"The Board of Directors is ultimately responsible for its firm's success or failure, as well as for the ethical climate and practices of its company." In the light of this statement, mention the areas of oversight by Boa

The actions and attitudes of the board greatly influence the ethical climate of an organization. The directors on a company's board assume legal responsibility for the firm's resources and decisions. Board members have a fiduciary duty, i.e., a position of trust and confidence. Due to globalization and enhanced role of media and technology, the demand for accountability and transparency has increased greatly. This calls for ethical decision-making as well as an ethical decision making framework. An independent perspective and the independent judgment of directors can be helpful in determining a company's approach towards ethical issues and stakeholders interests. Independent directors are in a position to challenge current practices and also contribute knowledge and experience of good practices. A report by the Conference Board Commission on Public Trust and Private Enterprise suggested the following areas of oversight by a Board: Designation of a Board Committee to oversee ethical issues; Designation of an officer to oversee ethical practices and employees' compliance with the code of ethics; Inclusion of ethics-related criteria in employees' annual performance reviews and in the evaluation and compensation of management; Representation by senior management that all known ethical breaches have been reported, investigated, and resolved; and Disclosure of practices and processes the company has adopted to promote ethical behavior. Schedule IV of the Companies Act, 2013 prescribed Code for Independent Directors which cast duty on Independent Directors to report concerns about unethical behaviour, actual or suspected fraud or violation of the company's code of conduct or ethics policy.