Company boards must continuously evolve to remain effective in a world of constant change- spawned by economic uncertainty, geopolitical tensions, regulatory shifts, and the rise of AI- since having the right expertise and adaptability is key to staying ahead, panellists said during the Economic Times Leadership Dialogues.
The panel featured M Damodaran, former chairman, Sebi, and chairperson at Excellence Enablers Private Limited; Shefali Goradia, chairperson, Deloitte South Asia; Anjali Bansal, founding partner, Avaana Capital; and Saugata Gupta, MD and CEO, Marico.
The topic of the panel discussion was Board Stewardship in Times of Disruption, Diversity, and Uncertainty. The discussions were moderated by ET's Vinod Mahanta.
When asked how Indian boards should balance short-term market adjustments with long-term strategy, the panellists said the answer lay in forward-thinking governance and a proactive, future-focused approach.
"Last year, Deloitte conducted a survey titled The Chair of the Future, where we engaged with over 30 chairs of different companies. Our findings align with the growing recognition that boards must evolve to meet modern challenges," said Goradia.
Eye on the Future
Gupta said he strongly believed that boards should spend much more time preparing companies for the future rather than getting caught up in managing the present. "Managing the present is something management is fully capable of handling. Secondly, the composition of the board plays a crucial role. And if we expect management to develop future-ready capabilities, the same should apply to the board."
Board governance must change, but it shouldn't compromise on its fundamental duties of stewardship and accountability.
"Knowledge is the domain of management. Wisdom is the function of the board. I believe the board's responsibility for stewardship hasn't changed; what has changed is how it is expected to be carried out. Boards are increasingly being scrutinised, and they are starting to ask themselves: Are we measuring up? The short answer is no, they are not," said Damodaran.
He added that the fundamental issue is whether boards are properly constituted for the needs of today and the future. "More importantly, board members should not overstay their welcome," said Damodaran.
Touching upon the relationship aspect between management and the board, especially board chairs at a time when market conditions are volatile, Bansal said: "Board evolution in India is happening, but not fast enough. Businesses face rapid change, yet many boards remain reactive. Board composition is improving, but diverse expertise is essential. Effective boards engage beyond meetings, ask tough questions, and focus on long-term strategy. To stay relevant, boards must proactively address disruption, leverage emerging opportunities, and ensure businesses are prepared for the future."
A key discussion topic was how Indian boards were having to deal with growing regulatory scrutiny, stringent compliance requirements, and heavy penalties for lapses, and often these requirements took too much time.
A Balancing Act
"The board must balance oversight and strategy. While it ensures compliance, its focus should be on long-term growth, not regulatory details. Effective governance means guiding the company's future, not getting stuck in operational minutiae," said Goradia.
Board independence remains a key corporate governance issue in India, where large shareholders -often promoters or founding families-hold significant control, sometimes raising concerns about protecting minority shareholder interests.
Damodaran said, "Promoters aren't all the same-many build strong boards, give them space to operate, and extract real value-because they understand that a well-functioning board benefits them the most."
Gupta cited the example of Marico, highlighting how the company pioneered working with a professional CEO and built a board that truly adds value, despite being a promoter-led company.
As businesses become more complex, a debate has been raging among Indian boards about whether there is a need for specialised directors rather than generalists.
Bansalsaid having the right mix was essential. "Expertise becomes obsolete quickly-an AI or technology expert today may no longer be cutting-edge in just three years. Boards, as stewards of companies, must ensure that expertise is continuously refreshed, whether through management development, new talent, or external advisers."
Goradia added, "Expertise alone isn't enough; continuous upskilling is essential."
Selecting the CEO is one of the board's most important jobs, if not the most important. Yet many companies struggle to get succession right. Increasingly, there is a growing set of experts who believe that boards should treat succession as an "always-on" process.
Leadership Pipeline
"Succession planning is critical-not just at the CEO level, but across leadership, particularly at the N-1 level. We use a framework that categorises leaders as drop-dead ready, ready in 1-2 years, and ready in 3-5 years. If the same person appears in multiple categories, it signals a lack of depth, highlighting the need to either develop internal talent or look externally. Conducting an honest assessment each year forces organisations to stay proactive, said Gupta.
Many companies still treat sustainability as a compliance exercise rather than a core business strategy, and boards have the responsibility and influence to change that.
"Today, environmental factors have moved from compliance to strategy, particularly for industries like steel, cement, and power, where disruption is reshaping costs, supply chains, and capital access. Smart companies see sustainability not as a burden but as an opportunity to build entirely new business models," said Bansal.
Beyond value creation, sustainability was also about resilience, said the panellists.
"A regulatory change in Europe, for instance, could disrupt entire supply chains. Businesses must be prepared. As younger generations assume leadership roles, there is a growing emphasis on embedding sustainability at the core-not just for compliance, but because they genuinely believe in doing the right thing, according to Goradia.
Ask the panellists what would be one fundamental shift in board governance in the coming years, they said it would be greater introspection and adaptability.
"Boards need to ask: Are we doing enough? Are we focusing on the right things? The best course correction often comes from within, not external pressures. Many boards switch between PowerPoint presentations without questioning the content. They need to break free, ask tough questions, and focus on real impact," said Damodaran.
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The topic of the panel discussion was Board Stewardship in Times of Disruption, Diversity, and Uncertainty. The discussions were moderated by ET's Vinod Mahanta.
When asked how Indian boards should balance short-term market adjustments with long-term strategy, the panellists said the answer lay in forward-thinking governance and a proactive, future-focused approach.
"Last year, Deloitte conducted a survey titled The Chair of the Future, where we engaged with over 30 chairs of different companies. Our findings align with the growing recognition that boards must evolve to meet modern challenges," said Goradia.
Eye on the Future
Gupta said he strongly believed that boards should spend much more time preparing companies for the future rather than getting caught up in managing the present. "Managing the present is something management is fully capable of handling. Secondly, the composition of the board plays a crucial role. And if we expect management to develop future-ready capabilities, the same should apply to the board."
Board governance must change, but it shouldn't compromise on its fundamental duties of stewardship and accountability.
"Knowledge is the domain of management. Wisdom is the function of the board. I believe the board's responsibility for stewardship hasn't changed; what has changed is how it is expected to be carried out. Boards are increasingly being scrutinised, and they are starting to ask themselves: Are we measuring up? The short answer is no, they are not," said Damodaran.
He added that the fundamental issue is whether boards are properly constituted for the needs of today and the future. "More importantly, board members should not overstay their welcome," said Damodaran.
Touching upon the relationship aspect between management and the board, especially board chairs at a time when market conditions are volatile, Bansal said: "Board evolution in India is happening, but not fast enough. Businesses face rapid change, yet many boards remain reactive. Board composition is improving, but diverse expertise is essential. Effective boards engage beyond meetings, ask tough questions, and focus on long-term strategy. To stay relevant, boards must proactively address disruption, leverage emerging opportunities, and ensure businesses are prepared for the future."
A key discussion topic was how Indian boards were having to deal with growing regulatory scrutiny, stringent compliance requirements, and heavy penalties for lapses, and often these requirements took too much time.
A Balancing Act
"The board must balance oversight and strategy. While it ensures compliance, its focus should be on long-term growth, not regulatory details. Effective governance means guiding the company's future, not getting stuck in operational minutiae," said Goradia.
Board independence remains a key corporate governance issue in India, where large shareholders -often promoters or founding families-hold significant control, sometimes raising concerns about protecting minority shareholder interests.
Damodaran said, "Promoters aren't all the same-many build strong boards, give them space to operate, and extract real value-because they understand that a well-functioning board benefits them the most."
Gupta cited the example of Marico, highlighting how the company pioneered working with a professional CEO and built a board that truly adds value, despite being a promoter-led company.
As businesses become more complex, a debate has been raging among Indian boards about whether there is a need for specialised directors rather than generalists.
Bansalsaid having the right mix was essential. "Expertise becomes obsolete quickly-an AI or technology expert today may no longer be cutting-edge in just three years. Boards, as stewards of companies, must ensure that expertise is continuously refreshed, whether through management development, new talent, or external advisers."
Goradia added, "Expertise alone isn't enough; continuous upskilling is essential."
Selecting the CEO is one of the board's most important jobs, if not the most important. Yet many companies struggle to get succession right. Increasingly, there is a growing set of experts who believe that boards should treat succession as an "always-on" process.
Leadership Pipeline
"Succession planning is critical-not just at the CEO level, but across leadership, particularly at the N-1 level. We use a framework that categorises leaders as drop-dead ready, ready in 1-2 years, and ready in 3-5 years. If the same person appears in multiple categories, it signals a lack of depth, highlighting the need to either develop internal talent or look externally. Conducting an honest assessment each year forces organisations to stay proactive, said Gupta.
Many companies still treat sustainability as a compliance exercise rather than a core business strategy, and boards have the responsibility and influence to change that.
"Today, environmental factors have moved from compliance to strategy, particularly for industries like steel, cement, and power, where disruption is reshaping costs, supply chains, and capital access. Smart companies see sustainability not as a burden but as an opportunity to build entirely new business models," said Bansal.
Beyond value creation, sustainability was also about resilience, said the panellists.
"A regulatory change in Europe, for instance, could disrupt entire supply chains. Businesses must be prepared. As younger generations assume leadership roles, there is a growing emphasis on embedding sustainability at the core-not just for compliance, but because they genuinely believe in doing the right thing, according to Goradia.
Ask the panellists what would be one fundamental shift in board governance in the coming years, they said it would be greater introspection and adaptability.
"Boards need to ask: Are we doing enough? Are we focusing on the right things? The best course correction often comes from within, not external pressures. Many boards switch between PowerPoint presentations without questioning the content. They need to break free, ask tough questions, and focus on real impact," said Damodaran.
