Reference: GILA/ID/ESG-043/CEMENT
Board seat: Independent Director, Non-Executive
Primary board location: Mumbai with plant visits in central and western India
Meeting model: Five boards, quarterly sustainability/risk and three plant reviews
Mandate type: ESG, Sustainability & BRSR Director
Status: Confidential live-search specification; client identity released only after conflict clearance and NDA.
The anonymised enterprise
A listed cement and clinker producer with integrated plants, grinding units, captive mines and waste-heat recovery, serving multiple regional markets.
Capacity is 18–25 million tonnes per year. The company is committing capital to alternative fuels, renewable power and lower-clinker products while entering the expanded BRSR Core assurance glide path.
The board problem and strategic reason for appointment
The board needs a director who can test whether decarbonisation claims survive production, quality and capital economics. Emissions intensity, mine restoration, water and community consent are strategic operating issues.
The board is not buying a credential. It is appointing an independent decision-maker who can convert this problem into a governed sequence of choices, evidence and accountability. Success will be judged by the quality of decisions and control improvement, not by the number of recommendations made.
Board position, authority and interfaces
Chair of Sustainability & Risk; Audit invitee for BRSR controls and provisions; Investment Committee member for transition capex.
The appointee will have direct, unfiltered access to the Company Secretary and to the relevant control-function leaders. Any advisory support requested by the board must remain management-executed: the director sets questions, tolerances and evidence standards, but does not become an executive or consultant.
First 12–18 month strategic charter
- Approve a marginal-abatement and capital-return curve for transition projects; verify clinker factor, alternative-fuel substitution and renewable attribution data; review mine-closure obligations, biodiversity and rehabilitation provisions; govern water stress, community grievance and logistics emissions at plant level
- Connect sustainability metrics to capital allocation, operating risk, customer access and cost of capital; reject a reporting-only programme detached from plant and supply-chain decisions.
- Create control ownership for material sustainability data, boundary decisions, estimates and assurance evidence, with documented treatment of value-chain information and green claims.
Decision profile sought
Essential evidence
- Cement, heavy industry, climate finance, environmental risk or industrial operations leader; board capital-allocation experience; assurance literacy
Differentiators
- Process decarbonisation, mine closure or sustainability-linked finance; experience rejecting an uneconomic green claim
GILA will assess operating or investment decisions involving environmental and social trade-offs, data assurance, stakeholder judgement and resistance to both greenwashing and empty anti-ESG rhetoric. Candidates should expect a case discussion based on an ambiguous board decision from this mandate, not a career-history interview alone.
Independence, suitability and downside diligence
The search will apply Section 149(6), Sections 164–165, Schedule IV and the applicable listing or sector rules to the entity’s legally verified status at the appointment date. Databank/proficiency status, listed-entity directorship and committee ceilings, pecuniary relationships, relatives’ interests, recent audit/advisory work and interlocking directorships will be checked. The appointment is subject to formal legal and secretarial confirmation; this posting is not a substitute for that determination.
Mandate-specific screens: Carbon-credit developers, assurance providers, equipment vendors, mine contractors or competing cement boards; prior authorship of claims being reviewed.
Before accepting the seat, the candidate will receive under NDA the latest board composition, committee charters, material litigation/regulatory schedule, related-party map, last audited accounts, current D&O policy and the specific risk papers necessary to make an informed liability assessment.
Twelve-month outcomes
The board expects decision-useful sustainability governance, assured material data and a transition plan linked to economics rather than slogans. For this particular seat, the evidence will be:
- Transition capex ranked by verified economics and tonnes abated; material BRSR data has owner and assurance trail; mine/water/community risks influence capital decisions
Commitment, protection and economics
- Expected load: 24–30 days annually including plants.
- Terms: Five-year term; chair fee; environmental, climate-disclosure and D&O protection.
- Protection: Appointment letter, deed of indemnity where legally available, appropriate D&O cover including discovery/run-off terms, access to independent advice under the board-approved protocol, and complete minuting of dissent.
- Equity: No stock options where the appointment is legally an independent-director seat subject to Section 149(9). Any private-company structure outside that perimeter will be expressly classified and separately advised; no equity is implied by this posting.
Search process
Conflict pre-clearance → GILA/SYMPHONY™ board-fit interview → mandate case → document-led diligence under NDA → references from board peers and control functions → NRC/owner interviews → statutory, regulatory and reputation checks → board recommendation. Candidate consent, disclosures and appointment approvals will follow the law and the entity’s constitutional documents.