Corporate governance in India has entered a transformative phase in 2026 — driven by tightening enforcement under the Companies Act 2013, evolving disclosure mandates under SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, expansion of the Business Responsibility and Sustainability Report (BRSR Core), and rising boardroom accountability under Schedule IV for independent directors. From listed companies and large unlisted public companies to high-growth startups, family-owned businesses, and Section 8 not-for-profits — every entity with a board now operates under a sharper governance lens covering board composition, audit committee oversight, related party transactions (RPTs), risk management frameworks, whistleblower mechanisms, ESG disclosures, and stakeholder communication.
Our corporate governance consulting services help boards, promoters, CEOs, CFOs, company secretaries, and investor-relations teams build governance frameworks that are legally compliant, investor-ready, and audit-defensible. We work across the full governance lifecycle — board evaluation under Section 134(3)(p), independent director search and onboarding, charter drafting for Audit / NRC / Stakeholders Relationship / Risk / CSR committees, RPT compliance under Section 188 and SEBI Reg 23, secretarial audit under Section 204 (Form MR-3), corporate governance report under SEBI LODR Reg 27, ESG and BRSR Core advisory, internal financial controls (IFC) under Section 134(5)(e), whistleblower / vigil mechanism design under Section 177(9), and director training programs aligned with Schedule IV. Whether you are preparing for an IPO, responding to a SEBI / ROC enquiry, restructuring your board, or upgrading governance for institutional investors and rating agencies, our team brings deep expertise in Indian company law, securities law, secretarial standards (SS-1 / SS-2), and global governance benchmarks (OECD, ICGN).
Listed companies (Main Board / SME) governed by SEBI LODR — board structure, committee composition, RPT framework, BRSR, corporate governance report, and quarterly compliance.
Companies preparing for IPO / DRHP filing — board reconstitution, independent director induction, committee setup, and DRHP-grade governance disclosures aligned with SEBI ICDR.
Large unlisted public companies covered under Sec 177 / 178 thresholds — audit committee, NRC, IFC framework, secretarial audit (MR-3), and CSR governance.
Funded startups and private companies needing investor-ready governance — board charter, ESOP committee, founder agreement, AoA alignment, and SHA governance covenants.
Family business governance — family constitution, family council, succession planning, professional board induction, and balancing family interests with minority shareholder rights.
Section 8 companies, trusts, and societies — board governance, FCRA compliance, donor reporting, CSR project execution, and 12A / 80G compliance with governance overlays.
Mandatory board structure — minimum / maximum directors, woman director, independent directors, resident director — with thresholds varying by listed / unlisted / public / private status.
Code for independent directors — qualifications, role, duties, evaluation, separate meetings, and the IICA databank registration mandatory for all independent director appointments.
Mandatory for listed and prescribed unlisted companies — composition (majority IDs), terms of reference, financial statement review, internal audit, RPT approval, and whistleblower oversight.
Nomination & Remuneration Committee — director selection, remuneration policy, board evaluation. Stakeholders Relationship Committee — investor grievance redressal under SEBI LODR.
RPT framework — board / audit committee / shareholder approval thresholds, omnibus approvals, arm's length test, materiality test under SEBI LODR Reg 23, and disclosure in Form AOC-2.
Directors' responsibility statement on adequacy and operating effectiveness of internal financial controls — auditor reporting under CARO, framework design, testing, and remediation.
Mandatory vigil mechanism for listed companies and specified unlisted entities — channel design, anonymity, protection from victimisation, audit committee escalation, and annual disclosure.
Business Responsibility and Sustainability Report — top listed entities by market cap report on 9 NGRBC principles; BRSR Core attributes require independent assurance for top entities.
Annual board evaluation under Sec 134(3)(p) and Schedule IV — board, committee, individual director, and chairperson evaluation; questionnaire design, peer review, and action plan.
End-to-end ID search aligned with Schedule IV — IICA databank registration, candidate shortlisting, due diligence, declaration of independence, and DIR-2 / DIR-12 onboarding.
Audit Committee, NRC, Stakeholders Relationship, Risk Management, CSR, and IT Committee charters — terms of reference, quorum, frequency, and reporting framework.
Full LODR compliance — Reg 17 board, Reg 18 audit committee, Reg 23 RPT, Reg 27 governance report, Reg 30 material event disclosure, and quarterly / half-yearly filings.
Secretarial audit under Sec 204 by a Practising Company Secretary — applicability review, audit fieldwork, MR-3 issuance, and follow-up on observations / qualifications.
Related party identification, RPT policy drafting, omnibus approval framework, arm's length pricing memos, materiality assessment, AOC-2 disclosure, and SEBI Reg 23 compliance.
BRSR Core preparation, KPI mapping across 9 NGRBC principles, data collection framework, reasonable assurance readiness, and integration with stewardship / rating agency requirements.
IFC framework design under Sec 134(5)(e) — entity-level controls, process-level controls, IT general controls, walkthroughs, deficiency remediation, and CARO-aligned reporting.
Vigil mechanism under Sec 177(9), POSH compliance under the Sexual Harassment Act 2013 — policy, IC constitution, reporting channels, training, and annual disclosure.
Director induction packs, ongoing training calendar, regulatory updates, fiduciary duty workshops, and case-study-based training aligned with Schedule IV continuing education norms.
Drafting of Board's Report under Sec 134, MD&A, corporate governance report under SEBI LODR Reg 27, BRSR section, and integration with annual report design and printing.
End-to-end IPO-readiness — board reconstitution, ID induction, committee setup, RPT cleanup, related party register, code of conduct, insider trading code (PIT), and DRHP governance.
Paid-up capital, turnover, or borrowing thresholds triggering audit committee, NRC, IFC, and CSR — full governance setup needed within stipulated timelines.
Board reconstitution, ID hiring, committee setup, RPT cleanup, secretarial audit, and DRHP-grade governance disclosures aligned with SEBI ICDR & merchant banker requirements.
Show cause notice, inspection under Sec 206, inquiry under Sec 210, or SEBI adjudication — defence preparation, response drafting, and governance remediation plan.
Sudden ID exit triggering disclosure under SEBI LODR, regulatory scrutiny, replacement search, and governance review — mandatory cooling-off and reasoned disclosure.
Term sheet covenants on board observer rights, reserved matters, founder vesting, anti-dilution, and information rights — alignment with AoA, SHA, and Companies Act framework.
Top listed entities now required to publish BRSR Core with reasonable assurance on 9 KPIs — KPI mapping, data systems, and assurance readiness.
Auditor qualification on RPTs, missed shareholder approvals, ordinary-vs-special-resolution confusion, or omnibus approval gaps — RPT framework rebuild needed.
Whistleblower complaint, internal fraud detection under Sec 143(12), or audit committee escalation — investigation, remediation, and disclosure framework.
Governance gap analysis — board structure, committees, policies, filings, and disclosure benchmarked against Companies Act, SEBI LODR, and best practices.
Governance roadmap, prioritised action plan, board education, charter drafting, and policy library aligned with the entity's life-stage and regulatory class.
ID search, committee constitution, IFC rollout, RPT framework, BRSR setup, whistleblower channel, and POSH compliance — execution with timelines and owners.
Board's report, annual report, MGT-7 / AOC-4, MR-3, SEBI LODR quarterly filings, BRSR, and stakeholder reporting — drafted, reviewed, and filed.
Quarterly governance calendar, board / committee secretariat support, regulatory updates, training refreshes, and annual evaluation cycle.
Partner with our corporate governance experts for board evaluation, independent director search, SEBI LODR compliance, BRSR Core, secretarial audit, RPT framework, IFC, and pre-IPO governance setup for FY 2026–27.
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