IICA Independent Director study guide
IICA Independent Director · Work through your exam, one topic at a time.
The IICA Independent Director credential refers to registration with the Independent Directors Databank maintained by the Indian Institute of Corporate Affairs (IICA), an institute under the Ministry of Corporate Affairs, Government of India. IICA's website states that "Registration for Independent Directors is LIVE" and that registration or renewal with the Independent Director's Databank can be made as per the Notification dated 18th June, 2021. The IICA Independent Director study guide has 5 sections and about 1,956 words.
01Independent Directors Databank Registration and Renewal
This domain tests the mechanics of getting onto, and staying on, the IICA Independent Directors Databank, together with the consequences of a lapsed, removed or failed registration. Section 150 of the Companies Act, 2013 read with Rule 6 of the Companies (Appointment and Qualification of Directors) Rules, 2014 requires every independent director to be registered in the databank maintained by the Indian Institute of Corporate Affairs (IICA).
399 words, about 2 min02Corporate Governance and Board Excellence
This domain tests board architecture and process: composition and independence, meetings and quorum, committees, evaluation, related-party oversight and the standard of care expected of an independent director. Section 149(4): every listed public company must have at least one-third of its board as independent directors.
390 words, about 2 min03Corporate Law and Regulatory Framework
This domain tests the statutory spine around an independent director: appointment, tenure, vacation, resignation and liability, plus which regulator and forum applies and how the Companies Act interacts with SEBI regulations and secretarial standards. Section 149(6) sets the eligibility tests: integrity and relevant experience; not a promoter or relative of a promoter; no pecuniary relationship with the company, its promoters or directors other than remuneration; not a KMP or employee in the preceding three financial years; no association with the statutory or internal auditor; and limits on holdings and on non-profits receiving substantial company funding.
386 words, about 2 min04Business Environment
This domain tests the regulatory and policy landscape a board operates in: who regulates what, how capital and deals cross borders, when competition approval is needed, and how insolvency and data rules shape board decisions. SEBI (LODR, ICDR, SAST, PIT) for listed entities; MCA for company law; RBI for FEMA and banking; CCI for antitrust; IBBI and NCLT for insolvency; DPIIT for FDI policy; GST Council for indirect tax.
347 words, about 2 min05CSR and Responsible Business Conduct
This domain tests Section 135 mechanics - applicability, the 2% computation, committee governance, unspent amounts - and the wider ESG and BRSR expectations now placed on boards. Applicability: net worth of Rs 500 crore or more, turnover of Rs 1,000 crore or more, or net profit of Rs 5 crore or more in the immediately preceding financial year.
434 words, about 2 min