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Government Of Assam Public Enterprises

Board of Directors

The Board of Directors of the State Public Sector Undertakings is formed to achieve better corporate governance practices for the benefit of the Administrative Departments and the Chief Executive Officers and Managing Directors of the PSUs.The Board of Directors / Board of Management / Managing Committee has an optimum combination of functional, nominal and independent directors.

The number of functional directors (including CMD / MD) is not more than 50% of the actual strength of the Board / Committee and the nominee directors appointed by the Government / other PSUs is restricted to a maximum of two. In case of PSUs listed in the Stock Exchanges and whose Board of Directors is headed by an Executive Chairman, the number of independent directors is at least 50% of the Board members and in case of other PSUs at least one-third (1/3) of the Board members are independent directors.

 The expression ‘independent director’ means a part time director of a company on the following basis:

  • A person who, apart from receiving the director’s remuneration does not have any material  & pecuniary relationship or transaction with the company, its directors, its senior management or its holding company, its subsidiaries and associates which may affect independence of the director   
  • A person who is not related to persons occupying management position at the board level or at the one level below the board
  • A person who has not been a senior executive or managerial personnel of the company in the  immediately three financial year
  • A person who is not a partner or an executive during the preceding three years

The Board / Committee shall meet at least once in every 120 days and at least four such meetings shall be held every year. The Board shall periodically review compliance reports of all laws applicable to  the company, prepared by the company as well as steps taken by the company to rectify instances of non-compliances. 

Code of Conduct for the Board of Directors 1.61 MBswf-image