The CBCL Blog was launched by the Centre for Business and Commercial Laws (CBCL) at the National Law Institute University, Bhopal (NLIU) with the aim of generating awareness and facilitating research in the field of business and commercial laws. To this end, we are delighted to announce our latest collaboration with Law School Policy Review (LSPR) [https://lawschoolpolicyreview.com] an initiative by students of National Law School of India University, Bangalore (NLSIU) to launch a series of blog posts under the title of “KAIZEN” which seeks to focus on corporate governance and its related aspects.

The word “KAIZEN” is Japanese for “continuous improvement” and in terms of business, it symbolises the constant improvement and involvement of all possible constituents of a body corporate, i.e. from the CEO to the factory workmen. This word captures the essence of this series which will trace the evolving nature of corporate governance and its related aspects. Currently, India is witnessing renewed emphasis on reforming the features of corporate governance and leadership. For this reason and in furtherance of our joint objective to spread awareness and encourage research on this topic, the posts under the “KAIZEN” series would analyse recent events relating to corporate governance whilst discussing the way forward for corporate governance in India. Over the course of the next several weeks, we will be posting a number of such articles and invite all our readers to contribute their thoughts on this theme.

KAIZEN #1: Promoter over-reach in Corporate Governance – Murthy v. The Board

By Vartika Tiwari (Member, CBCL and 3rd Year B.A. LL.B. Student at NLIU, Bhopal) 

In a world where companies like Infosys and Tata Sons have long been admired and respected for conducting business in a legal, transparent, and ethical manner, the author, through this article, seeks to bring about corporate governance issues in these companies in terms of promoter outreach. The author goes on to analyse the problem and give suggestions to deal with the same. [Click here to read full post…]

KAIZEN #2: Corporate Governance crisis in the Banking Sector – Role of the RBI

By Ambarin Munir Khambati (Editor, LSPR and 3rd Year B.A. LL.B. Student at  NLSIU, Bangalore)

The Reserve Bank of India’s (“RBI”) crackdown on the top management of several banks, and most recently on YES Bank MD and CEO, Rana Kapoor, has opened a Pandora’s box in the banking industry. This piece discusses the corporate governance failures at major banks that have come to light in the recent months, and how the RBI must play an active role as a watchdog to ensure compliance. [Click here to read the full post…]

KAIZEN #3: Kotak Committee – Separating the positions of the CEO and the Chairman

By Binit Agrawal (Founder Editor, LSPR and 3rd Year B.A. LL.B. Student at  NLSIU, Bangalore)

The Securities and Exchange Board of India has accepted most of the recommendations made by the Uday Kotak led committee on Corporate Governance Reforms. One of the most important measures suggested by the committee has to do with the separation of the leader of the company management (CEO) from that of the board (Chairman).  This post elaborates on the reasoning behind such a move, what the counter arguments are, and what the practical reality is. Essentially, it seeks to impress upon the reader that mandating such separation amounts to regulatory overreach. [Click here to read the full post…]

KAIZEN #4: Post-regulatory Private sector employments and their corporate governance implications

By Rohan Kohli (Co-Convenor, CBCL and 5th Year B.A. LL.B. Student at  NLIU, Bhopal)

The corporate governance discourse in India today has moved rapidly, especially with contemporary developments in the form of Kotak Committee Report, but still lags in several aspects vis-à-vis more mature financial jurisdictions. While our precocious model of economic development has been instrumental in addressing governance issues such as equitable board composition, or more recent niche issues such as separating key managerial positions, there is still a glaring absence on understanding of certain nuanced issues.[Click here to read the full post…]