At the centre
Independent Directors
Those who hold the seat, and those about to. Conflicts, dissent and removal are yours personally. Peers, model papers and a grievance route are ours.
You are not holding the seat alone.
For the Independent Director seat
Council of Independent Directors is a not-for-profit membership body for people who hold, or are about to hold, the Independent Director seat in India, and for the boards that appoint them.
Registered society · Registration No. 352 of 2026 · Hyderabad, Telangana
Why the Council exists
The duties of an Independent Director, the personal risk and the committee work stay with the individual long after appointment.
What the seat still lacks is a home that is only about the Independent Director: the duties, the personal risk, the committee craft, a grievance route, and a written voice when a consultation actually touches that seat. That is the gap this Council is built to fill.
India’s professional institution for Independent Directors: competent, ethical, connected, and useful to companies, regulators and the public interest.
Where the Council sits
IICA keeps the Independent Director databank and the proficiency test. We complement it. We do not replace it.
Appointment stays with the board and its shareholders. Membership is not a route onto one.
Conduct, committee craft, protection of the seat, and positions taken in writing.
What changes, and for whom
At the centre
Those who hold the seat, and those about to. Conflicts, dissent and removal are yours personally. Peers, model papers and a grievance route are ours.
You are not holding the seat alone.
Independence has to work in committee. Practical notes on conduct and conflicts.
Support for the directors your board relies on.
Directors arrive unevenly prepared for the Act, LODR and the committee calendar. Our education is built for the seat.
Fewer surprises in the papers and in the room.
The Council speaks for the seat in writing and gives both evidence to work from.
One professional voice, not a second regulator.
Executive and other non-executive directors are welcome as allies and faculty.
The work
Governance & Ethics
Model codes, conflict-of-interest templates and ethics case work. Every paper is labelled a model, not a rule.
Community & Voice
A peer network, a grievance route, and one written voice on consultations that touch Independent Directors.
Education
Preparation designed for the seat you hold: duties, committee practice, dissent and records. Never a substitute for the IICA proficiency test.
Research
Evidence and best-practice notes that companies and authorities can use.
Our vision
Our mission
Empower Independent Directors through a credible professional community, rigorous education, evidence-led research, ethical standards, and a unified voice before the authorities that write the rules of the seat.
At a glance
Questions
If your question is not answered here, ask to be introduced and a member of the founding group will reply.
Answers about the law are general information, not legal advice.
A not-for-profit membership body for people who hold, or are preparing to hold, the Independent Director seat in India. It also serves the chairs, nomination committees and company secretaries who appoint and support them. The Council offers a peer network, model papers on conduct and conflicts, a route for raising grievances about the seat, and one written voice when a public consultation affects Independent Directors. It is registered in Hyderabad as Society No. 352 of 2026.
Yes. The Council of Independent Directors is a membership body built only around the Independent Director seat. It is registered under the Telangana Societies Registration Act, 2001 (Registration No. 352 of 2026) and works with Independent Directors across India.
An Independent Director is a non-executive director without a material relationship with the company, who brings independent judgement to the board. Schedule IV of the Companies Act, 2013 sets out the role, including safeguarding the interests of all stakeholders, particularly minority shareholders, and helping the board manage conflicts of interest. Listed companies must have Independent Directors on the board and on key committees such as audit, and nomination and remuneration.
Only in limited cases. Under section 149(12) of the Companies Act, 2013, an Independent Director is liable only for acts or omissions of the company that happened with their knowledge, attributable through board processes, and with their consent or connivance, or where they did not act diligently. That is why recorded dissent and a diligent paper trail matter, and why peer support for the seat matters.
No. The Council is an independent membership body. It is not a regulator, a statutory databank or part of government, and its codes and templates are models, not rules. MCA, SEBI and IICA are neighbours, not patrons.
No. Only appointment by a company makes someone an Independent Director. The appointment must meet the Companies Act, 2013, including inclusion in the IICA databank, and, for listed companies, the SEBI LODR Regulations. Membership of the Council does not confer that status.
IICA keeps the Independent Director Databank and the online proficiency self-assessment test required under section 150 of the Companies Act, 2013 and Rule 6 of the Companies (Appointment and Qualification of Directors) Rules, 2014. The Council complements that gate. It does not replace it, and it does not prepare people for the test as its main work. It serves the seat after appointment.
No. Appointment stays with the board and shareholders. The Council is not a placement service, and membership is not a route onto a board.
Membership is built for serving and incoming Independent Directors. Executive and other non-executive directors are welcome as allies and faculty. Membership terms and fees have not been published yet. Until they are, first contact is through a member of the founding group: use the form on this page to ask for an introduction.
The registered office is at 406, 4th Floor, D. No. 6-3-1093, V V Vintage Boulevard, Somajiguda, Ameerpet, Hyderabad 500082, Telangana, India. The Council is a not-for-profit society registered under the Telangana Societies Registration Act, 2001, Registration No. 352 of 2026. It works across India, and its constitution allows collaboration with international bodies, subject to applicable law.
Contact
First contact is through a member of the founding group, who will reply to you personally. Membership terms and fees have not been published yet.
Registered office 406, 4th Floor, D. No. 6-3-1093,