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Corporate Governance - What's that

The local Chamber of Commerce & Industry invited me to a seminar on Corporate Governance. The list of speakers lined up for the meet was impressive. Corporate big wigs along with consultants from MNCs were expected to deliberate day long on this crucial issue. From the speakers to the ambience and food, everything concerning the seminar was oozing with class. On the appointed day, India Inc was taken to the launderers by speakers for its failure to be transparent and to adhere to the spirit of Corporate Governance. It was alleged that even the best of Indian companies were complying with the Code of Corporate Governance more in breach than in compliance. In fact instances were liberally thrown around to the regaling audience, mentioning of the breaches by the companies, of even those who were in various committee recommending the Code.

“Welcome Narada, nice that you responded to our invitation” said Mr. Guhan, the secretary of the Chamber during the lunch break following the morning session. He introduced me to Mr. Karthik Vishwanathan, the Vice-President, Corporate Affairs of a leading multinational consulting Company. Karthik had handled the morning session on Corporate Governance with great aplomb. I was impressed by his grasp on the subject and the passion with which he carried the message to the audience. “What is that which holds the Indian business from adhering to the Code” I asked him between mouthfuls. “The first is the commitment of the management for the principle of integrity and transparency in business operations. The second is the legal and the administrative framework created by the government,” he said, as only a man who has understood various dimensions of a particular issue could ever do and added, “More importantly, business is carried in India as a family venture, with promoters concerned more of their family than their shareholders. This conflict between family and business lies at the root of genuinely adhering to the code of Corporate Governance.”

All this made perfect sense to me. I was doubly impressed with the clarity with which he succinctly put across all his points. Thoughts raced through my mind. I felt the need to befriend him, at-least have his acquaintance. I asked for his business card and he readily obliged. I examined the card and strangely felt elated as a child would after getting the toy it desperately wanted. I could find out that he was heading the “Indian operations”. “Whom do you report to?” I asked him. “To my Boss who sits in Singapore and monitors the Asia-Pacific operations,” he replied. I could see the end of job satisfaction in his gleaming eyes. “Do you frequently travel to Singapore or is the business managed through the Internet,” I enquired. “Previously I used to travel once in a month, now I travel once a fortnight. Business is growing you see” he said and shrugged his shoulders. Consultants, as is their wont use more of body language than words to communicate. “Is your HO in Singapore?” I asked him. Karthik nodded, neither vertically nor horizontally. I could not make anything out of the nod. Stating that he was getting late, Karthik abruptly ended the conversation and left. Late that evening when I perused the Web for details about his company, I understood his quixotic behaviour that afternoon. Leave alone issues relating to Corporate Governance, I could note that his company was headquartered in Panama, a Tax heaven. Consequently, even details about ownership and about the Board were absent; though all other irrelevant details were made available there. The fact that I was dealing with a phantom made me feel sick and furious. Surely, Karthik and more importantly his company was taking the audience and India Inc for a ride. I thought it is time that we introduced disclosure norms in seminars for the speakers and their companies.


Last modified on Sunday, 07 July 2013 07:36

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