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 Home > 1st Edition, 2026 |
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The Diary of An Independent Director by CA. Mohan R. Ravi is a practical reference for understanding the role, responsibilities, and professional journey of an Independent Director. The book offers valuable insights into corporate governance and boardroom practices, making it a useful resource for professionals involved in corporate management and compliance.
PART 1 – DIARY OF AN INDEPENDENT DIRECTOR
Chapter 1 – The Companies Act Speaks: Section 149 and Its Many Ambitions
Chapter 2 – SEBI Joins the Party: LODR and the Listed Company Labyrinth
Chapter 3 – The Fine Print Nobody Reads: MCA Circulars, IICA Registration, and the Data Bank
Chapter 4 – Other Hats: RBI, IRDAI, SEBI-Regulated Entities, and the Art of Wearing Multiple Crowns
Chapter 5 – The Letter of Appointment: Reading Between the Lines
Chapter 6 – The Induction That Wasn't
Chapter 7 – The First Board Meeting: Baptism by Agenda
Chapter 8 – The Audit Committee Convenes
Chapter 9 – CSR: Conscience, Compliance, or Both?
Chapter 10 – NRC: The Committee That Decides Who Decides
Chapter 11 – A Storm in the Boardroom: Board Meeting II — The Acquisition Vote
Chapter 12 – The Resignation Letter I Had to Write: On Conscience, Consequences, and the Letter That Cannot Be Unsent
Chapter 13 – Liability, Litigation and the Long Shadow of NCLAT: On What Happens When the Regulator Comes Looking
Chapter 14 – The Fee, the Conscience and the Mirror: On What Independent Directors Are Paid, What They Are Worth, and What the Cheque Costs
Chapter 15 – 10 Dos and 10 Don'ts for the Independent Director: Hard-Won, Imperfectly Followed, Offered Without Apology
PART 2 – ALMANACK FOR INDEPENDENT DIRECTOR
Chapter 16 – The Mirror Before the Boardroom: On Knowing Yourself Before You Govern Others
Chapter 17 – The Seat You Occupy: On the Nature of the Independent Director's Role
Chapter 18 – The Art of Asking the Right Question: On Inquiry as the Director's Most Powerful Tool
Chapter 19 – Reading the Room—and the Numbers: On Financial Literacy and the Language of the Boardroom
Chapter 20 – The Promoter, the CEO, and You: On Managing the Most Important Relationships in the Boardroom
Chapter 21 – When the Room Goes Quiet: On Dissent, Disagreement, and the Courage to Stand Alone
Chapter 22 – Red Flags and the Art of Seeing Them Early: On Governance Failures, Warning Signs, and Your Instincts
Chapter 23 – Committees: Where the Real Work Happens: On Audit, Nomination, Remuneration and Risk Committees
Chapter 24 – The Minority Shareholder's Silent Voice: On Who You Truly Represent
Chapter 25 – On Reputation, Liability and the Price of a Signature: On What You Put at Risk Every Time You Sign
Chapter 26 – When to Stay, When to Walk: On Resignation as an Act of Governance
Chapter 27 – Time, Tenure and the Trap of Familiarity: On the Slow Drift from Independence to Comfort
Chapter 28 – The Board That Works and the Board That Doesn't: On Board Culture, Dynamics and Collective Wisdom
Chapter 29 – Letters to a Young Independent Director: What You Wish Someone Had Told You Before Your First Board Meeting
Chapter 30 – The Thirty Mirrors: What the Governance Failures Had in Common
Chapter 31 – Governing in India: On the Particular Demands of Independence in a Promoter-Led, Relationship-Saturated, and Rapidly Evolving Governance Landscape
Chapter 32 – ESG and the New Accountability: On Sustainability, Stakeholder Responsibility, and the Governance of the Company's Relationship with the World Beyond Its Balance Sheet
Appendices
Appendix 1 – Schedule IV: Code for Independent Directors
Appendix 2 – Key SEBI LODR Obligations for Independent Directors
Appendix 3 – From Mumbai to Madras: When Indian Directors Drew the Line
Appendix 4 – Questions to Be Asked Before Accepting an Appointment as an Independent Director
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