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Zoya NarelviChief Human Resources Officer · Essays & perspective

Zoya Narelvi · Chief Human Resources Officer · India

Question the employment assumptions inside the proposal

My contribution to a board

I would help a board examine the employment assumptions inside a business proposal. A service plan may depend on people being available when the roster says otherwise. A succession paper may equate technical standing with the ability to manage colleagues. An acquisition may assume that employee history can be simplified without changing the commitment people understand. My experience is useful in identifying those assumptions and asking management to explain the consequence before directors approve the proposal. I would bring a practical understanding of how decisions travel through supervisors, records and employee conversations. I would also need complementary financial, legal and technical expertise around the table. My contribution would not be a separate HR approval process or a claim to resolve individual employment matters from the boardroom. It would be to make the material choices and accountabilities visible, so that directors can judge whether the company has the capability and resources to implement what it is proposing.

Committee contribution

Chair and member readiness
CapacityCommittees
Ready to joinNomination and remuneration committee, subject to the company's applicable requirements · People or organisational-risk committee where established

Capacity and preferences

Time available
20 days per year
Current directorships
0
Sectors
Technology-enabled services · Business support · Distributed service operations
Company type
An established Indian private or listed service company with a clear separation of board and executive responsibilities
Company stage
Professionalisation, acquisition integration or management succession

The seat I am pursuing

I would consider one first non-executive seat at a service company whose board wants to examine management capability and employment commitments more carefully. A nomination and remuneration committee or a people-focused committee could suit my experience if the relevant requirements and company context support it. I am not presenting myself as an immediate committee chair or as a specialist in executive reward design across every sector. I have prepared and presented board material as a CHRO, but have not yet held a directorship. My April 2026 databank registration records an early stage of preparation, with no claimed proficiency result or exemption. I would prefer a chair who welcomes constructive challenge and a management team willing to explain the economic choices behind its people plans. The opportunity must allow adequate induction, realistic time and proper company-specific assessment. A seat intended primarily to provide outsourced HR intervention would not match the oversight responsibility I am seeking.

Judgement in practice

01

Testing the responsibility behind a succession recommendation

Our review of thirty-six promotion proposals showed why a technical reputation should not settle a management appointment. Twenty-two candidates were ready for people responsibility, eight took a specialist route and six needed further preparation. On a board, I would ask what a succession recommendation requires the person to do and what evidence supports that judgement. I would also examine the alternatives: a specialist path has little credibility if it is permanently inferior in pay or influence. Directors should understand the cost of waiting as well as the risk of appointing too early. Management should perform the assessment and own the development plan; the board's role is to examine whether the process answers the relevant question and whether the recommendation is supported. I would not use a few interview impressions to replace the work of people who have observed the candidate over time.

02

Recognising the employment obligation inside a transaction

When 420 colleagues joined through an acquisition, we preserved agreed service dates and leave balances, with ₹76 lakh in assessed accrued-leave obligations included in the negotiated plan. As a director I would ask whether the employment commitments have been identified and reflected in the transaction economics and implementation plan. That question is distinct from assuming that a particular benefit treatment is legally required in every deal. The board should know which advice has been obtained, which source records are reliable and how exceptions will be resolved. I would pay attention to the period after completion, when transaction teams leave and employees still need answers. A commitment that exists only in a presentation can become difficult to honour later. Directors need confidence that management has assigned continuing responsibility and that material discrepancies will return through an appropriate reporting route.

My first year on a board

I would use induction to understand the company's service economics before proposing people measures. That includes how work is sold, how staffing assumptions are approved and where managers have discretion over commitments to employees. I would ask to see the route from a material workforce decision to its implementation, including the records and feedback that tell executives whether the intended arrangement exists in practice. The chair and committee would agree the scope of any visits or management discussions, so that I did not create an informal channel that bypassed executive accountability. During the first year I would concentrate on a few questions relevant to the board's actual agenda, perhaps succession, acquisition integration or the people assumptions in a growth plan. I would seek feedback on the clarity and proportion of my challenge. A useful first year would establish that I can contribute beyond my functional preference and understand the trade-offs facing the whole company, rather than simply identify more work for its HR team.

Conflicts and their management

Praneri's clients, staffing partners, service suppliers and investment relationships could overlap with a prospective board. I would disclose relevant connections at the outset and review them as the business changes. An appointment in a direct competitor or a material client could make useful participation difficult even where a formal recusal process exists. I would not bring employee records, remuneration details, acquisition files or confidential client staffing plans into another company's discussion. Employer clearance would need to address time as well as competition and confidentiality. My twenty-day estimate includes routine preparation, meetings and travel, but a serious issue or transaction could demand more. I would discuss that possibility openly before accepting. If the proposed contribution depended mainly on introductions to Praneri customers or access to employment practices that are confidential, it would not be a role I could responsibly take. A manageable conflict position must support substantive participation, rather than merely satisfy a form at appointment.

My independence statement

My employment, investments and personal or commercial connections would be disclosed before an appointment is considered. The company would need to assess independence under section 149(6), relevant SEBI LODR provisions where applicable and its specific circumstances. I would also have current directorship and committee limits reviewed for the proposed role. An HR leadership title does not establish independence or remove the need for that assessment.

Board and committee exposure

Presented to the Board or a committee

Praneri Managed Services

Board reviews of management succession, workforce commitments and acquisition integration

July 2022–present

Prepares and presents people-function recommendations as CHRO; no directorship or committee membership.

Governance learning and readiness

IICA Independent Directors’ Databank: Registered

Registered in the IICA independent directors databank in April 2026. This fictional profile does not claim a proficiency pass or an exemption. Further preparation and any applicable requirements would need to be completed before accepting a role.

  • Databank learning following April 2026 registration
  • Study of nomination and remuneration committee responsibilities
  • Practice distinguishing executive intervention from collective board oversight