Corporate governance and leadership training firm Excellence Enablers has come out with a survey that captures the extent to which companies part of the Nifty 50 index have done what was expected of them regarding corporate governance norms.

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The survey is based on information from the companies' annual reports, available in the public domain.

Here are some key takeaways from the survey:

Size of the Board

As per the Companies Act, 2013, the listed organisations must comply with the Board of Directors' law governing composition. They must have a minimum of three directors for a public company, two for a private firm, and one in case of a one-person company.

Here's what the survey found:

Two companies had a board size of six directors, the minimum prescribed by SEBI LODR Regulations. These companies had four and nine directors, respectively, in the previous financial year.

During the last four financial years, 7-14 companies had 14 or more directors on their boards.

Percentage of independent directors on boards

The Companies Act, 2013 said that every listed firm shall have at least one-third of the total number of directors as independent directors. Here's what the survey found:

Two companies had less than the stipulated minimum of independent directors and were non-compliant with the law.

Eight companies that had an Executive Chair, and needed to have at least 50 percent independent directors, did not have the minimum number and were non-compliant.

Percentage of women directors on boards

As per the Companies Law, the firm shall appoint at least one woman director in every listed company. Here's what the survey found:

At the end of 2018-19 and 2019-20, two and three companies, respectively, did not have a woman-independent board.

In the financial year 2019-20, 21 companies had two or more woman-independent directors on their boards, and one company had a woman-independent director as its chairperson.

Diversity on boards

With companies increasingly having a global presence, the geographical diversity of the origin of directors and age diversity has assumed importance. Here, what the survey found:

In 2018-19 and 2019-20, 17 firms had non-Indian directors as these directors were not of Indian origin.

Also, of the 279 independent directors, 14 were less than 50 years. Many of them will go past 50 soon. While the youngest independent director was 43 years, the oldest was 92 years.

Attendance of directors in board meetings

The law mentions that each Director has to attend at least 1 Board meeting in a year, Schedule IV of the Companies Act, 2013 provides inter alia that Independent Directors shall strive to attend all Board and committee meetings. Here's what the survey found:

18-26 Directors, representing 3-4 percent of the Boards, had less than 50 percent attendance in FY 19-20

As against this dismal picture, 70 percent of the Directors had 100 percent attendance.

In the last four financial years, 3-5 percent of the IDs had less than 50 percent attendance in Board meetings, and 8-13 percent had less than 75 percent attendance in Board meetings.

In FY 2019-20, 66 percent of the IDs had attended all Board meetings. Given the vastly increased responsibilities of IDs, this would appear to be an unsatisfactory position.

Committee composition

Of all the independent directors in the 50 companies, 40 were not members of any board committees, while 45 were members of all board committees.

Nomination and remuneration committee (NRC)

There was no case of non-compliance about the composition of the committee.

Two companies had six or more members on the NRC. This size could be unwieldy and less productive for the functioning of the NRC.

Stakeholders relationship committee (SRC)

At the end of the 2017-18 fiscal and 2018-19 fiscal, five and two companies, respectively, did not have the mandated minimum number of members in their SRCs.

As of March 31, 2019, one company did not have independent directors on its SRC.

As of March 31, 2020, two companies did not have a nomination and remuneration committee chairing this committee.

Corporate Social Responsibility committee

As of March 31, 2020, all companies had three or more members on the CSRC.

One company had 9 members on the committee at the end of FY 2018-19.

3 companies had 7 members on the committee at the end of FY 2019-20.

To read the full report, click here