U N IL E V E R

UNILEVE
RGROUP 06
Astha Yadav -07
Chetan Patil- 08
Dimple Maru- 12
Mrudula Geddam- 14
ABOUT
Ab o u t & Fo rmatio n: Established over 100 years ago (in 1929),
Un ilev er is on e of th e world’s largest consumer goods
compan ies. It is h ead q uartered in London and is the result of a
merg er b etween th e British soap-maker Lever Brothers and the
Du tch co mp an y Margarine Unie.

Brand Portfolio: It is known for its great brands and their belief
that doing business the right way drives superior performance. It
is making and selling around 400 brands in more than 190
countries. Unilever ’s products are used by more than 3.4 billion
people worldwide on a daily basis.
 KEY MILESTONES
1 2 3
Unilever has been named In Gartner Supply Chain Top 25, in 2023 In the S&P Corporate
as a sustainability leader Unilever held the position in the exclusive Sustainability Assessment
by GlobeScanfor well ‘Masters’ category for the fifth year running. 2022, awarded Global
over a decade and was Gold Glass for great
ranked number two in the performance across an
2023 survey. extensive range of
environmental, social and
governance criteria.
 VALUES
Mission
• Add Vitality to Life.

• Unilever is committed to making sustainable liv in g

Vision
commo nplace.

• The Unilever Sustainable Living Plan has three big goals

Goal • Improving Health and Well-being
• Reducing Environmental Impact
• Enhancing Livelihoods
KEY PRODUCTS
& BUSINESS
MODEL
 01 02 03 04 05

FOODS AND B EA U TY AND NUTRITION AND

PERSONAL CARE HOME CARE
REFRESHMENTS WELL BEIN G HEALTH
• Soaps: Dove, Lifebuoy, • Laundry Detergents: • Plant-Based
• Tea: Lipton • Cosmetics: Rimmel
Lux Surf Excel, Omo Alternatives: The
• Shampoos: • Fabric • Coffee: L'OR, Tchibo London
Softeners: Vegetarian Butcher
• Ice Cream: Magnum, • Skincare: Simple
Sunsilk,TRESemmé Comfort • Nutritional
Wall's • Hair Care: TIGI,
• Deodorants: Axe, • Household Cleaners: Supplements: Horlicks
• Soups: Knorr Alberto Balsam
Rexona Domestics, Cif • Weight Management
• Skincare Products: • Air Fresheners: Air • Sauces and Spreads:
Products: SlimFast
Pond's, Vaseline Wick Hellmann's, Knorr
• Oral Care Products:
Signal, Closeup
 MAJOR GLOBAL
GEOGRAPHIES OF
OPERATIONS
1. E u ro pe: Un ilev er has a sig nifican t p resen ce in vario us Euro pean cou ntries, inclu ding the United
Kingd om , Netherlan ds, German y, France, Italy, Sp ain, and man y o thers. HUL do m inates th e Indian
Mark ets.

2. North Am erica: Un ilev er op erates in th e United States and Can ad a, o ffering its pro ducts to
con sum ers in these m arkets.

3. L atin Am erica: Un ilev er has a stron g p resence in cou ntries su ch as Brazil, Mex ico, Arg en tina,
Colo m bia, an d Chile, am on g o th ers.

4. Asia-Pacific: Un ilev er op erates in several co untries in the Asia-Pacific reg ion , in clud in g In dia,
Chin a, Jap an , In don esia, Australia, and New Zealan d.

5. Africa an d the Mid dle E ast: Un ilev er has a widespread p resen ce in co un tries acro ss Africa and th e
Midd le E ast, inclu ding So uth Africa, Nigeria, E gyp t, Sau di Arabia, and th e United Arab E m irates,
am ong others.
 KEY
COMPETITORS
Key Com pet i t ors in the Consum er Goods Industry (Personal Care
Com pani es):
•Proct er & Gam ble: A global consum er goods corporation known for a
wi de range of personal care products.
•Col gat e-Pal mol ive: A multinational consum er products com pany,
part i cul arl y recognized for oral hygiene and personal care it em s.
•Johnson & Johnson: A diversified corporat ion offering healthcare and
consum er goods products.
•Bei ersdorf: A German personal-care company with popular brands like
Ni vea and Eucerin.
FINANCIAL
BRIEFS
FINANCIAL
BRIEFS
CORPORATE GOVERANCE
STRUCTURE
 AUDIT AND AUDITORS
CHARTER
OBJECTIVES

• There is an a ppro pria te p rocess fo r id entif icati on and p rioritisation of major

business risks
• Controls s pecifi cally rela ting to th ese risks an d intern al cont rols generally are
in place and are op eratin g ef fectiv ely
• Financial a nd ma nagement repo rting is complete, timely a nd accurate and
that a robus t p erformance man agement framework is in pla ce, including key
performance i ndica tors
• There are eff ective pro cesses in pl ace t o en sure complia nce with the standards
of Corporate Govern ance as exp ressed in th e Co rpora te Purpo se and Code of
Business Pri ncipl es
 AUDIT AND AUDITORS
CHARTER
QUALITY ASS URANCE

Corporate Au dit operates a q uality as suran ce pr ocess th at h as b een designed to

provide assurance to th e Ch ief Audit or and Aud it Leadersh ip Team that audit
policies, proces ses, op eratin g f ramewo rk and repo rts are in confo rmance with the
roles and respo nsib iliti es i n Unilev er ’s gover nance mod el, are in compliance with
Corporate Au dit’s p lan and are in line with reco mmen ded indu stry practice as well
as the IIA’s S tandar ds. An nual ly, Corpo rate Audi t wi ll s hare the findings from the
Quality Assurance activ ities with th e Audit Committee.
 BUSINESS PARTNER CODE
The Code

Unilever ’s S uppl ier Code states th at:

• There sh all be compl iance with all app licable laws an d r egulat ions of the
country wh ere o perati ons are und ertaken .
• There sh all be respect fo r h uman rig hts, an d no emplo yee shall suffer
harassmen t, phy sical or men tal p unis hmen t, or oth er f orm of abuse.
• Wages and wo rkin g hour s will, as a minimum, co mply wit h al l applicable wage
and hour laws, and rules and r egulat ions , inclu ding mi nimu m wage, overtime
and maximum h ours in th e cou ntry co ncerned .
• There sh all be no use of for ced o r co mpu lsor y l abour, an d employees shall be
free to leav e emp loyment after reaso nable no tice.
 BUSINESS PARTNER CODE
The Code

• There sh all be no use of child labour, an d specifi cally ther e wi ll be com pliance
with relevant In ternat ional Lab our Organ izatio n ( ILO) stan dards.
• There sh all be respect fo r th e r ight of emp loyees to fr eedom of association and
recognition of empl oyees’ rig hts to coll ective barg aining , wher e allowable by
law.
• Safe and h ealthy wo rkin g co ndi tions wi ll b e p rovi ded for all employees.
• Operation s will be carried ou t with care for the envi ronment and will include
complian ce wi th all r elevant leg islati on in the coun try con cerned.
• All products an d servi ces will be d eliver ed to meet the quali ty and safety
criteria specif ied in relevan t co ntract elements, an d will be safe for their
intended us e.
 BUSINESS PARTNER CODE
The Code

• Business wi ll b e co ndu cted with int egrity. Th ere will be no payments, services,
gifts, ent ertain ment or oth er ad vant ages offered o r g iven to any Unilever
employee or thi rd party wh ich are intend ed to influ ence the way in which the
Unilever emp loyee or thi rd party go es about hi s o r h er d uties . Similarly
Unilever will no t o ffer or giv e su ch paymen ts, ser vices, gifts , entertainment or
other advan tages to any su pplier wh ich are inten ded to infl uence the way in
which the supp lier goes ab out his or her du ties. There will be no actual or
attempted mo ney laund ering .
• Unilever's dir ect s upp liers will tak e res pon sibil ity to requ ire adherence to the
principals o f t his Su pplier Co de from their d irect sup plier s an d exercise
diligence in ver ifyin g that these pr incip les are b eing adh ered to in their supply
chains.
 POSH POLICY - PREVENTION OF SEXUAL
HARASSMENT AT WORKPLACE
Workplace sexual harassment refers to two common forms of inappropriate behaviour :
•Quid Pro Quo (this for that) : preferential/detrimental treatment in employment
•Hostile Work Environment : Creating a hostile, intimidating or an offensive work environment

Policy applicable to :
•regular, temporary, ad-hoc or daily wage basis, either directly or through an agent
•includes a co-worker, a contract worker, probationer, trainee, apprentice, intern and visitor at the company premises.
•The policy also applies to persons belonging to LGBTQ+ community and is gender neutral.

The Policy on Prevention of Sexual Harassment (POSH) is framed in accordance with the provisions of the Sexual Harassment
of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013 and the Rules framed thereunder which is aimed at
providing every woman at the workplace a safe, secure and dignified work environment.

HUL which prohibits their employees to engage in any direct/indirect behavior that is offensive, intimidating, malicious or
insulting. This includes any form of harassment or bullying, whether individual or collective.
 POSH POLICY

STEPS TO RAISE A CONCERN:

•The Complainant can report the Respondent to any member of the Internal Committee of HUL or to the presiding officer of
their location within 3 months of the incident or the last incident in case of a series of incidents.
•They can communicate through either mail or calls and through the Unilever Speak Up website or app.
•The ICC will acknowledge the complaint within 7 working days and initiate an inquiry as per the POSH Policy. The inquiry
will be completed within 90 days.
• Once the complaint is registered their entire complaint process be it the contents of complaint, identity of complainant,
respondent and witnesses, and any information relating to conciliation, inquiry and recommendations of Committee are kept
strictly confidential.
•Once person who is found to have committed sexual harassment shall face penal consequences in accordance with the service
rules and as decided by the Committee.
• If the complainant faces any harassment or discrimination for reporting a complaint, they can report it to the Management or
the Audit Committee.
 WHISTLE BLOWER POLICY
•It is a mechanism to help alert the Management and bring to its attention promptly and directly, any unethical
behavior, suspected fraud or abrasion or irregularity in the Company practices which is not in line with HUL’s Code of
Business Principles (CoBP).
•The WBP is a set of rules and guidelines applicable to all the company stakeholders, be it the employees, contractors,
shareholders, vendors, or any other person,
•Is is to be followed when they see something illegal or unethical happening within the organization intentionally or
unintentionally. And, such acts are not in the public interest or undermine the interest of the shareholders.
•Provide avenues for Employees and Directors to raise concerns and receive feedback on any action taken.
•Reassure Employees and Directors that they will be protected from reprisals or victimization for Whistle Blowing in
good faith.
• The spirit of the Policy is to foster a sense of collective responsibility in safeguarding the business interests.
• The Policy also provides for reporting in confidence. Through this Policy, a vigil mechanism is established for every
employee and every person specified above to report genuine concerns.
 WHISTLE BLOWER POLICY
STEPS TO RAISE A CONCERN:

•The complainant can directly approach or can write a mail to their Business Head/someone from Senior
Management/HR/Corporate Policies and Compliances, C/o Legal Department Manager or report through the Unilever
Speak Up website or app.
•For the complaint to be filed, the complainant has to have sufficient evidence to support their claims, once the
evidence is approved a committee will be formed to investigate the claims and also the confidentiality of the
complainant will be maintained to prevent from victimisation.
•They can report a violation anonymously or by disclosing your identity.
•The Company Secretary as the Compliance Officer of the Company shall also act as the Compliance Officer under
the Whistle Blower Policy. The Whistle Blower Policy is integrated with and implemented through the structures
created under the administration of the Code of Business Principles in HUL.
•If the Whistle Blower’s allegation made in good faith, is not confirmed by the investigation, no action will be taken
against the Whistle Blower. If a complaint is malicious or vexatious, disciplinary action will be taken.
 ANTI BRIBERY ANTI CORRUPTION POLICY
•HUL is committed to operate and grow its business in a socially responsible way. HUL has a zero-tolerance approach
towards bribery and corruption.
•To support global efforts to fight corruption, most countries have laws that prohibit bribery: many apply these
‘internationally’ to behavior beyond their borders. A breach of such laws may result in legal and financial
consequences for HUL and its individuals.
•Unilever’s commitment to doing business with integrity requires consistently high global standards: “Our zero-
tolerance approach towards bribery and corruption applies to all Unilever operations, regardless of local business
practices, and prohibits both public and commercial bribery (e.g. to or from any third party).”
•Code Policy covers what employees must and must not do to meet Unilever requirements.
Some of their Anti – Corruption Policies include :
•Avoiding Conflicts of Interest
•Anti – Bribery
•Gifts and Hospitality
•Protecting HUL’s physical and financial assets and IP
•Anti-Money laundering and Economic sanctions
•Accurate records, reporting and accounting
 SOME OTHER POLICIES OF HUL
Corporate Social Responsibility Policy
•HUL is committed to operate and grow its business in a socially responsible way. Their vision is to grow the business
whilst reducing the environmental impact of operations and increasing the positive social impact.
Environment Policy
•The aim of the Policy is to do all that is reasonably practicable to prevent or minimize, encompassing all available
knowledge and information, the risk of an adverse environmental impact arising from processing of the product, its
use or foreseeable misuse.
Quality Policy
•Our Quality Policy describes the principles that everyone in HUL follows, wherever they are in the world, to ensure
that they are recognized and trusted for their integrity, the quality of the brands and products, and the high standards
set.
Safety & Health Policy
•HUL supplies high quality goods and services to meet the daily needs of consumers and customers.
Affirmative Action Policy
•HUL is a signatory to the CII Code of Conduct on Affirmative Action and affirms its recognition.
 SOME OTHER POLICIES OF HUL
Business Partner Code
•They request their suppliers to respect the principles of the supplier code and adopt practices that are consistent with
it.
Responsible Partner Policy
•RPP is a document that outlines the expectations and requirements of Hindustan Unilever Limited (HUL) for its
business partners, such as distributors, customers, agents, consultants, contractors and joint venture partners.
• The RPP covers various aspects of responsible business conduct, such as human rights, labour standards, health and
safety, environmental management, anti-corruption, data protection and confidentiality.
Code of Business Principles
•It is a document that outlines the ethical standards and values of HUL. The Code of Business Principles is based on
four core values: integrity, respect, responsibility and pioneering.
•The Code of Business Principles and Code Policies are designed to help Unilever protect its reputation, brands, assets
and people, as well as to have a positive impact on society and the environment. They also aim to ensure compliance
with laws and regulations in the countries where Unilever operates.
 SUSTAINABILITY POLICY
•HUL has Unilever Sustainable Living Plan (USLP) set up for the last 10 years who are working in making
sustainable living commonplace.
•The Unilever Compass have timebound multi-year commitments. These commitments will tackle some of the key
challenges such as packaging and waste, gender equality, human rights and fair value – plus, of course, climate change
and social inclusion.
•USPL continually look at new ways to reduce, re-use, recycle and recover packaging and waste as we move towards
becoming a zero-waste business.
They are partnered with the government, NGOs, and collection partners for:
•Collection and safe disposal of post-consumer use plastic waste
•Reduction in total waste generated from HUL's factories
•Reduction in water consumption in HUL’s manufacturing operations
•Reduction in CO2 emissions
•Share of renewable energy used in manufacturing sites
•Product Innovation -Water-saving formulations for laundry powders and bars that reduce the water needed for rinsing
in every consumer use, such as Rin laundry bar and powder.
•Material Innovation & Packaging Design
 SUSTAINABILITY POLICY
•Suvidha Centres – A first-of-its-kind community hygiene and sanitation center set up in the slums of Mumbai which
provide access to clean toilets, affordable drinking water and laundry services
•Handwashing Behaviour Change (Lifebuoy ) - Launched in 2010 to promote handwashing with soap at key times
during the day, it has encouraged them to adopt and sustain good handwashing behavior.

•Safe Drinking Water - Pureit Water Purifier has provided over 94 billion litres of safe drinking water till date, which
enabled protection from water-borne diseases.

•Improved Sanitation - Domex partnered with PSI India to reach out to people in 400 villages in Andhra Pradesh with
strategic interventions to drive behavior change aimed at increasing usage and cleaning of toilets.

•Raising Self Esteem - Dove’s mission is to ensure that the next generation grows up enjoying a positive relationship
with the way they look, helping young people raise their self-esteem and realize their full potential.
 SUSTAINABILITY POLICY

•Rin Shine Academy – By RIN to inspire, educate and equip youth from modest backgrounds to make them career-
ready.

•Glow & Lovely Careers – By Glow & Lovely to help women create an identity for themselves through career
guidance, skill-based courses, and job opportunities, as well as online training and skilling.

•Building Confidence – By Rexona training college-going girls who are at the cusp of transitioning to the professional
world on interview preparation.

•Kwality Walls - The brand’s mobile vending initiative “I Am Wall’s” trains youth in sales, customer service and
problem-solving, coupled with providing entrepreneurial exposure.
 STAKEHOLDERS OF THE COMPANY AND
ENGAGEMENT PROCESS
HUL’s key stakeholders include:
•Consumers
•Customers (including retailers)
•Suppliers, Distributers & business partners
•Planet & society (including citizens, NGOs, governments)
•Shareholders
•Employees
•Government

•HUL identifies and prioritizes its relevant stakeholders based on their power, interest, influence and impact on the
company.
•HUL also tailors its communication and message to different stakeholders so that it addresses the issues they are most
concerned about and provides it in a format that is most accessible to them.
•HUL also tracks and analyzes its engagements and proactively takes action based on the feedback and outcomes.
 STAKEHOLDERS OF THE COMPANY AND
ENGAGEMENT PROCESS
Some of the objectives and benefits of HUL’s stakeholder engagement process are:
•To understand the needs, preferences, concerns and feedback of its consumers and to deliver products, brands and
purpose that meet their expectations and enhance their well-being.
•To attract, retain and develop its employees and to provide them with a safe, healthy, inclusive and rewarding work
environment.
•To contribute to the social and economic development of the communities where it operates and to support various
causes and initiatives that address the challenges faced by the society.
•To reduce its environmental impact and to promote sustainable practices across its value chain and beyond.
•To build long-term and mutually beneficial relationships with its customers and to provide them with innovative
solutions and services that help them grow their business.
 STAKEHOLDERS OF THE COMPANY AND
ENGAGEMENT PROCESS
•To generate sustainable and profitable growth for its shareholders and to uphold the highest standards of corporate
governance and transparency.
•HUL follows a code of business principles and policies that guide its behavior and actions towards its stakeholders.
The code of business principles covers topics such as integrity, respect, responsibility and transparency. The policies
cover topics such as human rights, environment, health and safety, diversity and inclusion, anti-corruption and anti-
bribery.
•HUL has a multi-stakeholder model that aims to create value for all its stakeholders, not just its shareholders. HUL
considers the interests and concerns of its consumers, employees, society, planet and customers, as well as its
shareholders, when making decisions about its products, brands and purpose.
•HUL aligns with the Unilever Compass, which is a global framework and approach that Unilever follows to engage
with its stakeholders. The Unilever Compass explains how Unilever’s multi-stakeholder model is designed to deliver
value to all stakeholders and to achieve its vision of making sustainable living commonplace.
 RISK MANAGEMENT PROCESS OF THE
UNILEVER
•1. Risk Assessment & Analysis The first step of the risk management process in Unilever is called the risk assessment
and analysis stage. A risk assessment evaluates Unilever’s exposure to uncertain events that could impact its day-to-day
operations and estimates the damage those events could have on an it’s revenue and reputation. Effectively assessing and
analyzing an organization’s risks helps protect assets, improve decision making and optimize operational efficiency across
the board to save money, time, and resources.

2.Risk Evaluation. After the risk assessment/analysis has been completed, a risk evaluation should take place. A risk
evaluation compares estimated risks against risk criteria that the Unilever has already established. Risk criteria can include
associated costs and benefits, socio-economic factors, legal requirements, and system malfunctions.
 RISK MANAGEMENT PROCESS OF THE
UNILEVER
3. Risk Treatment & Response The last step in the risk management process is risk treatment and response. Risk
treatment is the implementation of policies and procedures that will help avoid or minimize risks. Risk treatment also
extends to risk transfer and risk financing.It is important to note that risk management is an ongoing process and does
not end once risks have been identified and mitigated. An organization’s risk management policies should be revisited
every year to ensure policies are up-to-date and relevant.
 VIOLATIONS DONE BY THE UNILEVER

The Southern Bench of the National Green Tribunal (NGT) said Hindustan Unilever Ltd. (HUL) was carrying out
remediation at the Kodaikanal factory site under the supervision of the Central Pollution Control Board and the Tamil
Nadu Pollution Control Board. The reports from various agencies showed no violations by the company in the process.

The Bench further said it did not find any reason to accept suggestions made by counsel for Navroz Mody, the
respondent, that the National Environmental Engineering Research Institute (NEERI) and experts were biased and an
independent committee of experts had to be appointed.
 “ PRODUCT RECALL” ACTION BY THE
UNILEVER
USA Oct 2021On October 21, the US Food and Drug Administration issued a Unilever shampoo recall for some Dove,
Nexxus, Suave, TIGI, and TRES Emme dry shampoo products because they may contain high levels of benzene
contamination from the manufacturer's propellant.
 COURT CASES AGAINST THE UNILEVER

1 "Red Label Natural Care Tea" Oct 2014 The High Court of Calcutta has termed Hindustan Unilever as "not guilty"
for allegedly "misbranding" the "Red Label Natural Care Tea". It has also acquitted the office bearers who were
charged with violating the Prevention of Food Adulteration Act, 1954 by the Kolkata Municipal Corporation. The case
dates back to 2014 when the food inspector of the KMC alleged that the label on the package was using words that
imply recommendations by medical professionals. A case was primarily filed in the metropolitan magistrate court and
the judge convicted the company and other officials.

The company moved the city sessions court and the conviction was set aside. However, the case was sent back to the
senior metropolitan magistrate for fresh examination from the stage of examination of the accused persons. The
company moved the Calcutta high court against the city sessions court order. In the judgment, justice Subhendu
Samanta noted that the "basic evidence" of the case, the analyst report, was not proved by the analyst himself.
 COURT CASES AGAINST THE UNILEVER

2. "Amul Ice creamware 2017 Hindustan Unilever Ltd (HUL) and the Gujarat Cooperative Milk Marketing Federation
Ltd (GCMMF) continue to fight it out in Bombay high court over whether the latter’s Amul ice-cream ads disparage
HUL’s Kwality Wall’s frozen desserts made with vegetable fat.
 COURT CASES BY THE UNILEVER

The Bombay High Court has ruled in favor of Hindustan Unilever Limited (HUL) in the case against the
advertisements of German personal care brand Sebamed. HUL had filed a petition after Sebamed likened HUL’s
beauty soaps to their detergent bars in an advertisement. “Did you know the pH of Lux is the same as Rin?” it asked in
a print campaign.

This allegation kicked up a furore, with HUL promptly hitting back with an ad from Dove saying it was recommended
by dermatologists. "The Hon’ble Bombay High Court has ruled Sebamed’s entire campaign—based on the pH value of
soap, comparing it to Dove, Pears and Lux—as disparaging. In its order on the application, the Court passed an
injunction restraining Sebamed from airing the advertisement in any manner,” HUL said
 SHINING EXAPMPLES OF THE UNILEVER

1. "Veseline" shining after 150 years Unilever

2. Dapada factoryThe first FMCG factory in India to join the World Economic Forum's (WEF) Global Lighthouse
Network, this factory is a model of tech-driven efficiency, innovation, and empowerment.

3. Unilever's ice cream company Unilever became the world's largest ice cream company and achieved strong market
positions in many other frozen foods.
 AWARDS AND RECOGNITION

1. Top performer in FMCG category in Dun & Bradstreet's India’s Top 500 Companies list 2022.

2. Overall winner across Asia in the ‘Best Supply Chain Solution’ category at the Adam Smith Treasury Award.

3. Supply Chain Company of the Year by Governing Council of the Institute of Supply Chain and Management
Private Limited.

4. Received the 1st prize at CSR Times for our Prabhat Poshan Saathi Program that works towards reducing
malnutrition around our manufacturing sites.

5. Certificate of recognition at the 22nd ICSI National Awards for Excellence in Corporate Governance and
promoting exemplary corporate governance practices
 KEY TAKEAWAYS
1. The purpose of all organizations is to grow value. The purpose of Board is to take high quality decisions to grow
value, and the purpose of corporate governance is to create the environment to enable the Board to take high
quality decisions to grow value.
2. Good corporate governance gives the company competitive edge. It should not be seen as unnecessary process and
expense to meet corporate governance standards.
3. As Board Directors, we owe our duties to the company, not to the shareholders. The decisions of the Board should
be in the best long term interest of the company.
4. Companies fail for two reasons only. They are (1) business model not working any more, or (2) corporate
governance failure. All company failures can be grouped under these two categories.
5. Board meetings should have more agenda focused on strategy and future, but unfortunately, discussions of past
performance and operational matters dominate most of the Board meetings of almost all companies worldwide.
6. Board Meetings should not be too long. After two hours, the Board directors usually lose the focus and attention
necessary to arrive at good decisions. So, Board directors should come prepared in advance for the meeting so that
the Board can delve directly into high quality discussions rather than spending a lot of time on providing
background information.
 KEY TAKEAWAYS
The general duties of Board directors applicable worldwide are as follows:

a) Duty of good faith:

“The directors should act in the best interest of the company, interest herein implies the interest of present and
future members of the company, given the going concern principle. They should not exploit corporate opportunities to their own
personal benefit resulting in secret profits. The good faith would require that all the endeavours of the directors must be directed to the
benefit of the company”.

b) Duty of care :
“Director by virtue of his esteemed position should take utmost care and due diligence while working in the best
interests of the company. However, not more than what an ordinarily prudent man would have done can be expected out of him. The
duty of care is uniform for all directors. Such care need not be extraordinary in nature. This degree of care and skills shall vary with
the nature of the business. However, courts have extended relief where liability has been incurred even after acting in good faith. They
are not to be held liable for mere errors of judgement.”
THANK YOU