mumbai Sector – Engineering Larsen & Toubro is having business of infrastructure building, transportation, energy, metallurgical and material handling, information technology, financial services etc. Chairman and CEO post has been separated. The Company is reporting as per GRI 3.0 for Sustainability with A+ rating. The CSR committee is headed by a Director. It is complying with the provisions of Companies Act 2013. The Company is taking care of customer and shareholder complaints seriously. Mr. Kapil Bakshi, VP & Europe Head, L&T Technology Services Limited, receiving the Award on behalf of Larsen & Toubro Ltd.
Canara Bank, Bangalore Sector – Financial (Banking) Canara Bank is a nationalized bank. 69% of Directors on board are independent Non-Executive Directors. It has one woman Director. Its Board of Directors (BOD) is assisted by Audit Committee, Shareholders/ Investors Grievance Committee, Nomination Committee, Remuneration Committee. BOD has approved a Code of Conduct/Ethics for all the Board members and the Senior Management. The Bank has implemented Whistle Blower policy and has extended protection to Whistle Blower. It has a sustainable Development and CSR policy and its implementation and monitoring is overseen by a sub-committee. Mr. V. S. Krishna Kumar, Executive Director, Canara Bank receiving the Award
The New India Assurance Co. Ltd, Mumbai Sector – Insurance The New India Assurance Company Ltd is the leading public sector company (100% owned by Govt. of India) is in the business of non-life insurance. Its Board of Directors has a Chairman-cum-Managing Director and 2 Executive Directors, one Independent Director, one Ex-officio Director and one Government nominated Director. Board has a woman Director. The Board is assisted by Audit Committee, Remuneration Committee, Risk Management Committee, Policy Holders' Protection Committee and CSR Committee.
Mr. Girish Radhakrishnan, Chief Executive, The New India Assurance Co. Ltd. receiving the Award
Tech Mahindra Limited, Mumbai Sector – IT Tech Mahindra Limited is ranked among the top five IT service providers in India. The company has laid down a detailed policy on Code of Ethical Business Conduct (CEBC) to be adhered by all the employees, Directors and other stakeholders. Tech Mahindra's Whistle Blower Policy encourages associates to report any instances of unethical behaviour, fraud, violation of the company's code of conduct. Tech Mahindra has Zero Tolerance Policy to sexual harassment at work and strict actions are taken against those who are found guilty. Its Board has one
Mr. Vikram Nair, SVP, Tech Mahindra Limited receiving the Woman Director and 5 Independent Directors. Award Golden Peacock Award for Sustainability (GPAS)
Mahindra & Mahindra Ltd, Automotive Sector, Mumbai Sector – Automobile Mahindra & Mahindra is a leading automotive manufacturer. Sustainability being a critical area, Mahindra & Mahindra believes in bringing out a paradigm shift in the way business operates across the globe. Towards sustainable product stewardship, Mahindra has developed fuel efficient alternate propulsion vehicles like electric, CNG, hydrogen, hybrid etc. The work done has direct linkages to the conscious efforts in developing a sustainable eco-system. The company demonstrates commitment to sustainable practices under GRI framework. Mr. Umesh Joshi, GM- Sust., CSR , Ethics, Mahindra & Mahindra Ltd., Automotive Sector receiving the Award
47 Presenting Sponsor
Institute Of Directors
National Convention on Corporate Governance and Sustainability IOD Annual Meet
Saturday, 20th December, 2014, The Ashok Hotel, New Delhi
Theme: Effective Corporate Governance for Growth and Sustainability Timing: 0900hrs -1830hrs SESSION HIGHLIGHTS IOD Annual Meet: 1845hrs followed by Dinner
BOARDS TO LEAD – EFFECTIVE CORPORATE GOVERNANCE CORPORATE FRAUD, AUDIT & VIGIL MECHANISM AND SUSTAINABILITY · Boundary spanning leadership : Building a resilient business for uncertain times · Empowering the board : board leadership and culture · Exploring risk reduction strategies for brand corporate building and fraud · Future of the strategic board – shared leadership issues prevention · Engaging stakeholders strategically, to advance organizational objectives · Why corporate frauds continue, inspite of Establishing effective Whistle Blower policies, and protecting the whistle blowers · Brand building, Governance, Risk and Compliance framework · Incorporating Risk Centric Internal Audit System. · Empowering the Board : Leadership and Culture · Leveraging checks & balances for improved vigilance in reporting CORPORATE GOVERNANCE AND BUSINESS ETHICS THE ROLE OF THE BOARD IN PROMOTING SUSTAINABILITY · Realigning the moral compass of the boardroom · Board's Role : strategy formulation, performance monitoring, risk management · Embedding ethical issues in the boardroom practices and planning · Integrity and Ethical Corporate Governance – Key to longevity of business · Passive boards : fear of diversity and conflicts & eliminating board dys – function · Unleashing the power of transparency – key to restoring market confidence and · Initiatives for Building a sustainability paradigm for inclusive growth faith in Corporate Governance · Future of the Strategic Board · Bridging diversity in the Boardroom Register Now
Presenting Sponsor Television Partner Registration Fees: (Non-Residential) Members Free Non Members: Rs 5,000/-* (*inclusive of Service Tax)
INSTITUTE OF DIRECTORS Scan with M-56 A, Greater Kailash Part - II (Market), New Delhi-110048, India, Board Nos.: +91-11- 41636294 / 41636717, 41008704 Smart Phone Fax: +91-11- 41008705 • Email: [email protected] QR Reader www.iodonline.com App: Hindustan Coca-Cola Beverages Pvt Ltd, Goblej Unit Sector – Beverages Goblej unit of Hindustan Coca-Cola Beverages Pvt Ltd is the country's largest plant operated by the company. The organization has three - layered committee structure to ensure safety and sustainability objectives. Apex Committee is headed by CEO at corporate level. It has reduced consumption of water by 50% and energy by 43%
within last 5 years. Installation of 8 ton capacity agro-waste briquette fired boiler reduced CO2 emission Mr. Amit Saha, Chief Sustainability Officer, Hindustan Coca- equivalent to 1031 KL of furnace oil. Cola Beverages Pvt. Ltd. receiving the Award
State Bank of India, Mumbai Sector – Financial (Banking) State Bank of India (SBI) is publicly owned and the largest bank in India. As a Sustainable business practice, SBI has consistently delivered products, services and social, environmental & financial returns to support the real economy. Some of the recent technology upgrades adopted by SBI are – encouragement of e-commerce, MobiCash Easy (a mobile wallet), Virtual Card, Green Channel Counter, Green Remit Card as SBI's green
Dr. J. N. Misra, Dy MD & Corp. Development Officer, State initiatives and social benefits. Bank of India receiving the Award
GlaxoSmithKline Consumer Healthcare Ltd, Gurgaon Sector – FMCG GlaxoSmithKline Consumer Healthcare Ltd is one of the largest players in the health food drinks industry in India. It sees long term planning for Environment, Health, Safety and Sustainability as a way to take advantage of new opportunities, avoid risk to business and manage costs. The Company is committed to integrating environmental sustainability into business for saving energy, water and material. The long term goal is to be Mrs. Rebecca de Leeuwe, Sust. Mgr., GlaxoSmithKline carbon neutral by reducing carbon footprints gradually over next few years. Consumer Healthcare Ltd receiving the Award
IBM India Private Limited, Bangalore Sector – IT IBM has been present in India since 1992. The diversity and breadth of the entire IBM portfolio of research, consulting, solutions, services, systems & software are unique. IBM is committed to sustainability. IBM's belief is that it serves its interest best when they serve the public interest. Energy, water & sanitation, agriculture & human mobility are critical thrust areas of operation. Ms. Celia Moore, Dir. Corp. Citizenship and Corp. Affairs, EMEA, IBM India Private Limited receiving the Award
GVK, Mumbai International Airport Pvt Ltd, Mumbai Sector – Transportation (Aviation) GVK Mumbai International Airport Pvt Ltd operates through a public-private-partnership company. The sustainability framework provides principles and guidelines for decision making and implementation. Its emergency preparedness plan has been designed to mitigate risks of unusual rainfalls and flooding in Mumbai. ASQ (Airport Service Quality) survey is an important benchmarking performance, in which Mumbai
Dr. Narendra Hosabettu, President – Env. & Sust., GVK, International Airport has been consistently improving score over last few years indicating good support for Mumbai International Airport Pvt Ltd. receiving the Award sustainability of operations.
Tata Housing Development Company Limited, Mumbai Sector – Real Estate Tata Housing Development Company Ltd commenced real estate operation in 1984. It is a subsidiary of Tata Sons. Its key approaches and impact to stakeholder is excellent due to fiscal accountability, compliances, transparency of operations. It has sustainability ingrained in its vision. For energy management, it specifies minimum 60% efficiency for pumps above 3 HP, minimum 75% efficiency for motors above 3HP and BEE star rated appliances. 75% of its wastes are reused and organic wastes converted into manure.
49
Golden Peacock Innovation Management Award (GPIMA)
Anand Automotive Limited, New Delhi Sector – Automobile Anand Automotive is a prominent automotive products business group. By using innovative means 30% of the revenue improvement was recorded. It has a full time position of a Director, Technology and Innovation, focusing on influencing, enrolling and enabling innovators across company's functions and levels. Adopting of systematic innovation methodology transformed results miraculously.
Mr. Sunil Kaul, Group President, Anand Group receiving the Award
All India Management Association, Centre for Management Services (CMS), New Delhi Sector – Education All India Management Association (AIMA), Centre for Management Services (CMS) is undertaking testing & associated management services, for all screening & selecting services, at all India level. Testing services are ISO 9001-2008 certified services. Management Aptitude Test is approved as a National Entrance Test by Ministry of HRD. In case of test for a major organization the printing cost of question papers was reduced to
Wg Cdr V. S. Bejoy, Director, All India Management Association, 50%, thereby reducing the use of paper & transportation, which reduced the Green House Gases effect. Centre for Management Services receiving the Award
JCB India Ltd, Ballabgarh Sector – Engineering JCB is the world's largest privately owned engineering & construction equipment manufacturing company. JCB India Limited, Ballabgarh is the fastest growing company in Indian Earth Moving & Construction Equipment industry. JCB India has produced about two lakh machines. The innovation strategy for each of its three groups is unique and exclusive namely: Innovation at core; Adjacent Innovations and Transformational Innovations.
Mr. Sanjeev Arora, EVP - Product Engg, Innovation & Growth, JCB India Ltd. receiving the Award
Citi India, Mumbai Sector – Financial (Banking) Citi Group has been a pioneer for over two centuries in establishing advancement in Financial & Banking Sector. It is with this objective in mind that Citi has established an India Innovation Council in August 2011 to drive innovations across the country. The council is headed by the Chief Innovation Officer and is represented by members from across businesses and functions. Some of the challenges to innovation are: strategic alignment, core technologies and competencies, organizational readiness and disciplined implementation. Mr. Vipul Kapur, IPB EMEA Business Mgr, Citi India receiving the Award
Hindustan Petroleum Corporation Ltd, Operations & Distribution Department, Mumbai Sector – Oil (Distribution & Transportation) Hindustan Petroleum Corporation Limited is a public sector company. HPCL, Operations & Distribution Department (O & D) delights all its customers through innovative and customized services. Prime factors for innovation at O & D are strong competition. This puts pressure on the terms of access to new opportunities, costs and product process, making innovation vital to both competitive advantage and long term success. Innovation is the mechanism by which the organisation standardizes the new processes and systems required for adopting to Mr. Bhaskar Jha, Manager, Hindustan Petroleum Corporation Ltd, Operations & Distribution Department receiving the Award changing markets
Lafarge India Pvt Ltd, Mumbai Sector – Cement Lafarge India Pvt Ltd is a private company in cement manufacturing. It has R&D network, new solutions and services, dedicated organization and sales force, global brands and innovation breakthroughs. To encourage innovation, it has innovation audit, rewards and recognition and a 5-step innovation process viz. Ideas and Incubation, Feasibility and Specification, Development, Pilot and Launch/post launch support.
51 Building Tomorrow’s IODInstitute Of Directors Boards
In general, Regulation is an instrument used by Governments to benefit the Public. INDIA IS THE FIRST COUNTRY TO MANDATE CSR How can companies ensure effective implementation of legislation. How Boards should play a Role?
Listen to the galaxy of experts at the
9th International Conference on also presentation of Corporate Golden Peacock Awards Social A Strategic Tool to Lead the Competition for Corporate Social Responsibility & Responsibility HR Excellence Award 2014 on 19 - 20 January 2015 Hotel Taj Lands End, Bandra (West), Mumbai Theme: ‘CSR - An Actionable Business Agenda'
Maximise Your Involvement
Don’t miss this opportunity to JOIN THE LEADERS and be part of this prestigious event. Saleh Ahmed Janeeh, Chairman, Dubai Quality Group, Shaikh Ahmed Bin Saeed Al Maktoum, President of Dubai Civil Aviation Authority, Chairman of Dubai Airports, and Chairman and Chief Executive of Emirates Airline at the IOD India’s Global Convention on CSR in Dubai. Also seen Justice M.N. Venkatachaliah, Chairman, IOD India and former Chief Justice of India, H.E. Lokesh M Kapanaiah, Indian Ambassador to United Arab Emirates at the International Conference on CSR in Dubai
Presenting Sponsor
Supported by
INSTITUTE OF DIRECTORS Scan with M-56 A, Greater Kailash Part - II (Market), New Delhi-110048, India, Board Nos.: +91-11- 41636294 / 41636717, 41008704 Smart Phone Fax: +91-11- 41008705 • Email: [email protected] QR Reader www.iodonline.com App: Paradip Port Trust, Paradip Sector – Transportation (Port) Paradip Port Trust, commissioned in 1966, in Odisha is the first major port of East Coast. Products developed during last two years have been: Two new Single Point Moorings (SPM) during January 2013 to handle vessels of 350, 000 DWT size; and Vessel Traffic Management System (VTMS) commissioned in August 2012 to enable safe navigation of vessels. It uses innovation as a tool to create value for its stakeholders.
SPECIAL COMMENDATION - Golden Peacock Award for Sustainability (GPAS)
IndusInd Bank Limited, Mumbai IndusInd Bank was one of the first new generation private banks in India that caters to the needs of both consumer and the three performance planks of productivity, profitability & efficiency. It publishes Sustainability Report as
per GRI G 3. Bank is aware of the climate change risks. Its GHG emission has reduced to 2.26 Million Ton CO2 e
per capita in 2013-14 compared to 2.72 MT CO2 e in 2012-13.
Mr. Sharukh T. Wadia, SVP & Chief Representative, UK, IndusInd Bank Ltd. receiving the Certificate copy
Pawan Hans Limited, Noida Pawan Hans Ltd, a Govt. of India enterprise is one of the Asia's largest helicopter operations having a fleet of 46 operational helicopters. The company has inducted latest technology helicopters with low sound pollution and high energy efficiency levels to improve environmental sustainability.
Golden Peacock Innovation Management Award (GPIMA)
Global Indian International School Pte Ltd, Singapore Global Indian International School Pte Ltd, Singapore is the 1st flagship school of Global Schools Foundation (GSF) in 2002. It is a pioneer in bringing Indian education to South East Asia and has now spread to 20 schools in 7 countries – Singapore, Malaysia, Thailand, Vietnam, Japan, India & UAE. Its areas encouraged for innovation are Procedural Innovation, People Innovation, Process Innovation and Product Innovation. Mr. Atul Temurnikar, Chairman and Co Founder, Global Indian International School Pte Ltd. receiving the Certificate
Mphasis Limited, Mphasis Payment Managed Services (MPMS), Pune Mphasis is global service provider in the field of Infrastructure and Business Process Outsourcing, mainly ATM services. The Mphasis Payment Management Services (MPMS) team, a strategic business unit (SBU) of Mphasis, will deploy about 14000 new ATMs in two years (2012-2014), which amounts to 25 ATMs per day. Basically MPMS offers ATM deployment Management Services to 26 public sector banks in India. Mr. Rajeev Sawhney, President - Strategic Business, Mphasis Ltd., Mphasis Payment Managed Services receiving the Certificate
Golden Peacock Award for Excellence in Corporate Governance (GPAECG)
Cholamandalam MS General Insurance Company Limited, Chennai Cholamandalam MS General Insurance Company is a joint venture company with 'Murugappa Group' and 'Mitsui Sumitomo Insurance Company Ltd'. Its Board is headed by Managing Director, one Whole Time Director and 9 Senior Executives. The Board has constituted following 9 committees for effective and smooth functioning of the company: Audit, Investment, Policy Holder's Protection, Risk Management, Nomination and Remuneration, Corporate Social Responsibility, Business, Management and Insurance.
R Systems International Ltd, Noida It is a major IT system company. It has over 13 global delivery centres. It is certified for CMM level 5, ISO 9001, ISO 27001. It has service portfolio like integrated product life cycle management, customs application development, testing & quality assurance, BPO service etc. with presence in banking, telecom and media, healthcare, manufacturing and logistics. It was involved in introduction of new technologies like Social Mobile Analytic Cloud.
53
Date Publication: 5th December 2014 Postal Registration No.: DL (S)-01/3051/2013-2015 Date of Posting: 6th - 7th December 2014 RNI No.68701/95
Printed and published by J.S.Ahluwalia, President on behalf of Institute of Directors at Maximus Packers. 49 - DSIDC Okhla Phase - 1, New Delhi and published at M-52 (Market), Greater Kailash-II, New Delhi - 110048