Effective Corporate Governance through Vigilance

Event date : 06-08-2012

Event Time : 9:30AM - 5PM

Event Place : Senate Hall, THE CAPITOL HOTEL, Rajbhavan Road, Bangalore.

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Presentation Material

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  • To reinforce Corporate Governance framework and
  • To establish the role of Vigilance in enhancing Corporate Governance effectiveness.


Corporate governance is a mechanism through which the values, principals, management policies and procedures of a corporate are delineated in consonance with its objective and matching with reality. Undoubtedly, ethical practices, transparency and accountability become the fundamental principles of good corporate governance. Thus the essence of corporate governance is to ensure transparency in all operation of the corporate so that accountability for the decision taken is fixed. Because, accountability is essential to ensure that the interest of the investors and the stakeholders covering customers, suppliers, employees and the society at large including environment, are safeguarded.

In a practical sense, therefore, corporate governance is all about the organisation embracing whole-heartedly a well-delineated structure to achieve its objectives and at the same time making a firm commitment to its shareholders and stakeholders all the time that their interests would be protected.

The issue of corporate governance became highly and increasingly relevant not only in India but globally due to the financial meltdown starting with the Sub prime crisis in the United States and spreading all over the world. In fact, the root cause of the crisis were traced to lack of transparency, particularly on the basic issues like risk management and protection of interest of the investors and the stakeholders. When we look at from this perspective, the current financial crisis all over the world is perhaps a case of massive failure of corporate governance. Not only that. Failure of corporate governance affects practically all part of the society and the society could be a victim of malpractices in the corporate sector.

It is in this context, the Bangalore Management Association (BMA) found it appropriate to expand the horizon and explore the possibilities for effective Corporate Governance. From this point of view, there are two issues emerge, which assume importance when it comes to corporate governance in our country. Firstly, is it possible to rethink our entire approach to the issue of corporate governance in the country and device a better regulatory and monitoring system that will ensure that scams, particularly the Corporate scams are avoided in the future. Second is the role of watchdog agencies in ensuring corporate governance. When we think of watchdog agencies in corporate sector, we normally confine to the agencies under the Companies Act, the SEBI Act and so on. In fact, there is something called ‘Vigilance’, which is not so familiar in the corporate sector, especially the private sector.

‘Vigilance’ is something, which has not penetrated in to Corporate Sector, particularly the private sector. Of course, ‘Vigilance’ is not foreign to Public Sector organisations, which are also the leading corporate houses in the country. The public sector companies do have a full-fledged Vigilance department. In fact, senior officers of Union government from different organised services are designated as Chief Vigilance Officer (CVO) to head the Vigilance departments in the public sector companies on deputation to perform their job in a fair manner without jeopardising their position. The fact that the CVOs are given the status of Functional Directors of the organisation, speaks volume for itself on the role and contribution expected of from them. Then the obvious question comes. How could Vigilance contribute in a corporate sector for that matter corporate governance? Well, the answer is quite obvious too! Anyone who is alien to Vigilance and the role of CVO in a public sector organisation, if start knowing about it, would immediately hop up to say, ‘oh, they are very much into the corporate governance issues’. This is the key issue of the Conclave.

BMA is, indeed, very glad to chose the theme for the Management Enclave 2012 as ‘Effective Corporate Governance through Vigilance” with the sole aim to drive home the point that there is yet another avenue available in ‘Vigilance’, which is very much in practice, to enhance the effectiveness of Corporate Governance.

Against this backdrop, BMA has designed three Sessions for this Conclave, namely, Ethics & Management, Transparency & Accountability and Compliance & Role of Vigilance, for deliberation involving Academicians, Policy Makers and Practitioners. BMA is very confident that this expansion of horizon of corporate governance engulfing vigilance would go a long way in enhancing its effectiveness.

09.30 – 10.00 REGISTRATION
10.00 – 11.30 INAUGURATIONChief guest: Justice N.Santosh Hegde, Former Lokayukta, Govt. of KarnatakaPresidential address: Sri. Pradeep Sigh Kharola, IASKey note address: Sri H S Upendra Kamath, CMD, Vijaya Bank
11.30 – 01.00 SESSION 1: ETHICS & MANANAGEMENTSpeakers:

  • Dr. M.N.Krishnamurthy, IPS, ADGP & Chief Vigilance Officer, BEL
  • Dr. V. Nagaraj, Registrar & Professor of Law, National Law School of India University, Bangalore

Moderator: Sri Murali Soundar, Senior Vice President & Chief Risk Officer, MphasiS

01.00-01.30 L U N C H

  • Smt. Kavitha Kestur, IA & AS, PAG & Chief Vigilance Officer, BEML Ltd
  • Sri Kamal Pant, IPS, Inspector General of Police (Admn), Karnataka Police HQ.

Moderator: Sri Ram Ramkrishnan, Head – FM, Logica Ltd (Former VP – WIPRO)

03.00 – 03.15 COFFEE/TEA

  • Sri Shreenivas Galagali, ITS, Chief Vigilance Officer, KIOCL
  • Sri George M Kurian, Chief Vigilance Officer, Syndicate Bank

Moderator: Sri V Shekhar, ExecutiveDirector, PowerGridCorporation India Ltd



Session 1 : Corporate Governance : Ethics & Management

Corporate governance represents the value framework, moral framework and ethical framework under which a corporate functions. Developing a right work ethics and value system within organisation has been always a challenge. Particularly, in the era of Indian companies becoming ‘Indian multinationals’, adoption of universal good practices and work ethics suiting to the condition become highly imperative. As the work ethics cover the best management practices, code of conduct, standards and quality issues as well as attitude, the need for adopting and internalising them in to the Management principles and policies would be very crucial as they make the fundamentals strong and help in the long run. This would perhaps lead to a situation where all the decisions taken by the corporate are not just legal alone but essentially ethical too.

This Session will address the above issues and explore areas, which needs to be strengthened and possible options available.

Session 2 : Corporate Governance : Transparency & Accountability

Accountability means responsibility. In the context of Corporate Governance, accountability would mean the responsibility of the corporate to protect the interest of investors, shareholders and stakeholders, including the society in which it operates. In fact, the fundamental principles of norms such as financial propriety arise from this, as all decisions taken in corporate sector will have direct or indirect financial bearings. Nevertheless, accountability cannot be fixed and ensured unless there is transparency in operations and decision-making. Therefore, transparency and accountability go hand in hand.

This Session will address this issue and dwell upon the corporate governance framework vis-à-vis the existing rules and standards and their adequacy in ensuring transparency and accountability. This Session will also address the adverse impact on the corporate governance framework because of lack of transparency and accountability with case studies.

Session 3 : Corporate Governance : Compliance & Role of Vigilance

Ultimately, the proof of pudding lies in eating. The effectiveness of the Corporate Governance framework depends on the compliance of various codes, rules and standards. This is achieved through various internal controls starting from the Board and comes down to all levels of the organisation. The internal controls are exercised through various means, such as Committees, Rules, Procedures, Circulars, instructions and so on. To what extent these internal controls are effective is very crucial in achieving good corporate governance. At times, the organisations live with obsolete or defective systems of internal controls, which do not help in any way. Therefore, from the compliance point of view, there is a greater need to ensure that the internal controls in force are not outdated and satisfies the prevailing conditions at that point in time. It is in this context ‘Vigilance’ comes in to picture. Vigilance has been able to play a pivotal role towards corporate governance. As the word ‘vigilance’ itself is to mean ‘to prevent’, the functions of Vigilance Department are such that the loopholes and lacunae in the systems, which form internal controls, are identified and modified. Chief Vigilance Officer (CVO) in a public sector, heading the Vigilance Department has been assigned with the task of conducting System Study, System Audit, Inspections, Surprise Checks and so on, which in fact are meant to check the systems and procedures. In other words, the focus area of Vigilance is internal controls. Here is the key. Vigilance can ensure that the internal controls are not only adequate but also effective too.

This Session will address these issues and will clearly establish the role of Vigilance and its contribution towards effective corporate governance.

Target Participants

This conclave is meant to benefit immensely the Corporate Executives of both public and private sector at all levels, Good Governance practitioners of Industry and Business Houses handling Ethics and Compliance Issues, Vigilance Professionals both in Public and Government sectors, Academicians, Legal Experts, Govt. Officials and Business Schools.

Delegate Fee:

Rs.2000/= per participant.

Download Event Brochure

Download Sponsorship / Advertisement Form & Registration Form

Download Letters from Management Conclave Chairman to Delegates & Sponsors

Bangalore Management Association
Bangalore Management Association
Bangalore Management Association
Bangalore Management Association

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