2 International Conference on Corporate Governance
Minutes of the 1^st Steering Committee meeting 
on 29 September 2001  Golden Room , Taj Mahal Hotel , Mumbai

The following members were present:

1.        Dr. P L Sanjeeva Reddy, Former Secretary – Dept. of Company Affairs.

2.        Shri. Govind Swarup IAS, Principal Secretary – Govt. of Maharashtra – Hon. Chairman, IOD, Mumbai Chapter

3.        Shri. D R Mehta, Chairman – SEBI’

4.        Shri. Raghu Mody, President – ASSOCHAM & Chairman, Rasoi Ltd.

5.        Shri. Subir Raha, CMD – ONGC

6.        Shri. D K Varma, CMD – RCF

7.        Shri. P P Vora, CMD – IDBI

8.        Shri. R V Shahi, CMD – BSES

9.        Shri. Vijay Kalantri, President – AIAI

10.     Shri. Gautam Dalal, Chairman & Chief Executive – KPMG Consulting Pvt. Ltd.

11.     Dr. G Sethu, Professor & Dean, UTI – Institute of Capital Markets

12.     Shri. N S Rajan, Director  (HRD) – Air India.

13.     Dr. Madhav Mehra, President – World Council For Corporate Governance.

14.     Smt. Poonam Barua, Regional Director.

The ICCG Steering committee meeting was chaired by Dr. P L Sanjeeva Reddy, Former Secretary, Dept of Company Affairs & Vice Chairman, ICCG Steering Committee.

Dr Reddy, welcomed all members to the first steering committee meeting for the 2^nd International Conference on Corporate Governance which is scheduled to be held on 18^th – 19^th January 2002. at Hotel Taj Mahal, Mumbai and requested Dr. Madhav Mehra to give opening remarks.

Dr Mehra gave the background of IOD’s initiatives on Corporate Governance during the past 4 years and the establishment of World Council For Corporate Governance as per the recommendations of 1^st International Conference on Corporate Governance held in New Delhi on 19^th to 20^th January 2001. He  stated that his interactions with various corporate leaders and experts in the aftermath of 11^th September tragedy  indicated that while there was a sense of insecurity and uncertainty about the travel logistics, they all agreed that the theme of conference “Corporate Governance Turning Rhetoric into Reality” was even more relevant today that and the  tragedy has brought into sharp focus the need for not only corporate but also Global Governance. 

The members discussed the duration, venue, and dates of the Conference and came to a unanimous conclusion that than were most appropriate. They feel that  allocation of one and a half day.for the conference was the right duration. They also felt the theme was most relevant but were of the view that the sub-themes of the conference should be clearly spelt out.

Dr Setu from UTI stated that the conference contents stated in  the brochure is divided into three parts.  First five subjects are  ideal for plenary session .These are followed by the sub-themes with the desired outcome of the conference are given at the end.  He suggested  following sub-themes :

a)       Codes of corporate governance exist in several countries; are they being implemented?

b)       Are the concerns same across industries?

c)       The basic concepts of  what constitutes good corporate are known. It is time to share experiences by way of case studies

d)       The experience sharing should highlight why some corporations are adept at good governance while other are not

e)       Corporations should be motivated by underscoring the relationship between good governance and profitability. (conformance leads to performance)

f)        What is the status of shareholder communication and investor activism?

g)       Transparency is a key element of corporate governance. Hence, the shift towards internationally accepted accounting standards and disclosures should be expedited

h)       Governance has much to do with societal acceptance. Therefore, there should be focus on ethics, value and social responsibility

It was decided that the sub-themes should be fine-tuned. For this purpose a committee was formed under the Chairmanship of Mr. D R Mehta, Chairman SEBI with Mr Goutam Dalal, CEO, KPMG and Dr. G. Setu, of  UTI  as its members. They were requested to identify the sub-theme with possible speakers and ideally seek their confirmation. It was felt that in view of Shri Mehta’s experience in the field the committee headed by him could be called Policy and Programming Committee.

 Mr Goutam Dalal, CEO, KPMG also took the responsibility for preparing background paper of this Conferences.

Mr Raghu Mody, President, ASSOCHAM mentioned about various statutory and regulatory compliance requirement, which adversely effect good corporate practices. He felt the conference would be a good forum to involve experts on legal and statutory requirements that inhibit effective corporate to review functioning. He felt that legal experts in corporate law such as  Mr Arun Jaitly, Mr P Chidambaram, Mr K.K Venugopal, Mr Kapil Sibal and the like be invited to address the issue.

The Chairman also felt that it would be best to have a panel discussion session of the legal luminaries with Justice Venkatchaliah to chair the session.

Mr Mody also offered the help of ASSOCHAM for giving databank of 5000 chief executives who can be addressed.

Mr Mody’s  offer of full support of ASSOCHAM was highly appreciated. Mr Mody was requested to take up the Chairmanship of Corporate Outreach Committee.

The Chairman suggested that The Centre for Monitoring for Indian Economy (CMIE) could also be involved  with further steering committee meeting with conferences as they have strong databases and valuable uplifts on Corporate mittee in Mumbai on following dates.

functioning for their functionaries.

Ms Poonam Barua, Regional Director, Conference Board, Mr. D K Varma, Chairman, RCF, Mr. Subir Raha, Chairman, ONGC focused on the poor implementation of corporate governance practices and emphasised that this aspect should be especially covered in the conference. Shri. D R Mehta stated it would  be useful to have the experience of 200 companies who have complied with SEBI’s guidelines.

It was decided to hold the next meeting of the steering committee on following dates in Mumbai.

Date                                        Time                                       Venue

23^rd November 2001             7:30 PM                                  Taj Hotel

5^th January 2002                    7:30 PM                                  Taj Hotel

The meeting on 5^th January 2002 will be the last meeting before the Conference . Lord Swraj Paul who is actively involved as the Chairman of World Council For Corporate Governance will be the Guest of Honour.