Title: Ethical code of conduct: state of corporate governance in India

Authors: I. Sridhar

Addresses: Humanities and Social Sciences, Indian Institute of Management Indore, Prabandh Shikhar, Rau Pithampur Road, Indore – 453556, Madhya Pradesh, India

Abstract: In the wake of large-scale corporate scandals and frauds like Enron, WorldCom and Volkswagen, a trend of aggressive legal mechanisms regulating the code of conduct of companies has been set in motion in several countries. In India, Clause 49 of the Listing agreement provides for the mandatory requirement of a code of conduct for the board of directors. The purpose of this paper is to analyse the need for a code of conduct in the effective transparency of company policies thus, better corporate governance by making a comparative analysis between provisions given under Sarbanes Oxley Act (US) and Clause 49 of Listing Agreement in India relating to Code of Conduct. The implication of the study showcases the pros and cons as to the flexibility of code of conduct, measures to be taken to induce compliance with provisions of the code. It also suggests as to how regulatory bodies should deal with companies in event of non-compliance by companies.

Keywords: corporate governance; ethics; code of conduct; board of directors; senior management.

DOI: 10.1504/IJCG.2017.089818

International Journal of Corporate Governance, 2017 Vol.8 No.3/4, pp.302 - 312

Received: 09 Dec 2016
Accepted: 11 Nov 2017
Published online: 12 Feb 2018 *

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