Government of India amends Code for Independent Directors

The Ministry of Corporate Affairs of the Government of India vide a notification on 5 July 2017 that was published in the Official Gazette of India on 6 July 2017 (Notification) amended Schedule IV of the Companies Act, 2013 which sets out the ‘Code for Independent Directors’ (Code).

Pursuant to the Notification, inter-alia, the following key changes have been made to the Code:

1. In the event of resignation or removal of an independent director (ID) from the board of directors of a company, such vacancy is now required to be filled by the appointment of a new ID within a period of 3 (three) months from the date of such resignation or removal, instead of the earlier period of 180 (one hundred and eighty) days; and

2. The IDs of a company are now required to hold their meeting, without the attendance of non-IDs and members of management, at least once in a financial year, as against the earlier requirement to hold such meeting once in a year.

The Notification may be accessed at the following link: