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Corporate Governance Columns - Sticklish Issues Web Extras - Comment Corporate governance
Experience tells us that experts will be able to spot loopholes in the best of laws. So also with corporate governance. Failure occurs in the implementation part. Stakeholders have to be vigilant. Investors must steadfastly exercise their right to know what’s going on and must not shy away from issues. They should also not bow to pressure from any quarters. As strength is in unity, more and more investor associations must be formed and function as watchdogs. Those contemplating to bypass the well-intended principles of corporate governance will then be made to bite the bullet. — *M. S. Vaidyanathan, email India has no effective corporate governance. Business ethics often takes a back seat when companies flourish. Also, government control of corporates through various agencies prevent them from growing. — R. Swaminathan, email Corporate governance is maximisation of long-term shareholder value not only by operating within the law and social ethics but also through dealing with all stakeholders in a fair and transparent manner. India needs more effective corporate governance. The sudden severance of staff by Jet Airways one morning, followed by reversal of the stand the next day, the Satyam-Maytas deal, and so on, bring to the fore the need for effective corporate governance. Shareholders have become more active and alert. They question unrelated diversifications. In this scenario, transparency in all actions is the need of the hour. — Prof. V. Narayanan, email There is much to be desired in the realm of corporate governance in the country. It is exemplified by the recent incidents in the Satyam episode. There are many companies that do not even reply to shareholders’ queries. In some cases, shareholders do not know if the company is in existence at all. — T.R. Anandan, email Effective corporate governance is a far cry in India. Instead of more rules, focus should be on enforcement. Morals and ethics should be looked at closely with fundamentals of the machinery to enforce law. Standards should not be a destination but a constant journey. — T. V. Jayaprakash, email Most Indian companies have tried to streamline and focus their different listed entities. This exercise can be extended if demonstrable synergies exist. — T. S. Sundareswaran, email
The emphasis of corporate governance should be on economic efficiency, that is, creation and enhancement of value for shareholders. In India we do not have the required measure of effective corporate governance. In most corporates, governance is reduced to a narrative in a paragraph in the annual reports or directors’ reports. Most promoters are interested only in increasing their wealth. In the process, they are jeopardising the interests of minority shareholders. There must be stricter audit and statutory auditors must be selected from the panel prepared by the Government. The Companies Act must contain a provision in this regard. SEBI must act firmly in case of unethical and illegal share acquisition, insider trading, etc. There are many unlisted companies that have mobilised huge amounts through private placement of shares. Such companies indulge in a lot of illegal and unethical practices. They even pocket dividends on the ground that it is unclaimed. In such companies, board meetings are only on paper. — Dr K.K. Ammannaya, email The Satyam-Maytas deal has displayed the loopholes in corporate governance. Is it appropriate for a company bounded by software to all of a sudden gain a stake in infrastructure companies? — C. V. S. Kapil, email Corporate governance is a status symbol in corporate India. It revolves round the effective role played by independent directors. In spite of genuine efforts, results appear to have been achieved only in stray cases. No doubt, paperwork relating to compliances can match any well-run company in the world. In India, corporate governance has not been very effective. The country doesn’t have proper provisions allowing appointment of purportedly independent directors. — Ramji, email Corporate governance appears to be ineffective in India in certain cases and it is no surprise when it comes to Satyam episode. Transparency is the need of the year and merely having governance as a cosmetic make-up will be futile. In today’s world, more so after the downfall of Lehman Brothers and the likes, investors’ stake assumes utmost importance. Currently, in India, most nefarious activities are either not highlighted or go as sweepings under the carpet. – Ashok Jayaram, email More Stories on : Corporate Governance | Sticklish Issues | Comment
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