The Institute of Directors (IOD) - Bengaluru Region organised the Regional Director's Conclave on the theme, 'Strategic Leadership and Governance in the Corporate Sphere' on September 20, 2024 at Hotel Lalit Ashok, Bengaluru. The event attracted an impressive gathering of around 150 esteemed members and dignitaries. The conclave provided a valuable platform for industry leaders and governance experts to engage in thought provoking discussions on the evolving landscape of corporate governance and leadership.

The event commenced with a gracious welcome from Ms. Alokha Mendens, Regional Manager of IOD Bengaluru, who provided an insightful introduction to IOD's role and the significance of the Conclave. Distinguished guests, including the 'Guest of Honour', Prof. M. V. Rajeev Gowda, former Member of Parliament, Rajya Sabha; 'Keynote Speaker', Dr. V. Veerappan, Co-Founder & President- Tessolve semiconductor, Chairman-India Electronics & Semiconductor Association (IESA), Chairman, Electronics City Industrial Township Authority (ELCITA). IOD's Bengaluru Regional Chairman, Mr. D. V. Prasad, IAS (Retd.), and Honorary Zonal Director, Mr. R. G. Rajan, were greeted with great enthusiasm. The conclave was formally inaugurated with the traditional lighting of the lamp, a symbolic gesture that set the tone for a day of dynamic conversations on the evolving challenges and opportunities in corporate leadership and governance.

OPENING SESSION

Mr. D. V. Prasad, IAS (Retd.) Regional Chairman - Bengaluru, Institute of Directors
former Addl. Chief Secretary of Karnataka & former CMD, Food Corporation of India

Mr. Prasad extended a warm welcome to the distinguished speakers and attendees, highlighting the pivotal role of the IOD. He outlined IOD's extensive reach in the metropolitan cities, including Delhi, Mumbai, Kolkata, Chennai, and Hyderabad, and the broad spectrum of support it provides to directors in fulfilling their responsibilities. Emphasizing IOD's steadfast commitment to championing good governance, he underscored the critical importance of strategic leadership at the board level. His remarks set an optimistic tone for the conclave, reaffirming the IOD's mission to promote excellence in governance and leadership across organizations.

This was followed by the 'President Address' delivered by:

Lt. Gen. Surinder Nath, PVSM, AVSM (Retd.) (Virtual)
President, Institute of Directors
Ex-Chairman, UPSC & ex-Vice Chief of Indian Army
Former Independent Director, L&T Board

Lt. Gen. Nath, emphasized the critical need to understand and manage the emerging technologies reshaping our world. He highlighted that strong leadership is essential to navigate organizations through these transformative changes. He also stressed the key qualities boards of directors must possess—such as diversity, strategic thinking, and ethical decision-making—to ensure sound decisions for their companies. Discussing the rise of new technologies and their impact on business operations, he underscored the importance of organizations embracing innovation to remain competitive. Additionally, he emphasized the value of collaboration in addressing the complex challenges posed by technological advancements, advocating for solutions that benefit society as a whole.

This was followed by the 'Guest of Honour Address' delivered by:

Prof. M. V. Rajeev Gowda
Former Member of Parliament, Rajya Sabha

Prof. Gowda offered insightful perspectives on key governance issues, highlighting the essential skills for Independent Directors to excel. He emphasized the need for 'a clear company vision' to steer future growth and urged businesses to address their environmental impact in the face of climate change. He also underscored the importance of DEIE (Diversity, Equity, Inclusion, and Equality) in building inclusive workplaces, along with addressing critical topics like POSH (Prevention of Sexual Harassment) and succession planning. Additionally, he stressed the importance of supporting whistleblowers and ensuring transparency, accountability, and strong oversight for ethical business practices.

This was followed by the 'Keynote Address' delivered by:

Dr. V. Veerappan
Co-Founder & President – Tessolve semiconductor
Chairman – India Electronics & Semiconductor Association (IESA)
Chairman – Electronics City Industrial Township Authority (ELCITA)

Dr. Veerappan emphasized on the transformative impact of digital tools in enhancing operations, addressing environmental challenges, and improving waste management. He highlighted the rapid growth of India's semiconductor and chip design sectors. He underscored how digital technologies drive efficiency, innovation, and sustainability, particularly in waste management. He stressed that strong leadership and governance are key to business success and positive societal impact. Additionally, he advocated for proactive change management to foster corporate innovation, resilience, and long-term growth, enabling companies to stay competitive in a dynamic market.

PLENARY SESSION - I

Board Leadership & Governance Challenges
Transforming Board Governance: Evolving Leadership for the Modern Corporate World

The Session was moderated by:

Mr. Emmanuel David
Strategic Leader, Influencer, Coach
Independent Director- Healthcare and Telecom-Infrastructure Sector

The Session had the following speakers:

1. Mr. T. V. Mohan
Country Head and Managing Director - Andreas Maier Workholding Technology

2. Mr. Gopal Subramanyam
Board Chairman, SKF India Ltd.
Independent Director at Co. Boards & Former CEO, L&T Komatsu Ltd.

3. Mr. Kannan Sugantharaman
CFO at Omega Healthcare Management Services
Director at Omega Forum for Social Impact (OFSI)

The panel discussion on "Board Leadership & Governance Challenges: Transforming Board Governance for the Modern Corporate World" examined how leadership has evolved in response to real-time challenges. The panelists explored the changing roles and responsibilities of board members, emphasizing the necessity for boards to adapt to new governance models in an increasingly dynamic business environment. Key points included the importance of:

• Agile leadership,
• Enhanced accountability,
• Rising significance of boardroom diversity, and
• Technology in board governance.

The discussion highlighted that modern corporate boards must be dynamic, forward-thinking, and equipped to navigate complex challenges. Mr. Sugantharaman said, “Need is to leverage the board, not only in terms of the domain knowledge, but also beyond being transactional and beyond the realm of governance and compliance, the need is to leverage the board for business growth”.

This was followed by an interactive Q&A Session with the audience.

PLENARY SESSION – II

Risk Management Trends & the Role of the Board Risk Management in Focus:

How Boards can lead in a Changing Landscape

The Session was moderated by:

Mr. Vinay Narayan Disley
Strategic Advisor - Certified Independent Director, Cyber Security and ERM

The Session had the following speaker:

1. Mr. Piyush Kabra
Head of Risk Management - LTIMindtree

This panel session discussed the theme "Risk Management Trends & the Role of the Board: Risk Management in Focus" and addressed how boards can effectively navigate today's dynamic risk landscape. Through engaging discussions and audience interaction, the panel underscored the importance of a well structured and adaptive risk management process. The panel emphasized the importance of:

• Regularly updating risk management strategies
• Actively identifying potential risks, and
• Staying attuned to the evolving business environment.

Additionally, it was noted that board members should remain informed about industry developments and work closely with advisors to enhance their understanding and decision-making capabilities. The session consistently emphasized the 'proactive mitigation of risks' as a core responsibility of modern boards.

This was followed by an interactive Q&A Session with the audience.

PLENARY SESSION – III

Women on Boards
Driving Innovation and Governance Excellence

The Session was moderated by:

Ms. Asha Sampath
Founder and CEO – BrandHorizon
Independent Director - Shradha Infraprojects Ltd., Global Space Technologies Ltd.

The Session had the following speakers:

1. Ms. Gayatri Chandrasekharan
Independent Director, SISA Information Security Pvt. Ltd.; and Author

2. Ms. Sandhya Vasudevan
Independent Director
former Managing Director Deutsche Bank & Thomson Reuters
Board Member & Distinguished Professor ASIA

The panel session was on the theme "Women on Board: Driving Innovation and Governance Excellence" and it examined the importance of enhancing female representation in corporate boardrooms, emphasizing that diversity goes beyond equity and acts as a strategic asset for businesses. The panelists highlighted that by incorporating a range of perspectives fosters innovation, improves governance quality, and enables boards to effectively address complex challenges. Promoting diversity at the board level is vital for achieving long-term business success and fostering an inclusive corporate culture.

Moreover, becoming an Independent Director (ID) entails more than merely meeting the diversity selection criteria; it demands a thorough understanding of fiduciary responsibilities and legal expectations, which come with inherent risks.

The panel discussed how IDs need to be skilled in:

• Assessing risks,
• Recognizing early warning signs, and
• Navigating board dynamics through influence rather than authority, given their non-involvement in daily operations.

This was followed by an interactive Q&A Session with the audience.

PLENARY SESSION – IV

Digital Competencies for Effective Board Leadership
Unlocking Board Potential: The Impact of Digital Competencies on Leadership

The Session was moderated by:

Mr. Shareesh Gadde
Partner - R. K. Doshi & Co. LLP

The Session had the following speakers:

1. Ms. Deepa Seshadri
Cyber Leader - Partner, Deloitte India

2. Mr. Shailendra Mruthyunjayappa
President - G2 Risk Solutions

3. Mr. Anuraag Rai Kochhar
Technical Advisor & Mentor to Startup

4. Mr. Sivakumar Selva Ganapathy
Vice President, OpenBlue India Software Engineering & APAC Solutions
Board Member – JCIPL – Johnson Controls

The panel discussion was on the theme "Digital Competencies for Effective Board Leadership: Unlocking Board Potential". It emphasized on the growing importance of digital skills in today's boardrooms where speakers highlighted the need for boards to adopt the CIA framework-Confidentiality, Integrity, and Availability-especially when facing digital crises like security breaches. Boards must be prepared to:

• Respond swiftly to threats,
• Foster a culture that prioritizes security and privacy, and
• Implement strong risk management frameworks.

The panel also addressed the risks posed by misinformation and underscored the importance of digital fluency, not just as a helpful tool but as a necessity for effective board leadership in the modern world. Boards with strong digital capabilities can better safeguard their organizations, adapt to rapid technological change, and unlock their potential for future growth. Additionally, the discussion stressed that having a dedicated technology and cyber expert on the board is essential for managing risks and making informed strategic decisions. However, all members must be digitally literate to avoid blind spots and leverage technology collectively for innovation. By embracing 'digital fluency' and a 'forward-thinking mindset', including the potential of AI, boards can drive long-term success and maintain their competitiveness in the evolving, tech-driven landscape.

This was followed by an interactive Q&A Session with the audience.

The 'Closing Address' was delivered by:

Mr. R. G. Rajan
Honorary Zonal Director – Bengaluru Region, Institute of Directors

Mr. Rajan underscored the pivotal role of leadership in building a successful organization. He emphasized the need for strong teamwork and strategic planning to achieve organizational goals. Mr. Rajan also highlighted the importance of empowering employees to foster a positive work culture and drive successful change management. Furthermore, he stressed the growing relevance of Environmental, Social, and Governance (ESG) initiatives, urging leaders to integrate these principles into their business practices. His remarks reinforced the responsibility leaders have in shaping sustainable futures for their organizations.

IOD, Bengaluru Region is especially grateful to its event partners:

Our Key Partners:

1. Vyuha Advisors & Consultants Pvt. Ltd.
2. Omega Healthcare Management Services
3. S. K. SteelTech Pvt. Ltd.

Our Associate Partners:

1. Dairy Classic Ice Creams Pvt. Ltd.
2. J. K. Cement Ltd.
3. CA. Kuber V. Hundekar
4. Mysore Sales International Limited (MSIL)
5. Karnataka Udyog Mitra
6. Aequs SEZ Pvt. Ltd.
7. Karnataka Industrial Areas Development Board (KIADB)
8. Karnataka State Marketing Communication & Advertising Limited (KSMCA)
9. TVS Motors India Pvt. Ltd

Our Supporting Partners:

1. Karnataka State Financial Corporation (KSFC)
2. Visvesvaraya Trade Promotion Centre (VTPC)

This report is compiled by:

Ms. Alokha M. Mendens
Regional Manager - Bengaluru Region, Institute of Directors

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