Case Code: BECG016
Case Length: 14 Pages
Period: 1996 - 2001
Pub Date: 2002
Teaching Note: Available
Organization : Enforcement Directorate (ED), Customs and Department of Revenue Intelligence (DRI), ITC
Industry : Food, Beverages and Tobacco
Countries : India
Themes:
Ethics in Business
Price
Electronic format: Rs. 300; Courier (within India): Rs. 25 Extra
Restructured Corporate Governance Practices at ITC
Exhibit VI
VISION - Sustain ITC as one of India’s most valuable corporations through world-class performance, create growing value for the Indian economy and the company’s stakeholders. MISSION - To enhance the wealth generating capability of the enterprise in a globalizing environment, delivering superior and sustainable stakeholder value. CORE VALUES
Trusteeship; Customer Focus; Respect For People; Excellence; Innovation; Ethical Corporate Citizenship.
ITC defines Corporate Governance as a systemic process by which companies are directed and controlled to enhance their wealth generating capacity. Since large corporations employ vast quantum of societal resources, we believe that the governance process should ensure that these companies are managed in a manner that meet stakeholders’ aspirations and societal expectations. THE GOVERNANCE STRUCTURE -
It is a three tier governance structure that includes:
The Board of Directors (BOD)
The Corporate Management Committee (CMC)
The Divisional Management Committee (DMC)
The BoD is responsible for audit, senior management succession, and new appointments at the Board level. It also complies with legal requirements and also with matters related to remuneration and safety of the senior management. The BOD would act on the recommendations of the specific sub-committees constituted for different purposes. The CMC will look after strategic management. The CMC will review the progress of the company’s strategic business plans and have the necessary authority related to the deployment of resources. The DMC, which comprises of whole time directors and some senior executives, headed by a chief executive, is responsible for executive management of each division. Each DMC was responsible for the management of the business assigned to it. The BoD, CMC and DMC are all provided with powers to discharge their respective responsibilities. The new corporate governance structure, processes and practices of the company, help it to simultaneously focus on enhancing the corporate image of the company as well as facilitating effective management of diverse portfolio of businesses. CORE PRINCIPLES
ITC’s Corporate Governance initiative is based on two core principles that included:
Management must have the executive freedom to drive the enterprise forward without undue restraints.
This freedom of management should be exercised within a framework of effective accountability.
From the above definition and core principles of Corporate Governance emerge the cornerstones of ITC’s governance philosophy, namely trusteeship, transparency, empowerment and accountability, control and ethical corporate citizenship. ITC believes that the practice of each of these leads to the creation of the right corporate culture in which the company is managed in a manner that fulfills the purpose of Corporate Governance.