Explanation:

SEBI constituted a series of committees — Kumar Mangalam Birla Committee in 2000, Narayana Murthy Committee in 2003 and Adi Godrej Committee in 2012 — to come up with more elaborate governance norms for India Inc. The present corporate governance norms, enshrined in the Companies Act, SEBI listing regulations and Clause 49 of the listing agreement are the result of deliberations by these committees. Yet another committee — the Uday Kotak committee — has recently been tasked with a further review.
Recommendations
•Splitting up the roles of Chairman and Managing Director or Chief Executive Officer in a company.
•Making a parent company’s audit committee responsible for checking the books of its group companies
•Independent directors should make up at least half of every company’s board and should attend at least half of the board meets
•A minimum of 6 independent directors, including at least one woman director, should be appointed on the board of a listed company
•SEBI to have the right to pull up auditors for any lapses in corporate governance norms and penalise them for the same. This will ensure diligent auditing of company processes and funds.
•It recommended imposing more checks and balances on royalty and brand payments, related-party transactions and sharing on information between the company management and entities that are not a part of the board, and creation of an independent shareholding structure for listed public sector undertakings so as to reduce their dependency on administrative ministries
•Creation of a formal channel to facilitate sharing of information between promoters and the company
•Disclosure of all rating actions by companies, and mandating a minimum qualification for independent directors