
The expectations from directors and senior leaders have expanded beyond strategy and financial performance to include regulatory, shareholder and public scrutiny, says Evaa Saiwal, Head of Cyber & Liability Insurance at Policybazaar for Business. In an exclusive conversation, she said accountability now focuses on the decision-making process, not just the outcome. Directors can face investigations or legal proceedings even without deliberate wrongdoing, making D&O insurance a key part of corporate governance.

Saiwal said the next generation of directors must bring independent judgement, a broader understanding of risks like cybersecurity, data protection, ESG and AI, and the willingness to question management. Oversight is an active responsibility, requiring directors to probe whether controls are working. Responsibility is now closely tied to the role, with personal exposure arising not only from wrong decisions but also from failing to ask appropriate questions or demonstrate adequate oversight.
The Companies Act, 2013 already codifies director duties, but enforcement has intensified. The Serious Fraud Investigation Office (SFIO) and the Ministry of Corporate Affairs have pursued cases where directors were held liable for lapses in board processes, even without fraud. This shifts risk from company-level to personal liability. D&O insurance, still nascent in India, could see faster adoption as boards face higher stakes. The next trigger to watch is how SEBI's updated listing obligations treat director accountability in cybersecurity breaches and ESG disclosures.
Source: timesnownews.com
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