Company affairs secretary TSR Krishnamurty noted that corporate governance was a delicate subject and has to be promoted by the firms adding that of the five lakh companies in India most do not file their returns in the same year. Companies often take recourse to delaying tactics in order to frustrate any attemtpt to discipline them. FIs should nominate directors after examining their qualifications, he said. When companies are in default, directors should be held accountable, he said.

Securities and Exchange Board of India (SEBI) chairman D R Mehta held the view that corporate governance was an investor-centric concept and emphasised that the health of the capital markets was absolutely dependent on beter CG.

He lamented that 1.6 lakh investors complaints remained unattended. Of this, 66,000pertained only to share transfers. He noted that even industry associations had not shown much concern regarding this issue. He was of the view that larger shareholding entities such as fis must play a more active and positive role on corporate boards.

UTI chairman P S Subrahmanyam said corporate governance has to do with the flow of financial capital from the providers to the users in the most optimal fashion. It should address issues pertaining to the board structure, inter relationships between management, the board and the shareholders and board and regulators.

Infosys chief Narayana Murthy noted that inadequate corporate governance in India was mainly due to the view that the entrepreneur was substantially a financier and that diluting his stake in the company was a sign of weakness. One mechanism to improve cg was to bring international professionals on corporate boards, he said.

Kelkar said a centre for corporate governance was being set up with the support of UTI and other FIs. This centre wouldtake the initiative in securing better corporate governance in the country.

Justice Bhagwati would head a committee for deciding a winner in excellence in corporate governance. SEBI has formed a committee under the chairmanship of Aditya Birla group chairman Kumarmangalam Birla. The panel will have its first meeting on June 4.

The round table was attended by among others UTI chairman PS Subramanyam, Securities & Exchange Board of India chairman DR Mehta, HDFC chief Deepak Parekh, National Stock Exchange chairman RH Patil, former State Bank of India chairman MS Verma, former Industrial Development Bank of India chief SH Khan, company affairs secretary TSR Krishnamurthy, corporate chieftains JJ Irani and SK Birla and Infosys Technology MD and CEO NR Narayana Murthy.