Raj Shekhar’s Post

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Director at GlobalData PLC.

In the Paytm fiasco, an independent director exited their board. It wasn't the first instance, nor will it be the last in the series of similar exits in corporate India. In another case, a few months ago, an independent director resigned from the board of Dhanlaxmi Bank, citing disagreement with other board members. From the perspective of ‘independence’, these two cases are in complete contrast – the latter is rarer and welcome (though the devil lies in the details, to which I'm not privy, so I'm commenting more from the angle of independence and attitude), while the former is a concern for the corporate world. Independent directors are chosen for their expertise and experience, and no one can doubt the capability of the directors involved in these two cases. What made the difference was the “attitude” (attitude towards independence) of the persons involved. When regulatory provisions necessitated an independent director, the idea was to have someone who could independently voice concerns where management fell short in its executive duties. A mute spectator, in awe of the CEO or the founder, can not remain independent. Countless such cases around us never find their way to newspapers, unfortunately making it difficult to realize the gravity of the situation. The executive management - founders/promoters, CEOs, and other board members - also need to understand that an independent director needs to “speak” their voice, and this is in the company's best interest. A compliant director is not independent, and vice versa. As a society, we Indians dislike personal disagreements. Often, obedience or reverence toward successful people is taken as a rule, and those who dissent are vilified or ridiculed at. Also, people avoid public spats, especially with a successful person, which in these cases, could be the natural progression of events. Our ingrained or self-developed attitudes like ‘chalta hai’ and ‘you scratch my back I scratch yours’ prevent us from seeing the truth in serious corporate lapses. Remember, the red light at the traffic signal doesn't stop the flow of traffic, as many might think, but enables a smoother, safer, and often faster traffic. #paytm #director #corporategovernance #corporate #independentdirector #independent #boardofdirectors #board #management #attitude #founders #promoters #ceo #India

Greg Head

CEO | Board Director | CFO + | Cash Flow Acceleration | Cross Functional Executive | Trusted Advisor | Operating Partner | Strategic Acts | Private Equity | Family Office | M&A 100+ Deals | $400M+ Capital Raised

6mo

Well said! Independence and a strong voice are vital for effective corporate governance. 👍

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