FROM MANDATORY REPRESENTATION TO EFFECTIVE PARTICIPATION. A COMPARATIVE LEGAL ANALYSIS OF WOMAN DIRECTORS IN INDIA AND FRANCE

The comparison between India and France demonstrates that mandatory representation can change corporate board composition, but it cannot alone ensure effective participation. India’s one-woman requirement is an important legal floor that has made women’s presence a matter of corporate compliance. France’s proportion-based approach has been more demanding for covered boards and has been complemented by measures directed at senior management. These differences show how quota design affects the scale of change that legislation can require. However, meaningful equality is not achieved when a company merely records a woman’s name in its annual return. Women directors must have access to timely information, substantive committee responsibilities, transparent appointment processes and a board culture that values independent judgment. Their participation should be assessed through both quantitative and qualitative indicators. Legal duties and governance standards apply equally to every director, and the board must provide the conditions necessary for all directors to discharge those duties. The way forward is therefore a shift from counting appointments to evaluating influence. India can strengthen its framework through phased representation targets for appropriate categories of companies, better nomination disclosures, leadership-pipeline measures and stronger monitoring. France’s experience provides evidence of the capacity of binding quotas to accelerate representation, while also reminding policymakers that numerical balance is not the same as complete workplace equality. Ultimately, the purpose of mandatory representation should be to create corporate boards in which women are not only present, but able to participate fully, independently and effectively in decisions that shape companies and the wider economy.

[1] Renée B. Adams and Daniel Ferreira, “Women in the Boardroom and Their Impact on Governance and Performance,” Journal of Financial Economics, vol. 94, no. 2, 2009. [2] Siri Terjesen, Ruth Sealy and Val Singh, “Women Directors on Corporate Boards: A Review and Research Agenda,” Corporate Governance: An International Review, vol. 17. [3] The Companies Act, 2013 (India), s. 149(1). [4] The Companies Act, 2013 (India), s. 166. [5] Ministry of Corporate Affairs, Government of India, “Nearly 11.6 Lakh Women Directors Associated with Public and Private Companies,” Press Information Bureau, 17 December 2024. [6] Securities and Exchange Board of India, SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, regs. 17–19, as amended. [7] Code de commerce [French Commercial Code], art. L.225-18-1; Law No. 2011-103 of 27 January 2011 on the balanced representation of women and men on boards of directors and supervisory boards and professional equality. [8] Law No. 2021-1774 of 24 December 2021 aimed at accelerating economic and professional equality (Rixain Law), France. [9] Organisation for Economic Co-operation and Development, OECD Corporate Governance Factbook 2025, OECD Publishing, Paris, 2025, section on the board of directors and gender composition. [10] Organisation for Economic Co-operation and Development, G20/OECD Principles of Corporate Governance 2023, OECD Publishing, Paris, 2023. [11] Siri Terjesen and Val Singh, “Female Presence on Corporate Boards: A Multi-Country Study of Environmental Context,” Journal of Business Ethics, vol. 83, 2008, pp. 55–63. [12] Companies (Appointment and Qualification of Directors) Rules, 2014 (India), r. 3, as amended