Boardroom basics: The 'insider cronie' tag doesn't work as a passport to the boardroom any more

Hear 'board of directors'; what do you picture? A large oak table, most likely, surrounded by nodding heads, supported by vertebrae of spring-like flexibility, pre-programmed to respond as desired by the authority figure at the far end.

Well, India Inc. is working hard to dispel that caricature, brought on, as it was, by America's highly-publicised failures of corporate governance in recent years. India Inc.'s drive now is to have independent voices. Whatever America's Sarbanes-Oxley and India's own Kumar Mangalam (Birla) report have to say on the matter, it's the spirit that counts at least as much as the letter.

Independence Looms

A primary condition for independence is the absence of ties, personal or business, with the business' establishment. So, out goes rolodex networking, and in come headhunters. And who do they look for? Domain experts who are more than just "rubber stamp figureheads" in the phraseology of R. Suresh, Managing Director, Stanton Chase India. In all, people who bring in a "wide spectrum of experiences", adds J.J. Irani of the Tata Group.

At long last, directorships-the 'independent' ones-are being thrown open to the market at large. Merit, more than the old man's writ, is finding its way to corporate boards. What happened with executive functions could soon be happening, to an extent, with governance; with commonly accepted business principles taking over from patriarchal whim. "In a globally competitive market, inbreeding will not work," predicts B.P. Agrawal, Chairman, Accord Group and ABC Consultants, "only a wider perspective that infuses fresh ideas will survive."

Sure, most boards are still reckoned to be heavily packed with insiders, cronies and sundry on-cue nodders. But the trend is quite the reverse. Meet R. Sankaran, an independent director at SREI Infrastructure Finance Limited. Having worked at Accenture and run his own investment outfit, he was searched out not by SREI, but by ABC Consultants-for his expertise in finance. "Mid-cap companies realise it's not about just producing a good balance sheet," observes Sankaran, who is on the board of three other firms as well. "Institutional investors need comfort." And that's no longer about spotting a famous name on the list of directors. The days of signboard-name loaning are nearing an end.

What You Make Of It

If you want to attend board meetings between white-wine-with-white-meat lunches and group-bonding rounds of golf, opt out straightaway. That's gone. Or going, rather, as the task pressure of directorship begins to dictate the schedule. Watching a company on behalf of shareholders, not just for work ethics and accounting integrity but for its strategic direction and performance as well, takes only a little less mental effort than running the company. Which explains why Gautam Doshi, a chartered accountant who runs RSM, a CA consultancy, thinks "directorship should be a profession, and of course, remuneration should go up". The man is on the board of 17 companies, five of them listed. For Doshi, who attends over 60 such meetings a year, that's a lot of work.

To Irani, the big issue is doing justice to each company. This could mean turning one's gaze penetratingly intense, at times, and making all kinds of demands of the management. "The directors are supposed to meet every quarter," he says, "but sometimes I even ask for monthly reports outside board meetings." This punctilious zest ensures that "the management can't make motherhood statements about the economy to explain everything".

Elaborates Arvind Pande, Chairman, IVRCL, and former chairman of sail, "Our role has grown over the years. We dare to ask questions which the promoters can't think of." Adds S. Ramachandaran, Senior Vice President, IVRCL, "We don't have to reinvent the wheel; we are looking at people with experience and a vision for growth that these directors provide."

Irani feels that the role of the board is to "concentrate on broad strategy rather than nitty-gritty tactics". And yes, the CEO and Chairman-as separate individuals-must counterbalance each other. "At Tata," he says, "views matter more than numerical strength. If there is strong objection to an issue, then it is not passed, simple."

Of course, just how independently a director behaves could depend on the encouragement he or she gets. Talk privately to some independent directors, and many sigh in sheepish admission that once inside the boardroom, independence is a 'relative term', really, and often tends towards conformism as one lives and learns. "Directors are what you make of them," says Pande.

Post-dated Transparency

Still, if directorship is among your ambitions, you can hope to keep your spine in splendid shape by the sheer dint of personal integrity. Remember, questions can and do get raised, though politely (to minimise embarrassing the management). Sankaran recalls raising the issue of fatalities at a cement manufacturer, and doing so without rancour. This is what directors are there for. And companies are more inclined to acknowledge it than ever before. "The professionals on boards are distinguished," remarks Hemant Kanoria, Vice Chairman and MD, SREI, "and will not always tow the line of the company." Adds Umang Kejriwal, md, Electrosteel Castings: "The more difficult the questions, the better it is... the directors show you a different picture."

Conflicting opinions over which picture is more accurate are but natural. Expect, too, a growing debate over the projection of a touched-up image, in contrast with reality.

"In the good old days," laughs Sankaran, "there would be board meetings at the promoter's house, and there were no minutes recorded." Now it's all on the record, for posterity's scrutiny. And what posterity makes of your role is a good motivation to do an exemplary job. There's no escaping transparency.

SPOTLIGHT
Economic Advisors

ADB's S. Viswanathan: At ease with real-world variables

If finding yourself, some day, in the midst of a storm over your wisdom's value to national progress is your idea of ambition, try becoming an economic advisor with a global consultancy or institution. You'd have to be a policy wonk, for which you'd need to combine a PhD in economics (or development studies) from a reputed institution with plenty of applied experience. "In addition, an economic advisor should also have excellent interpersonal and communication skills to be able to liaise and network with other experts to enhance insights through knowledge sharing," says Sujatha Viswanathan, Social Economist, India Resident Mission, Asian Development Bank. You'd also need strong analytical, forecasting and simulation skills, apart from a clear-headed grasp of all the real-world variables that so complicate the formulation of economic policy. And, of course, a thick skin.

-Ananya Roy

COUNSELLING
Help, Tarun!

I am a 34-year-old successful businessman dealing in general merchandise. My clients and customers say that learning a foreign language can help me get a good job with an embassy or high commission, or even help me expand my business to other countries. I want to know if this is true. Is there any real scope for foreign languages in the long run? Also, I would like to know which language has the greatest scope globally and what are the career options available after learning the same.

It is unclear whether you want to learn a language to help you take your business to other countries or whether you are looking for a change of career and want to work with an embassy now. If you want to learn a language to make it easier for you to expand your business, you should sign up for one that teaches you the language of the country where you see maximum scope for your business. These days, there is great demand for people who are fluent in any of these languages: French, Italian, German, Spanish, Japanese and Mandarin. It is up to you to choose the language that appeals to you most. However, language is not the only criterion in getting embassy jobs, so if you are aiming for one, start brushing up your social skills and general awareness as well.

I am a 38-year-old marine engineer working at the management level on board a foreign liner for the last 10 years. I feel it is time to quit and take up an onshore job in any technical position. Should I go in for an MBA to improve my chances, or do you suggest some other course that could be more relevant given my experience?

If you are looking at managerial positions, then a full-time MBA from a premier institute would surely be a value-add and help you get the job you want. However, given that you are making a mid-career move, and an MBA would need substantial financial and time investment, you should think hard whether it would actually be worth your while. Technical jobs, on the other hand, should be easily available to you immediately. You could take one up and then work your way up from there.

I am an electrical engineer working in the maintenance division of a reputed private sector automobile company. Of late, I feel that my job has become monotonous and I am not adding any value to myself or to the company. Also, I do not share a good rapport with my boss. Therefore, now I want to switch to a lesser-known company where my job deliverables would be high, besides giving me time to prepare for the cat examination that I intend to take next year. My concern is whether the top rung B-schools prefer candidates with prior experience in well-known companies over those with work experience in lesser-known ones. I am only 26 and can afford to work for a couple of years before I go in for my MBA.

I f you are thinking of studying for the cat examination, and your current job is monotonous (and therefore less demanding), you should find it easier to devote more time to your studies while working with this company itself. All B-schools consider a number of criteria while selecting candidates for admission, apart from the written test scores. Most Indian B-schools do not attach too much weightage to prior experience and the companies worked for. However, if you are planning to apply to foreign B-schools as well, you would do well to continue working with a reputed company.

I am a 27-year-old MBA from a second-rung B-school in Orissa working as an area sales officer with an MNC that sells branded edible oil. Since I didn't do my MBA from a reputed B-school, I couldn't start off as a management trainee like most students from good B-schools do. Now I want to take up a job in a managerial position. However, I'm apprehensive of getting the job I want since I do not have a good degree. Should I wait for a promotion in my present company or should I quit and start looking elsewhere?

If you perform well in your company, it is very likely that you will be promoted. Your degree could be a small obstacle in your way of getting another job, so if you see your current organisation as one that rewards hard work and achievement, you should stay back. Simultaneously, you could keep looking for other opportunities as well, and if you find one that gives you more responsibility and a better title, you should move on.

Answers to your career concerns are contributed by Tarun Sheth (Senior Consultant) and Shilpa Sheth (Managing Partner, US practice) of HR firm, Shilputsi Consultants. Write to Help,Tarun! c/o Business Today, Videocon Tower, Fifth Floor, E-1, Jhandewalan Extn., New Delhi-110055.

The Novelty Perk Factor
The latest on the race to offer enviable perks.

Cushy perks: It's virtually pamper time for employees now

I wish I had the chance to learn music somewhere along my career," sighs Deepak Dhawan, Vice President (HR), EXL Service. It's a wish employees of this BPO unit have had granted. They can enrol for weekend salsa and yoga classes, and train their vocal chords as well. It's a perk. Or, more correctly, "a move to align employees with the work place by offering holistic employment opportunities", in the words of Rajeeva Kumar, Executive Director, Omam Consultants.

Concierge desks to do your odd jobs (spectacle repairs, film tickets, even escorting relatives to hospitals) might be getting common, but Wipro has a wealth management desk to help you make investments. Then there are crèches-at ICICI Bank, Wipro and The Times of India offices. And if the workload is stiff, some firms have started maintaining fully-equipped 'home offices' for its execs. At Adobe, though, it's office freedom that works; so you can have your workstation done up to your idiosyncrasies by an interior designer at your personal service. "Cushy perks like these are 'psychic income'," explains Dhawan. Quite.

-Supriya Shrinate

Ethical Hackers
Why this hot oxymoron is so hot nowadays.

Ethical hacker Ankit Fadia: At ease with the brain tease

Met an ethical hacker lately? The next time your website gets cyber-ambushed, you may want to. Ethical hackers are equipped with the same digitally destructive skillsets, but are among the good guys. What these hackers do is put on their masks, whisk out the tools, rip into your website, and report the vulnerabilities. "Data needs security like never before, and measures like ethical hacking help in ensuring that," says Rajesh Panchal, Head (it), United Phosphorous Ltd.

Interesting. But who trains these guys? Nobody. Instituting formal education for the purpose being so bothersome (the closest thing you get is the Mumbai-based Ethical Hacking Association), India is lucky to have thousands of talented self-taught hackers. "A job like this has no eligibility criteria, requires no vocational training, and the money is fabulous," gloats Ankit Fadia, an ethical hacker who started at 14, and has four books on his occupation and several high-profile jobs to his credit. The money? Anything from a lakh to Rs 25 lakh per assignment. How does one get going? "More than anything else," confides Fadia, "start thinking like a criminal."

-Supriya Shrinate