Q: What are the roles and functions of independent directors ?

Ans: In order for the independent directors to efficiently perform their role, the companies appointing them have been placed under an obligation to familiarise the independent directors with different aspects of the listed entity including:

nature of the industry in which the listed entity operates;

business model of the listed entity;

his roles, rights, and responsibilities as an independent director;

other relevant information which can include material ongoing projects,

significant investments etc. (Regulation 25 of the SEBI (LODR) Regulations, 2015.

It is mandatory for all independent directors of the company to meet at least once annually (without the presence of non-independent directors and members of the management) they are required to evaluate the performance of the company's chairperson, non-independent directors and the board as a whole at these special meetings. This provides the independent directors freedom to assess the company's performance and take impartial decisions based on it.

Independent directors need to be appointed as a member in the CSR committee, Nomination and Remuneration Committee and the Audit Committee of the board.

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