Voices of Change 9: Gladstone Samuel, Independent Director
Gladstone Samuel is a Director at Deltastar Power Project Service Ltd. He is also an ESG practitioner and mentor
Our team spoke to him recently on corporate governance and independent directorship. Here are the excerpts from the interview:-
· How can independent directors improve corporate governance practices in India? Please share anecdotes/examples if possible.
Gladstone Samuel- We are witnessing a sharp rise in corporate scams and misgovernance in India. There are number of case studies like the Satyam scandal (2009), the Nirav Modi-Punjab National Bank fraud (2018), BharatPe Fraud Case (2022), Vijaya Bank Loan Fraud (2023), etc. It is alarming, highlighting significant gaps in regulatory oversight and ethical practices within the corporate sector. These incidents often involve collusion between corporate leaders and regulatory bodies, raising questions about the effectiveness of governance frameworks. The persistent occurrence of such scams underscores the demand for comprehensive reforms in corporate governance, stricter regulatory measures. It also reinforces the commitment to transparency and ethical business practices to restore trust and integrity in India’s corporate landscape.
I recognize that the role of independent directors in enhancing corporate governance practices in India their contributions can be transformative. I believe that independent directors bring objectivity, diverse perspectives, and an adherence to ethical standards that can help reshape governance frameworks.
I sincerely believe that one of the key ways independent directors can improve corporate governance is by championing transparency and accountability. For instance, I recall a case study where an independent director in a large publicly traded company insisted on clearer financial performance and risk management disclosures. Their efforts led to more robust financial reporting practices, which not only built investor confidence but also strengthened the company’s reputation. This experience underscores independent directors’ significance in advocating for transparent communication and ethical decision-making.
Moreover, independent directors play a crucial role in fostering a culture of compliance. In another instance, I participated in a webinar where an independent director prioritized the establishment of a compliance committee within the board. This committee was instrumental in ensuring adherence to regulatory requirements and internal policies. By leading training sessions for employees on ethical conduct and compliance standards, the independent director helped cultivate a culture of integrity throughout the organization.
I also believe that independent directors can drive diversity and inclusivity at the board level. I remember discussing this topic in an independent director’s community. Board members emphasized that having diverse voices, especially from underrepresented groups, leads to richer discussions and more innovative outcomes. I think it has become particularly relevant as companies in India strive to meet global standards for diversity and inclusion.
In conclusion, independent directors have a significant role to play in improving corporate governance practices in India. By promoting transparency, fostering a culture of compliance, and advocating for diversity, they can help build resilient organizations that not only adhere to ethical standards but also contribute positively to the broader economy. Their influence can indeed drive lasting change in the corporate landscape.
· You are a respected figure in project management & stakeholder management. Please share your contributions as a senior leader.
Gladstone Samuel: In my over 35 years of experience, I have developed an approach that combines strategic planning with people-centred leadership, ensuring alignment between organizational goals and stakeholder expectations.
As a senior leader in project and stakeholder management, my contributions have consistently focused on ensuring that projects are delivered efficiently while fostering strong relationships with all stakeholders involved.
For example in a global software documentation project, I prioritized clear communication, stakeholder mapping, and setting expectations early. I managed diverse teams by establishing regular check-ins and centralized communication platforms, ensuring transparency, addressing legal compliance, and delivering documentation on time while aligning all global stakeholders. One challenge arose when the documentation needed to comply with specific legal regulations in multiple countries, which required frequent updates and changes. To address this, I established a task force of legal experts and documentation specialists who worked in tandem, ensuring compliance without disrupting the project timeline. By involving legal teams early and frequently, we avoided last-minute changes that could have delayed the launch.
Another example comes from my experience as a steering committee member during a Merger & Acquisition (M&A). I was responsible for strategic communications and employee engagement of these two entities, a process that required aligning not just systems and processes but also diverse organizational cultures. One of the most challenging aspects was managing the expectations of employees, customers, and shareholders, all of whom had different concerns. I set up a stakeholder management framework that prioritized transparency and regular communication. We held town halls, sent weekly updates, and provided clear avenues for feedback to address concerns in real time. This approach significantly reduced uncertainties and rumours, which helped retain key employees and maintain customer confidence. The merger was completed seamlessly, and the transition was appreciated for its minimal disruption to business operations.
In both examples, my focus on communication, relationship-building, and strategic alignment with stakeholders ensured successful project outcomes. As a senior leader, managing the technical aspects of a project is just as important as understanding and addressing the human factors involved. The ability to anticipate stakeholder needs, mitigate concerns, and create a collaborative environment is what differentiates successful project management from mediocre execution
· How can overall board governance and board leadership be enhanced in the Indian corporate world?
Gladstone Samuel: One of the key areas I believe we need to focus on in India’s corporate world is strengthening the independence and accountability of boards. Boards must consist of truly independent directors — people who are free from conflicts of interest and can bring an objective, unbiased perspective.
Independent directors have a critical role in promoting transparency, holding management accountable, and providing constructive oversight. Without this, boards can become too comfortable and insular, which limits the potential for real governance improvements.
Diversity and inclusion are other aspects where Indian boards can make significant strides. A more diverse board brings fresh perspectives and is more likely to challenge conventional thinking, which is vital for better decision-making. We’ve seen steps in the right direction, like the mandate for women directors, but we need to expand that, considering regional diversity, and different professional backgrounds, and ensuring that boards are reflective of the diverse population they serve.
Equally important is the need for clear role definitions and leadership development within the boardroom. Every director and committee member needs to have a well-defined role, so responsibilities are crystal clear. I’m a big advocate of continuous education for board members — directors should be well-versed in the latest governance trends, regulatory changes, and emerging challenges. Leadership training can make sure that board members are not just technically competent but also strategic leaders.
Ethical standards and corporate culture are areas where boards have a direct influence. In my experience, boards need to actively set the tone for ethics and integrity within an organization. It’s not enough to have a code of conduct on paper — boards must regularly review ethical practices to ensure they’re living up to their commitments. That’s how you build trust, both within the organization and with external stakeholders.
I also think regular board evaluations are essential. Just as companies evaluate their employees, boards need to assess their performance periodically. This includes looking at individual director contributions and how the board operates as a whole. If there are gaps, you can address them early on rather than waiting until there’s a significant problem.
Lastly, with ESG issues gaining global prominence, Indian boards need to prioritize environmental, social, and governance considerations in their strategic planning. I’ve seen boards starting to integrate sustainability goals and social responsibility, but it’s still early days. Boards that focus on these areas now will be far better positioned to thrive in the long term.
And of course, none of this can be done without a strong commitment to regulatory compliance and transparency. SEBI, for instance, has outlined stringent requirements, and adhering to them isn’t optional — it’s a necessity. But beyond compliance, boards need to promote transparency in financial reporting and decision-making processes. Real-time disclosures, open communication, and clear reporting structures build investor confidence and enhance the credibility of the company.”
This approach not only emphasizes the importance of good governance practices but also personalizes the response by reflecting on experience and insight into the challenges and opportunities in the corporate governance landscape in India.
===============================================================
Brief Profile
Gladstone brings over 35 years of experience in the chemical process industries and research and development. His extensive background provides him with a deep understanding of industry dynamics and a proven ability to deliver impactful solutions. He is passionate about leveraging his expertise to address complex challenges in ESG, CSR, stakeholder management, project management, and user documentation.
Gladstone is a startup mentor, visiting faculty, and independent board member in an NGO. He is a certified Independent Director, ESG practitioner and a PMP.
