Airtel 2012 Annual Report Download - page 59

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BHARTI AIRTEL ANNUAL REPORT 2011-12
CORPORATE GOVERNANCE RATING
CRISIL has re-affirmed its Governance and Value Creation (GVC) rating viz. “CRISIL GVC Level 1” on the Corporate Governance
Practices adopted by the Company. The rating indicates that Bharti Airtel’s capability with respect to corporate governance
and value creation for all its stakeholders is the ‘highest’. We acknowledge that standards are a constantly upwardly
moving target and we aim to establish and benchmark ourselves with the best of companies in India and overseas to ensure
that we continue to maintain the highest rating for our practices.
GOVERNANCE STRUCTURE
Building a culture of integrity in today’s complex business environment demands high standards across operations. Bharti
Airtel’s commitment to total compliance is backed by an independent and fully informed board and comprehensive processes
and policies that enables transparency in our functioning. The organization structure is headed by the Group Chairman &
Managing Director, supported by the CEO (International) & Joint Managing Director and CEO (India & South Asia). The CEO
(International) & JMD is responsible for the international operations of the Company; CEO (India & South Asia) has a direct
responsibility for operations in India and South Asia region. There is a clear demarcation of duties and responsibilities
amongst the three positions.
• The Group Chairman and Managing Director is responsible for providing strategic direction, leadership and governance,
leading transformational initiatives, international strategic alliances besides effective management of the Company
with a focus on enhancing Bharti’s global image;
• The CEO (International) & Joint Managing Director based in Nairobi, Kenya is responsible for overall business performance,
management and expansion of the international operations. He is also responsible for driving people agenda, customer
satisfaction, outsourcing initiatives and the internal control metrics for the international operations;
• The CEO (India & South Asia) heads the India and South Asia operations and is responsible for overall business
performance in this region. He is also responsible for driving people agenda, customer satisfaction, ensuring success of
outsourcing initiatives and improvements in the internal control metrics for India and South Asia operations.
The corporate governance structure of our Company is multi-tiered, comprising governing/functional business management
boards at various levels, each of which is interlinked in the following manner:
a) Strategic Supervision and Direction – by the Board of Directors, who exercises independent judgment in overseeing
management performance on behalf of the shareowners and other stakeholders and hence plays a vital role in the
oversight and management of the Company;
b) Control and implementation – by the Airtel Management Board (AMB) in India and South Asia and Airtel International
Management Board (AIMB) in Africa. The CEO’s and the functional directors of the respective geographies are members
of the respective boards The AMB and AIMB meet monthly and takes decisions relating to the business strategy and
looks at achieving operational synergies across business units. The team owns and drives company-wide processes,
systems and policies. AMB and AIMB also function as a role model for leadership development and as a catalyst for
imbibing customer centricity and meritocracy in the culture of the Company;
c) Operations management – by the Management Boards of the various business units assisted by their respective Hub or
Circle Executive Committees (ECs) for day-to-day management and decision making, focused on enhancing the efficiency
and effectiveness of the respective businesses; and
d) Various Councils viz. Shared Services Governance Council, Executive Finance Council, Brand Council, Customer Experience
Council and Risk Committee.
Shared Service Governance Council governs the effectiveness of the shared services support to all the business units of
the Company, thus ensuring realization of synergies across various shared services. Executive Finance Council reviews
the financial performance of the Company on a monthly basis and approves the financial plans and forecasts. Brand
Council drives the Brand Airtel Strategy of the Company and reviews the brand health scores on a periodic basis.
Customer Experience Council reviews end to end customer service delivery ensuring superior and uniform customer
experience across lines of business. Risk Committee monitors the effectiveness of the risk management process and
reviews & approves the risk mitigation strategies of the Company.