The company`s code of conduct must include the obligations of independent directors in accordance with the law. An independent director is responsible for the actions of a company that occur to his or her knowledge or when an independent director does not respond attentively to the requirements of the listing agreement. The provisions for the establishment of the Risk Management Committee apply to the 100 companies listed after market capitalization at the end of the previous year. Section 49 also applies to other listed companies that are not corporations, but entities or are subject to other laws (for example, banks. B, financial institutions, insurance, etc.). Term 49 applies to the extent that it is not contrary to its respective statutes and directives or directives of the relevant regulatory authorities. To comply with clause 49, paragraph 1, a company must adhere to certain principles. The company is required to obtain a certificate of respect from the corporate government, as stated in this clause, and to attach this certificate to the director`s report which is sent annually to the company`s shareholders. The same certificate must be sent to the exchanges with the activity report. Auditor controllers or practicing business secretaries issue the certificate.

The list means the admission of securities to trading on a recognized exchange. The Separate Rating Department authorizes the listing of corporate securities by the provisions of the Securities Contracts (Regulation) Act of 1956, Securities Contracts (Regulation) Rules, 1957, Companies Act, 2013, Guidelines issued by SEBI and Rules, Bye-laws and Regulations of the Exchange. Companies enter into a list agreement with the stock exchange and provide certain information and perform certain actions. Listing Department monitors business compliance. Corporate governance, as a concept, aims to reconcile the interests of the various parties involved. It can be referred to as the rules or system by which the business is managed or controlled. By rebalancing the interests of all stakeholders – management, shareholders, consumers, etc. – it formulates the means to achieve the company`s objectives.

The concept of corporate governance became a central theme after the introduction of the Sarbanes-Oxley Act in the United States. This legislation was passed to restore public confidence in business. Section 49 of the Listing Agreement by Securities Exchange Board of India addresses the issue of corporate governance and sets out the standards that require companies to act. Following the passage of the new Corporations Act, 2013; In an official circular, SEBI amended Article 49 of the rating agreement to bring it into line with the new law. [1] The amended clause has been in effect since October 2014. Article 49 of the listing agreement applies to all companies listed in the official circular effective October 1, 2014. Other companies that are not a corporation per se, but report to the head of the organization and are managed or regulated by another statute, apply to them until they are compliant with their status. In the event that a provision of the clause is contrary to the law in question, the rating agreement would no longer apply. This clause does not apply to investment funds.

Sebi listed paragraph 49 of the Equity Listing Agreement (2000), which now serves as the standard for corporate governance in India, as an important measure for codifying corporate governance standards. Section 49 gave rise to the requirement that half of the directors of the board of directors of a publicly traded company be independent directors. In the same clause, SEBI had proposed the powers of the audit committee, which had to have a majority of independent directors.