The Changing Landscape of Independent Directors in Maharatnas and Navratnas: A Deep Dive

In recent times, the dynamics and demographics associated with board positions, especially those of independent directors (IDs), have witnessed a significant transformation. This article delves deep into the evolving trends surrounding IDs in Maharatnas and Navratnas and presents some noteworthy observations.

1. The Ageing Trend of Independent Directors

A Shift towards Youthfulness

In a remarkable transition, the boards of Maharatnas and Navratnas are becoming increasingly youthful. The age metric associated with IDs showcases this transition:

• Average Age: The average age of IDs in these premier corporations has taken a drop from 61 years in FY19 to a relatively younger 55 years by FY22.

Both Ends of the Age Spectrum Show Decline

• Youngest Independent Directors: The age for the youngest IDs serving on the boards has seen a subtle decline from 43 years to 40 years.

• Oldest Independent Directors: On the other end of the spectrum, the age of the most senior IDs has also seen a marginal decline, dropping from 77 years in FY19 to 74 years in FY22.

2. Women’s Representation: A Double-Edged Sword

While there have been positive strides in the representation of women on these boards, there's still a long way to go:

• A Positive Uptick: The report indicates a notable increase in women IDs' participation. By the end of March 2022, only a mere two companies had zero women directors, a substantial improvement from the seven in FY20.

• However, A Slight Dip Overall: When looking at the broader picture, the average representation of women directors marginally slipped from 13% in FY19 to 11% in FY22.

3. Compliance with Guidelines: Room for Improvement

A significant area of concern, highlighted by the "Survey on Corporate Governance in Maharatna and Navratna Companies," is compliance with established guidelines.

• Falling Short: Out of the 23 companies analyzed, a troubling nine did not meet the prescribed benchmark of having 50% IDs in FY22. What's even more concerning is that five of these companies have been recurrent non-compliers for the past four years.

4. Tenure of Independent Directors: A Rapid Descent

The average term duration for IDs on these boards has witnessed a drastic plunge:

• From Stability to Flux: IDs, who previously held positions for an average of 2.21 years in FY19, saw their average tenure drop sharply to just 0.69 years by FY22.

While there are guidelines in place, with the Companies Act 2013 permitting IDs to serve for up to five consecutive years and the Department of Public Enterprises (DPE) setting a fixed tenure of three years, the ground reality seems to be in disarray. Aligning with these guidelines could ensure better stability and governance.

Conclusion

The landscape of Independent Directors in India's Maharatnas and Navratnas is undeniably evolving. While there are commendable strides towards inclusivity and youthfulness, concerns like compliance and tenure need immediate attention. It's essential for these corporations to strike the right balance to foster optimal corporate governance.

Our Directors’ Institute- World Council of Directors can help you accelerate your board journey by training you on your roles and responsibilities to be carried out in an efficient manner helping you to make a significant contribution to the board and raise corporate governance standards within the organization.