Are there any separate provisions of the meetings of the Independent Directors? If yes, state such provisions and also their rationale.

CS Professional · Ethics, Governance and Sustainability · PYQS · June 2017
Are there any separate provisions of the meetings of the Independent Directors? If yes, state such provisions and also their rationale.

Answer & Explanation:

In accordance with Part VII of Schedule IV of the Companies Act, 2013, the Independent Directors of the company are required to hold at least one Meeting in a financial year, without the attendance of non-independent Directors and members of the management. The meeting shall: review the performance of non-independent directors and the Board as a whole; review the performance of the Chairperson of the company, taking into account the views of executive directors and non-executive directors; assess the quality, quantity and timeliness of flow of information between the company management and the Board that is necessary for the Board to effectively and reasonably perform their duties. Further, SEBI (LODR) Regulations also mandates the separate meeting of independent directors for all the listed companies. The provisions given in the companies Act and that in the SEBI (LODR) Regulations regarding separate meeting are same. These meetings give an opportunity to independent directors for exchanging valuable views on the issues to be raised at the Board meetings. Such meetings are chaired by the senior/lead independent director.

Topics: Corporate Governance

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