The book makes an attempt to explain and appraise the concept of corporate governance with a broader approach which goes beyond committee reports and legal framework, towards the actual issues and problems faced in complying with the Corporate Governance Standards not only in letter but also in spirit. Suitable examples and case studies are given to enhance the understanding of the critical issues that require a delicate balance of what ought to be and what not. The book hopes to make a significant contribution in its own way by looking at the whole concept of corporate governance with a balanced perspective and makes a sincere effort to discuss the whole issue in an entirely new, innovative, interesting and thought provoking manner. The author hopes that the book shall be useful not only for the professionals and students but also for anyone one who has a stake in the corporate world.

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Contents

Acknowledgements Pgs—7

Preface Pgs—9

List of Abbreviations Pgs—15

1. Corporate Governance: An Evolving Concept Pgs—19

2. Corporate Governance – Post Globalization Scenario Pgs—34

3. Corporate Governance: The Concept Pgs—40

4. How the Concept Developed in India Pgs—63

5. Organizational Framework of Corporate Governance in India Pgs—85

6. The Board of Directors Pgs—113

7. Committees of Board of Directors Pgs—144

8. Role of Auditors in Corporate Governance Pgs—157

9. Regulatory External Environment of Corporate Governance Pgs—181

10. Corporate Social Responsibility: An Extended Dimension of Corporate Governance Pgs—206

11. Rise of Shareholder Activism Pgs—222

12. Other Issues in Corporate Governance Pgs—237

13. Conclusion Pgs—255

Bibliography Pgs—266

Appendix 1 : Report of the Committee Appointed by the SEBI on Corporate Governance under the Chairmanship of Shri Kumar Mangalam Birla Pgs—269

Appendix 2 : Report of the SEBI Committee on Corporate Governance Pgs—309

Appendix 3 : Report of the Naresh Chandra Committee on Corporate Audit and Governance Pgs—345

Appendix 4 : Clause 49 : Corporate Governance Pgs—377

Appendix 5 : Corporate Governance Voluntary Guidelines, 2009 Pgs—399

She is the Managing Director of Libord Finance Limited. She is a Chartered Accountant and MBA with a Doctoral Degree in Management and Honours in Economics at Graduation. She has worked as Faculty at leading Management Institutes like Jamnalal Bajaj Institute of Management Studies, Narsee Monjee Institute of Management Studies and the ICFAIN Business School. She has authored three books and several articles in the field of Business and Economics. Her recent book titled ‘Bhartiya Aur Vaishvik Arthvyavstha- Badalte Swaroop” published by Prabhat Prakashan, New Delhi is a collection of 111 Articles on the changing perspective of Indian economy in global world.