Bank of Baroda, which has become the country’s second largest bank by merging Vijaya Bank and Dena Bank with itself, will undertake evaluation of its board and has invited bids from consultancy firms by early-May. Bank of Baroda (BoB) seeks to appoint an advisory firm for ‘Review of Board Evaluation’, the public sector bank said in a request for proposal (RFP) document.
“Bank of Baroda has decided to engage a consultancy firm to conduct an independent review of the overall evaluation and effectiveness of the bank’s board. The review would provide an opportunity to align and prioritise the board’s focus on critical issues,” the RFP said. BoB said the outcome of the review would also help it enhance the board’s overall effectiveness through improved dynamics and strengthened processes.
Enlisting the tasks for the consultancy firm, the lender said it will have to conduct in-depth interviews with individual board members through in-person meetings, analyse findings and share preliminary feedback with select members of the board and to conduct a board alignment workshop.
The firm will also be tasked to define the ‘Board Vision’ as an outcome of the board alignment workshop, agree on the ‘Action Plan for the Board’ as well as evaluation of independent directors. The selected firm will have to complete the assignment within 6-8 weeks. Last date of submission of RFP response is May 2. There is a guidance note on board evaluation for listed companies by market regulator Sebi in India.
According to the Sebi note, the broad contours are intended for evaluation of the performance of the board, evaluation of the board as a whole, individual directors (including independent directors and chairperson) and various committees of the board. The provisions also specify responsibilities of various persons and committees for conduct of such evaluation and certain disclosure requirements as a part of the listed entity’s corporate governance obligations, according to Sebi.
The concept of Board evaluation in India is at a nascent stage. Sebi has studied the practices of board evaluation prevalent among listed entities in India. An analysis has also been done of the global practices in various jurisdictions such as regulatory requirements, best practices, internal versus external evaluation, and disclosure requirements.