**Independent directors** are members of a company’s board who do not have any direct or material relationship with the company, its promoters, or its management that may affect their ability to make unbiased decisions. Their role is to provide an objective and impartial perspective in boardroom discussions and corporate governance.

According to the Companies Act, 2013, an independent director must not be a promoter or related to promoters or directors of the company, must not have any pecuniary relationship with the company apart from receiving director’s remuneration, and should not have been an employee or key managerial personnel of the company in the recent past. The law mandates the appointment of a certain number of independent directors, especially in listed companies and large public companies.

Independent directors are important for several reasons. They enhance the credibility and transparency of the board's decision-making by bringing in an outside and neutral viewpoint. They help protect the interests of minority shareholders and ensure that the board acts in the best interest of the company as a whole, rather than being influenced by internal interests or promoters.

They also play a crucial role in committees like the audit committee, nomination and remuneration committee, and risk management committee, where unbiased oversight is essential. By acting as watchdogs over management decisions, independent directors help strengthen investor confidence, ensure regulatory compliance, and support ethical corporate governance.

Their presence contributes significantly to balancing power within the board, improving accountability, and promoting long-term sustainability of the company.