"We Have an Independent Director" — But Does Your Board Actually Meet Schedule IV? What the Companies Act Actually Requires

Founders treat "independent director" as a title to hand out. The Companies Act, 2013 treats it as a tightly defined legal status with eligibility tests under Section 149(6), mandatory declarations under Section 149(7), a binding Schedule IV code, data-bank registration under Section 150, and ongoing duties. Get it wrong and every board resolution that relied on the person's independence becomes defective — with MCA21 V3 now surfacing the mismatch. This guide explains who actually needs an independent director, the exact independence test, the Schedule IV separate-meeting requirement, tenure limits, and the step-by-step process to appoint one validly.