LIJDLR

Companies Act 2013

ALGORITHMIC CORPORATE GOVERNANCE IN INDIA: BOARD ACCOUNTABILITY FOR AI-DRIVEN BUSINESS DECISIONS

Volume IV Issue II /

ALGORITHMIC CORPORATE GOVERNANCE IN INDIA: BOARD ACCOUNTABILITY FOR AI-DRIVEN BUSINESS DECISIONS Nayana M. S, LL.M, 4th Semester, Student at J.S.S Law College (India) Usharani M.C, Professor at J.S.S Law College (India) Download Manuscript doi.org/10.70183/lijdlr.2026.v04.189 The increasing integration of Artificial Intelligence (AI) into corporate governance structures has transformed the manner in which companies undertake decision-making, risk assessment, compliance management, and strategic planning. While algorithmic systems enhance efficiency and predictive capabilities, they simultaneously create complex legal and governance concerns relating to transparency, accountability, fiduciary obligations, and regulatory oversight. This paper critically examines the legal implications of algorithmic corporate governance in India, with particular emphasis on the accountability of corporate boards and directors under the Companies Act, 2013. The study specifically analyses whether the fiduciary duties prescribed under Section 166 of the Act extend to AI-assisted decision-making processes and whether directors may be held responsible for harms arising from opaque or biased algorithmic systems. The research adopts a doctrinal and comparative methodology based upon statutory interpretation, judicial precedents, regulatory materials, and academic scholarship. In addition, the paper undertakes a comparative analysis of the European Union AI Act framework to evaluate evolving international standards concerning AI governance and corporate accountability. The study further examines issues relating to data governance, consumer protection, algorithmic bias, and regulatory compliance in AI-driven corporate operations. The paper argues that the existing Indian corporate governance framework remains insufficient to address the unique risks posed by algorithmic governance systems. It proposes the introduction of AI-specific corporate governance obligations, enhanced disclosure standards, board-level oversight mechanisms, algorithmic audit requirements, and clearer statutory liability principles to ensure responsible and accountable deployment of AI technologies within corporate entities.

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CORPORATE GOVERNANCE AND FRAUD PREVENTION IN INDIAN COMPANIES

Volume IV Issue II /

CORPORATE GOVERNANCE AND FRAUD PREVENTION IN INDIAN COMPANIES Ms. Anchal, LL.M, Student at University School of Law, Rayat Bahra University Sahauran, District Mohali Punjab (India) Ms. Gayatri, Assistant Professor at University School of Law, Rayat Bahra University Sahauran, District Mohali Punjab (India) Download Manuscript doi.org/10.70183/lijdlr.2026.v04.168 Corporate governance constitutes the foundational framework through which companies are directed, managed, and controlled. It ensures that business operations are conducted in a fair, transparent, accountable, and responsible manner, thereby safeguarding the interests of shareholders, employees, creditors, customers, and the public at large. In India, the significance of corporate governance has increased substantially in the aftermath of major corporate scandals such as the Satyam Computer Services fraud, the IL&FS crisis, the Punjab National Bank fraud, and governance concerns involving financial institutions such as Yes Bank. These incidents exposed serious deficiencies in board oversight, auditing practices, disclosure standards, and internal control systems. Corporate fraud poses a significant threat to economic stability, investor confidence, and market integrity. It may take various forms, including financial statement manipulation, bribery, corruption, insider trading, money laundering, and diversion of corporate funds. Effective corporate governance plays a crucial role in preventing such misconduct through mechanisms such as independent directors, audit committees, whistle-blower protections, internal audits, and robust disclosure requirements. This research paper examines the relationship between corporate governance and fraud prevention in Indian companies, with particular reference to the Companies Act, 2013 and the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015. It analyses how governance failures contribute to fraudulent practices and evaluates the effectiveness of the existing regulatory framework. The study concludes that although India has made substantial progress in strengthening corporate governance, stricter enforcement, ethical leadership, and technology-driven fraud detection systems remain essential for ensuring long-term corporate accountability and sustainable growth.

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FROM COMPLIANCE TO ALGORITHMIC GOVERNANCE: THE FUTURE OF AI-DRIVEN CORPORATE REGULATION UNDER INDIAN COMPANY LAW

Volume IV Issue I /

FROM COMPLIANCE TO ALGORITHMIC GOVERNANCE: THE FUTURE OF AI-DRIVEN CORPORATE REGULATION UNDER INDIAN COMPANY LAW Amritanshu Upadhyay, BBA LL.B (Hons), 6th Semester, Student at Amity Law School, Amity University Uttar Pradesh, Lucknow (India) Download Manuscript doi.org/10.70183/lijdlr.2026.v04.72 The rapidly advancing integration of artificial intelligence into corporate decision-making processes offers both transformative opportunities and fundamental regulatory challenges to the existing company law framework in India. While existing literature has largely focused on questions of legal personhood and its implications on corporate liability, a far more critical and pertinent concern has received limited attention: how existing architecture for corporate compliance under the Companies Act, 2013, can be reconceptualized to accommodate, regulate, and hold accountable AI-driven systems of corporate governance that already exist across Indian corporations. This paper contends that India is currently at a critical juncture in its corporate law regulation, wherein a passive model of corporate compliance grounded on human agency and reactive enforcement is gradually being supplanted by an emerging model of algorithmic governance, wherein AI systems conduct audits, monitor transactions, and undertake risk assessments autonomously. In this regard, this research, drawing on the doctrinal research on the Companies Act, 2013, SEBI regulations, and the national AI policy space, and informed by a comparative analysis of the EU, UK, and Singaporean regimes, seeks to develop a normative framework on AI-driven corporate regulation in India, and in this regard, argues that accountability in algorithmic governance must be rethought in terms of three key pillars: the mandatory explainability of AI systems in governance roles, a recrafted duty of care for directors in AI-driven decision-making, and the AI audit mechanism in corporate compliance law.

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CORPORATE GOVERNANCE AND CORPORATE ACCOUNTABILITY IN INDIA: A CRITICAL ANALYSIS UNDER THE COMPANIES ACT 2013

Volume IV Issue I /

CORPORATE GOVERNANCE AND CORPORATE ACCOUNTABILITY IN INDIA: A CRITICAL ANALYSIS UNDER THE COMPANIES ACT 2013 Aleena. B. Alex, LLM (Business Law), 2nd Semester Student at Amity Institute of Advanced Legal Studies, Amity University (Noida) (India) Download Manuscript doi.org/10.70183/lijdlr.2026.v04.66 The role of corporate governance in ensuring transparency, accountability and responsible management of corporations is an extremely important one. Corporate Governance consists of the whole system of rules, practices and processes by which a company is directed and controlled. The idea behind effective corporate governance is to protect the interests of shareholders and all stakeholders, as well as to encourage ethical behavior in the business community. In India, corporate governance has evolved with the enactment of the Companies Act 2013, which contains numerous provisions for improving corporate accountability and transparency in corporate operations, and therefore enhancing the overall governance framework in the country. The enactment of the Act includes several major governance mechanisms, such as the appointment of independent directors, the establishment of board committees and improved requirements for disclosure of information. These governance mechanisms have been incorporated into the Act to improve decision making within corporations and to provide companies with a structure to carry out their businesses in a transparent and responsible manner. However, despite having established several of these important legal governance mechanisms, the ongoing issues with respect to corporate mismanagement, a lack of transparency, and weak enforcement mechanisms are calling into question the adequacy of the existing governance practices for corporations in India. The objective of this research is to investigate the impact of corporate governance on corporate accountability, specifically under the context of the Companies Act 2013. This paper provides a critical analysis of the different governance mechanisms prescribed in the Act and assesses their ability to promote responsible behavior by corporations through effective means of enforcement. Additionally, this study discusses the challenges associated with implementing corporate governance principles and stresses the need for regulatory enforcement, improved compliance initiatives, and increased regulation to enhance accountability in Indian businesses.

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CORPORATE DEBT RESTRUCTURING: LEGAL INTERSECTION OF COMPANY LAW AND IBC

Volume III Issue II /

CORPORATE DEBT RESTRUCTURING: LEGAL INTERSECTION OF COMPANY LAW AND IBC Karthikeyan D, Presidency University Bengaluru Download Manuscript doi.org/10.70183/lijdlr.2025.v03.76 Corporate Debt Restructuring (CDR) is a critical mechanism within India’s financial ecosystem, designed to facilitate the revival of financially distressed companies while safeguarding broader economic stability. This article examines the evolving legal framework governing CDR in India, focusing on the intersection of company law, banking regulation, and insolvency legislation. The Companies Act, 2013, provides the statutory foundation for corporate-level restructuring decisions through Sections 230 to 232, which enable schemes of compromise and arrangement to be made under judicial supervision. Simultaneously, the Reserve Bank of India (RBI) has issued prudential frameworks, including the erstwhile Corporate Debt Restructuring Mechanism and the recent Prudential Framework for Resolution of Stressed Assets, guiding financial institutions in managing non-performing assets. The introduction of the Insolvency and Bankruptcy Code (IBC), 2016 marked a transformative shift in India’s restructuring regime by introducing a time-bound, creditor-driven resolution process with legal enforceability. The IBC complements existing restructuring frameworks by serving as both a deterrent and a formal resolution mechanism. Provisions such as Section 230 schemes during liquidation and the Pre-Packaged Insolvency Resolution Process (Pre-Pack IBC) reflect the integration of insolvency laws. Beyond statutory regimes, this article addresses contractual and security law dimensions, including loan renegotiations, covenant modifications, and enforcement of security interests under the SARFAESI Act, 2002. The analysis highlights judicial evolution through landmark rulings such as Essar Steel, Jet Airways, and Swiss Ribbons, which reinforce creditor rights and ensure procedural integrity. Despite progress, challenges persist, including regulatory overlaps, procedural delays, and inter-creditor conflicts. Recent developments such as RBI’s emphasis on out-of-court restructuring and India’s move toward cross-border insolvency norms signal a forward-looking approach. This article concludes that a harmonized framework combining company law, banking regulation, and insolvency law is essential for improving efficiency, enhancing creditor confidence, and strengthening India’s corporate resilience.

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