The IndiGo fiasco did not occur because aircraft suddenly forgot the basics of aviation. The wings still worked. The engines still roared. What failed, spectacularly, was something far more grounded: governance. Warning lights were blinking, regulators were clearing their throats, passengers were bedding down on terminal floors… yet the boardroom floated above it all in monk-like calm, as though turbulence were a branding hiccup rather than a fiduciary emergency. Which is why it’s time to resurrect a concept corporate India, and much of the world, prefers to admire from a distance: the idea of a real governance audit for board directors.

Ironically, governance is already audited to exhaustion—at least on paper. We have scores, rankings, indices, heat maps, dashboards, and acronyms breeding faster than subcommittees. JCR Eurasia, ISS’s Governance QualityScore, Sustainalytics, and an estimated 600-plus ESG ratings worldwide promise forensic insight into how companies are governed. But when real crises strike—airlines unravel, banks wobble, platforms implode—these ratings sit quietly in annual reports, immaculately typeset and blissfully unashamed of their irrelevance.

The reason is simple. Most governance ratings are not built for the people who actually need clarity: the directors themselves.

Governance scorecards are political, subjective, and loyally aligned to whoever is paying for the clipboard. Some obsess over shareholder friendliness and proxy voting mechanics. ESG ratings, meanwhile, lavish affection on the “E” and the “S,” leaving the “G” to survive on a diet of committee charters, attendance tables, and standard disclosures.

Vast stretches of the real economy operate in a governance fog. Disclosure is minimal, scrutiny is sporadic, and rankings barely apply. Yet these entities make up most of Indian businesses.

But the most serious flaw in existing governance assessments is deeply personal. They fail to answer the only questions that truly matter to current and aspiring directors.

A director is mildly curious about how analysts view governance. But what keeps him/her awake at night is something else entirely: what personal, legal, reputational, and ethical exposure (s)he is signing up for. Board membership is no longer a ceremonial badge of honour. It is a liability-laden, reputation-sensitive, sleep-depriving assignment. The IndiGo episode made this painfully clear.

Enter the idea of a genuine governance audit—not a score, not a ranking, not a glossy benchmarking brochure, but an independent, director-centric examination of real risk and real readiness. Think of it as a director assurance audit.

When you buy property, you don’t trust the seller’s brochure or the neighbourhood’s vibe. You take legal opinion on the title documents, history, disputes, liens, and liabilities with forensic enthusiasm. But directors routinely join boards armed with little more than annual reports, flattering press coverage, and a pleasant dinner with the chair.

A governance audit reverses the gaze. It asks the questions polite board conversations avoid. How do the company’s legal and regulatory exposures compare with peers? Are there investigations simmering quietly offstage? Compliance gaps politely footnoted? Regulatory relationships described as “constructive” when they are anything but? And crucially: what is the realistic litigation risk—and personal liability—facing directors?

Then comes the great illusion of D&O (directors and officers) insurance. Many directors treat it like a force field. A governance audit would read the fine print: coverage limits, exclusions, erosion clauses, trigger conditions, and the uncomfortable truth that many policies evaporate precisely when you need them most.

Financial controls also deserve more than ceremonial respect. Not whether an audit committee exists but whether controls hold under pressure, whether red flags travel upward without being filtered for comfort, and whether the board truly understands what it oversees. IndiGo did not lack dashboards; it lacked the will to act on what those dashboards were screaming.

Board mechanics matter too. Composition, leadership structure, information flow, meeting discipline, and agenda quality determine whether boards anticipate storms or merely issue statements after landfall. A governance audit benchmarks these against the best practices, not aspirational PPT slides. And then there is compensation—the most sensitive subject of all. Is board pay aligned with risk, responsibility, and time commitment? Or does it subtly reward silence? Governance failures flourish where accountability is heavy and consequences are light.

What gives this audit real power is its independence—and its audience. It is not designed to impress proxy advisors, ESG funds, or PR teams. It is built for directors, especially those contemplating joining. Is this a board that welcomes challenges or quietly punishes them? Does it govern only in calm weather or also in crisis? Is this a table worth sitting at when the headlines turn hostile?

Had such an audit culture been normal, the IndiGo story might have read differently. Early warnings would have been treated as governance risks. Trade-offs—capacity vs compliance, revenue vs resilience, denial vs disclosure—would have been confronted earlier. Governance is about preparedness.

A governance audit is not a witch hunt. It diagnoses before collapse, creates a common language of risk and responsibility, and transforms governance from ceremonial oversight into active stewardship.

The cultural impact is profound. When boards know they themselves will be examined, not just the company, behaviour changes. Questions sharpen. Silence shortens. Courage improves.

India’s corporate ecosystem can no longer afford governance by assumption. The cost is too visible, too human, too reputational. Stranded passengers, broken trust, weakened institutions… these are governance outcomes. The future demands a shift: from governance ratings to governance readiness; from box-ticking to liability awareness; from prestige boards to prepared boards.

Before accepting the next board seat, directors should ask for more than a welcome dinner and a glossy deck. They should ask for a governance audit. Because today, ignorance is not innocence; it is exposure. And governance failures don’t crash quietly. They land in full view of everyone.

(Muneer is a Fortune 500 advisor, startup investor and co-founder of the non-profit Medici Institute for Innovation. With inputs from Ralph Ward, global board advisor. Views are personal.)