Corporate Governance Failures and Regulatory Inadequacies in India: A Legal and Analytical Study

Corporate misconduct in India has often been analysed through the narrow lens of fraud, particularly under Section 447 of the Companies Act, 2013. However, this study argues that fraud is merely a manifestation of deeper systemic governance failures. This research critically evaluates the Indian corporate governance framework, focusing on statutory provisions, regulatory institutions, judicial interpretation, and enforcement mechanisms. By adopting a doctrinal and analytical approach, the paper examines key case laws such as Sahara, Satyam, IL&FS, and PNB fraud, highlighting the role of weak governance, regulatory inefficiency, and institutional delays. The study further compares Indian practices with global standards such as OECD and Sarbanes-Oxley frameworks. It concludes that while India has a strong legislative base, enforcement gaps and governance deficiencies persist. The paper recommends a shift toward a governance-centric regulatory model emphasising accountability, transparency, and technological integration.