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CORPORATE
GOVERNANCE rating in India is back in focus with two stalwarts
- chairmen of Unit Trust of India M. Damodaran and G N Bajpai
of the Securities Exchange Board of India- expressing contrary
views on the issue. President Madhav Mehra of the London Based
World Council for Corporate Governance, who also head a global
environment foundation and various quality assurance and assessment
bodies spoke to Arpan Mukherjee on the nexus between rating agencies
and corporate bodies.
Corporate governance rating is not yet made mandatory in India.
Do you think governance ratings adequately reflect the true image
of the organization to all the stakeholders and public in general?
The problems
here is that the rating agency has no means to the veracity of
the facts and figures given by the companies. Since the corporates
are paying the rating them. It is likely that the ratings could
be overstated.
In all like
hood under the current system there is going to be an unholy alliance
between auditor's analysis and companies. These ratings bring
a false sense of complacency and I feel that the corporate rating
exercise is dangerous.
What does
corporate governance practices in India stand vis-à-vis
global counterparts?
India is treading
on a dangerous path. The Naresh Chandra committee report on corporate
governance has been gathering dust for the last 18 months.
Corporate
governance is not only mere compliance is not only mere compliance
but also covers competitiveness, beating obsolesce, looking at
innovation and diversity. This committee did not face half the
opposition that was faced by Derek Hicks in the United Kingdom.
It was only
after secretary of state for department of trade & industry,
Patricia Hewitt pother feet down, the recommendations were implemented
late last year. In comparison Naresh Chandra committee had very
few contentious issues to tackle like having 50 percent independent
directors on board of companies.
Then what
is the way for Indian companies?
I think an
organization has to be set up under the Securities Exchange Board
of India (Sebi), which will have a panel. This panel in turn would
appoint independent directors on the boards of companies.
All payments
and allowances io these independent directors should be routed
through this organization under Sebi order to eliminate any influence
that the management might have at the board meetings.
Due to the
tightening of norms, more financial scams are likely to be exposed.
You spoke
highly of American accounting and corporate governance practices.
What do you feel about the country's decision, not to honor the
Kyoto Protocol on environment?
That was a
tragedy. It was to protect the interest of the energy lobby. The
issue is that like the East Europeans. West Asians, we Indians
are also subservient.
However, whether
it is accepted or not, governments are run by big corporate houses.
Wars are fought to protect economics interests than anything else.
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