As per the Securities and Exchange Board of India's (Sebi) code on corporate governance, 141 companies listed in group A of Bombay Stock Exchange have already appointed independent directors in their boards in the last fiscal. This year it will cover another 1,078 companies listed as group B1, according to Confederation of Indian Industry (CII). Speaking at a conference on `Independent Directors, Audit Committees and Best Board Practices' organised by CII in Chennai, Ashok Leyland managing director R Seshasayee said that there is a scarcity of independent directors.

He also stressed upon the need to have orientation programme for the independent directors. Speaking about the composition of the board, hesuggested, there should be at least one finance and one legal expert on the board of a company and that the board should meet at least four times annually.

There should be at least one committee for strategies and one for corporate governance, he said, adding that the remuneration of the independent director at one per cent is reasonable enough.

Addressing the gathering, Unit Trust of India (UTI) chairman PS Subramanyam said that the best board practices is important to enhance competitiveness in the post QR regime.

According to him, the managements perform the job of utilising scarce resources optimally to generate profits. In this process, issues that need to be addressed are transparency and enhancement of shareholder value.

He highlighted the need for the insurance covers for the independent directors against the functional liabilities. He also suggested that the independent directors meet earlier to the board meeting so that the professional assessments are well heard. CII chief economist Omkar Goswami said that the domestic industry should think beyond fulfilling the corporate governance code. "The domestic companies should go beyond just check listing," he said.

Stating that all boards need to meet more often than now, ICICI Ltd CEO & managing director KV Kamath called for setting targets for the independent directors in quantitative terms.

Speaking on the occasion, Tata Industries Ltd managing director Kishor A Chaukar said that the role and duty of the board of directors needs to be defined.