|Change Factor||Listing Agreement – Clause 49||Companies Act, 2013 – Section 149|
|Composition of Board||
||In case of listed Companies, 1/3rd of directors shall be independent directors – no link with the Chairperson.|
|An Independent Director is not||
|Limit on no. of Independent Directorships||
||No Such limit prescribed.|
|Gestation period for existing Independent Directors||Independent Directors who have completed 5 or more years in a Company on or before 01st October, 2014 shall be eligible for one more term of 5 years only.||No Such restriction provided in Companies Act for existing Directors.|
|Data Bank||No such facility is provided in Listing Agreement||Central Government may notify certain bodies or Institutions which shall contain names of individuals who are interested to act as independent Directors and Companies can appoint any person amongst them.|
|Declaration of Independence by Director||No such declaration is required||Every Independent Director shall in
|Remuneration includes||Any remuneration or Compensation (over and above sitting fees) to be paid to independent Directors shall be made through a resolution passed by Shareholders.||
|Professional Conduct, roles and duties||No roles, duties and code of conduct provided in the Listing Agreement.||Roles, Duties and Code of Conduct are explicitly provided in Schedule IV of the Act.|
|Training of Independent Directors||Training to be provided to Independent Directors to familiarize them with the Company, nature of industry, their roles and functions in the Company.
The details of training so provided shall be disclosed in the Annual Report.
|No such concept of training is provided in the Companies Act, 2013.|
|Inspection and Disclosure||No such requirement prescribed in Listing Agreement.||Terms and Conditions of appointment of Independent Directors shall be disclosed on the Company’s website and shall be open for inspection by members at the Registered office.|
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