Minutes of the 1^st Advisory Council meeting of the Center for Corporate Governance on 04^th October 2001, at India International Centre, New Delhi.

 The following members were present:

1.        Justice M N Venkatachaliah, Former Chief  Justice of India & Chairman, CFCG

2.        Dr. P L Sanjeeva Reddy, Former Secretary, Dept. of Company Affairs & Vice Chairman, CFCG

3.        Mr. N Vittal, Central Vigilance Commissioner, Govt of India

4.        Lt Gen Surinder Nath, PVSM, Chairman, UPSC

5.        Dr. Madhav Mehra, President, WCFCG

6.        Mr. D K Varma, Chairman, SCOPE

7.        Dr. Yusuf Samiullah, British High Commission, Dept for International Development

8.        Dr. A K Chauhan, President, Amity Business School

9.        Mr. A K Khosla, Chairman, GEC

10.     Mr. K L Chugh, Chairman, Emeritus, ITC

11.     Mr. Ramaswamy, Joint Secretary, Dept of Company Affaris

12.     Air Marshal L K Varma, Director General, Air Force Medical Services

13.     Mr. Ravi Kant, Former Chairman, CBDT, Member TRAI

14.     Dr. A N Saxena, Former Financial Advisor, Ministry of  Petrolium

15.     Mr. Joginder Singh, Former Director, CBI

16.     Mr. Pradep Chaturvedi, Advisor, UNIDO

17.     Mr. S M Bhola, CEO, NQA QSR,

18.     Mr. Ramesh Chandra, Times of India

19.     Mr. N Chandra Mohan, Consulting Editor, Financial

20.     Dr. M P Narayanan, Past Chairman, Institute of Directors

21.     Lt Gen Ahluwalia, PVSM, Secretary General, CFCG

22.     Subrata Sarkar, World Environment Foundation

The First meeting of the Advisory Council, Centre For Corporate Governance was chaired by Justice M N Venkatachaliah, Former Chief Justice of India & Chairman, Constitution Review Committee.

Justice Venkatachaliah extended a warm welcome to all members of the advisory council of the CFCG to its 1^st Advisory Council meeting held on 4^th October 2001 at the India International Centre.

Justice Venkatachaliah set the tone for the meeting by providing background information on the present state of corporate governance in India. He stated that in India we have a strong legal framework related to the functioning of corporates but the manner of implementation is most questionable. He added that there was a marked absence of research by the corporate sector in the Indian context and stressed the necessity for corporate venture fund to resuscitate our fading jewels such as Air India. He also highlighted the absence of in-house ethical bodies functioning as internal watchdogs and formulating ethical guidelines. The other points that he highlighted in addition to the above, which he felt should come under the domain of a body such as CFCG, are corruption and inefficiency in administration. The extra legal system which was threatening to come into the mainstream and the archaic legal systems are having adverse effects on corporates in India. The situation needed urgent remedial measures and CFCG could become a useful vehicle to bring about the change.  He suggested that CFCG should focus on research as one of its thrust areas and hence collaborate with scientists and corporates on common areas.

Mr. Joginder Singh, Former Director, CBI, agreed with Justice Venkatachaliah in highlighting the lowering of standards and stressed the need for ethics in governance. He highlighted the necessity of proper legal systems which will aid the smooth functioning of corporates.

Mr. Ravi Kant, Former Chairman, Central Board of Director Taxes & Member, Telephone Regulatory Authority of India, stated that corporate governance cannot be viewed in isolation and must apply to larger governance issues which touch the government and society at large. He stated that the archaic rules formulated some 40 years ago needed to be changed and bureaucrats and executives who have served with honesty and integrity should be specially honoured with appropriate awards.

Mr. K L Chugh, Chairman, Emeritus, ITC, emphasized on three areas of importance to act as focal points for CFCG. These are the role of shareholders, leadership grounded in ethics and good business practices.

Dr. P L Sanjeeva Reddy, Former Secretary, Dept. of Company Affairs & Vice Chairman, CFCG Advisory Council, stated that corporate governance is not only an important component affecting the long term prosperity of companies, it is the leading species of larger genus viz. National Governance, Humane Governance, covering Societal Governance, Economic Governance and Political Governance. Dr. Reddy stated that Corporate Social Responsibility, Equity, Efficiency, Empowerment and issues related to corruption are some of the areas, which the CFCG could look into.

Mr. N Vittal, Chief Vigilance Commissioner, Govt of India, stated that there are three areas, which CFCG could look into. They are training and sensitizing people against political, corporate, bureaucratic corruption and criminalization of politics. Secondly CFCG should carry on research into the social roots of corruption. Thirdly it could look into the legal changes that are needed. To this end CFCG could network with like-minded bodies/organisations for exchange of research and information.

Air Marshal Varma, stated that the CFCG should include environmental protection and industrial pollution as part of governance and come out with operational concepts, which can be used as a part of a directional and interventional approach.

Dr. Yusuf Samiullah, Sr. Engineering & Environmental Adviser, DFID India, stated that the transference of funds in India for development purposes was an important area, which CFCG could look into.

Dr. Madhav Mehra, President, World Council For Corporate Governance & Chairman, World Quality Council, summed up the discussion by highlighting the necessity of turning rhetoric into reality and invited members to participate and support the 2^nd International Conference on Corporate Governance which has precisely this as its theme. The conference is being held in Taj Mumbai 18^th – 19^th January 2001. Justice Venkatachaliah state that there is a need to form a committee to carry out the agenda of CFCG and requested all members to join the committee to help CFCG achieve its vision. Dr. Mehra thanked the Chairman and the distinguished members for their valuable contribution.