Vol. 1, Issue 10, Part O (2015)

Abstract
The Companies Act, 2013 sets to refurbishment of the provisions relating to independent directors entirely by conferring greater power and responsibility in the governance of a company. The need for the Independent Director got awakened due to the need of a strong framework of corporate governance in the functioning of the company. The Act, 2013 makes the role of Independent Director's very different from that of executive directors. The appointment of independent director(s) of the company shall be approved at the meeting of the shareholders. The Code is a guide to professional conduct for independent directors. As per new act some compulsory attendance by independent director on the committees is required for efficient working. The Companies Act, 2013 makes an effort to differentiate between the liability of an independent director and non-executive director from the rest of the board. They should enhance corporate governance and ensure the management and affairs of the companies are conducted in the interest of stakeholders.