SEBI
CLEARS NEW CORPORATE GOVERNANCE NORMS; MUTUAL FUND POLICY
To exhort listed companies and their top
executives to follow 'good business practices', regulator SEBI has cleared new
corporate governance norms that require them to justify CEO salaries, put in
place whistle-blower policies and have orderly succession plans.
The new norms were cleared by the SEBI board in New
Delhi on Thursday and the relevant provisions would be incorporated in the
listing agreement soon, Sebi Chairman U K Sinha
said.
Speaking to the reporters after meeting of the board, which also cleared a
long-term policy for mutual funds, Sinha also said that any decision on the
lapsed ordinance that granted greater powers to Sebi needs to be taken by the
government.
The board also cleared new KRA (KYC Registration Agency) Regulations that would
make it easier for the investors to comply with Know Your Client (KYC)
requirements across various segments of the capital markets.
The approval by SEBI board to the new corporate governance norms follows
months-long discussion among various stakeholders on draft regulations released
last year.
The new norms seek to check excessive salaries paid to top executives of listed
companies by requiring them to justify such payments, as also all related party
transactions with entities linked to promoters and directors.
The companies would also need to adopt a whistle-blower policy for employees,
while the number of directorship a person can hold on company boards would be
capped, among various other measures to safeguard the interest of minority
shareholders.
The new norms provide for greater oversight by minority shareholders and
independent directors and check any unjustifiable payments to related parties.
They also seek to bring in a greater alignment of CEO salaries with the
performance and goals of the company, while requiring disclosure of ratio of
remuneration paid to each of their directors and their median staff salary.
Similar provisions have been made in the new Companies Act.
Sebi had earlier said that "on average, the remuneration paid to CEOs in
certain Indian companies are far higher than the remuneration received by their
foreign counterparts and there is no justification available to that effect".
Through these measures, Sebi is seeking to adopt better global practices
without increasing the cost of compliances, so that confidence of the investors
is brought back to market.
Among other major decisions, Sebi board today cleared the much-awaited long
term policy for mutual funds, which includes various proposals including
potential tax benefits, for the future growth of the sector.
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