Reference: GILA/ID/TECH-042/AUTOIND
Board seat: Independent Director, Non-Executive
Primary board location: Pune and Chennai engineering centres
Meeting model: Five boards, quarterly risk and two secure-development reviews
Mandate type: Risk, Cybersecurity, Technology & AI Director
Status: Confidential live-search specification; client identity released only after conflict clearance and NDA.
The anonymised enterprise
A listed industrial-automation company supplying control systems, robotics cells and predictive-maintenance software to factories and process plants.
Revenue is ₹3,500–4,800 crore, with connected installed assets across India and export markets. Remote support and AI-based optimisation expand lifecycle cyber and safety obligations.
The board problem and strategic reason for appointment
The board must understand that a vulnerable deployed controller is not just an IT issue; it can stop production or create physical harm at a customer site. Product security, update support and AI performance require lifecycle governance.
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 Technology/Product Risk; Audit member for software revenue, warranty and provisions; direct access to product security and safety engineering.
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 secure-development and vulnerability-disclosure standards across product families; create an installed-base inventory with support, end-of-life and critical-patch exposure; test remote-access, signing-key and software-supply-chain controls; govern AI optimisation claims, safe fallback and customer change-management responsibilities
- Translate technical risk into board decisions: risk appetite, investment priorities, accountable owners, recovery tolerances and customer consequences—not dashboards of vulnerabilities or model counts.
- Require independent testing of the severe-but-plausible scenario, including executive decision rehearsal, evidence preservation, regulatory/customer communication and recovery of critical services.
Decision profile sought
Essential evidence
- Industrial control, product security, robotics, safety engineering or OT executive with board judgement; lifecycle product-risk experience
Differentiators
- Coordinated vulnerability disclosure, IEC/industrial security or product recall leadership; software-hardware revenue experience
GILA will assess board-level technology judgement, operational resilience, adversarial questioning and enough technical depth to challenge management without becoming a shadow CIO or CISO. 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: Control-vendor, integrator, major customer or security-research conflicts; competing automation board; consultancy to product teams.
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 a board that knows which digital failures can threaten the enterprise, what tolerances apply and whether recovery claims have been independently tested. For this particular seat, the evidence will be:
- Installed-base cyber exposure quantified; critical vulnerabilities meet board-approved remediation timelines; AI and remote-service releases have safety and fallback evidence
Commitment, protection and economics
- Expected load: 22–28 days annually.
- Terms: Five-year term; chair fee; product cyber, recall and D&O cover.
- 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.