Beyond the ‘one-woman’ rule: Why Indian boardrooms need to move from diversity tokenism to true influence

A quiet revolution has unfolded in Indian boards over the past few years. As of September 2025, women now occupy more than 20% of board seats across the Top 1,000 listed companies (basis market cap), up from 16% in 2020. Nearly 98% of these companies have at least a woman director, almost unthinkable a decade ago. 

The legal scaffolding that has resulted in this progress matters. The Companies Act, 2013, introduced the “one-woman director” mandate for listed and certain large public companies. Sebi’s listing regulations then tightened the screws: the Top 500 listed entities needed at least one independent woman director from April 1, 2019; the Top 1,000 from April 1, 2020. These nudges worked as intended—boards complied and the numbers rose. These gains are real, but they also make us think: diversity by count has improved, but what about diversity by clout?

During a session we were running on women in boardrooms, a participant shared her experience: “When I was invited to a large board, people said I had arrived, I had a seat at the table at last. But a year later, I know it’s not the seat that matters; it’s the voice, and mine still isn’t always heard.”

Her experience reflects a broader truth: India’s boardrooms may now be more diverse in appearance but not always in influence.

When you look beneath the headline figures, a pattern of tokenism appears. Even with the rise in overall average percentages, a significant share of companies is still at the minimum requirement of one. Women now chair roughly a third of nomination & remuneration (NRC) and corporate social responsibility (CSR) committees, areas often linked to people and purpose matters. Yet, relatively few women hold positions as chairs of audit committees or boards, the very roles that shape risk oversight, capital allocation, and strategic direction. That said, not all representation is tokenistic. There are women directors deeply respected for their expertise and influence, but they remain the exception rather than the norm.

From compliance to conviction

Diversity in the boardroom is not a moral agenda; it is a governance argument. Boards are decision systems, and diversity can help reduce blind spots, improve scenario thinking, and raise the quality of debate in these decisions. Yet without sponsorship into powerful roles, time on strategic committees, and pathways to chair roles, diversity stalls at the level of optics. The danger is that diversity remains a checkbox exercise, where investors, regulators, and companies all claim victory while the engine of decision-making remains largely unchanged. So how do we move from count to clout?

1)  Set targets where it matters most: Instead of celebrating one-woman compliance, boards can set targets for women as audit chairs, board chairs, and lead independent directors, with timelines and public reporting.  Boards need to increase representation in positions that shape core governance. Publicly committing to timelines and reporting progress against these targets can shift accountability from symbolism to substance.

2)   Tie NRC KPIs to gender-balanced succession: The NRC is the gatekeeper of board composition and C-suite succession. Linking NRC performance indicators to gender balance ensures they are held accountable for real progress. This could mean setting an explicit 30% representation benchmark for women on boards and in the executive pipeline, with NRCs required to show measurable progress every year. If NRCs are not evaluated on this dimension, diversity risks becoming everybody’s responsibility and nobody’s deliverable.

3)   Broaden the talent lens: One reason boards often fall back on tokenism is that they draw from a narrow pool of familiar names—promoter networks, board veterans, or traditional industries. NRCs must demand that search firms provide gender-balanced longlists and disclose the gender composition of candidate slates. Expanding the lens to include digital leaders, cyber-risk specialists, ESG experts, public policy professionals, and entrepreneurs brings in perspectives aligned to the risks and opportunities of today’s economy. This not only diversifies gender but also strengthens the board’s collective capability.

4)  Measure participation, not just presence: Boards need to move beyond counting seats and begin assessing the quality of participation. This means asking how many meetings are chaired by women, their level of participation, and whether they are leading critical discussions. It also requires tracking whether action points sponsored by women directors are carried through to execution. By making voice and influence visible in this way, boards can better diagnose whether women are genuinely integrated into decision-making or simply present in name.

5)  Fix the leadership funnel: Board diversity is only sustainable if it mirrors diversity in the executive ranks. A homogeneous leadership pipeline means that boards will always be forced into token appointments. Therefore, boards should demand gender-disaggregated data on hiring, attrition, promotion, and pay across the company, audit succession plans for bias, and insist that CXO scorecards carry incentives for closing these gaps. When leadership teams become more gender-balanced, the pool of board-ready candidates naturally deepens, breaking the cycle of token representation.

Why it matters

Proxy advisors and global asset managers are intensifying expectations on board diversity. Indian companies courting global capital can convert external pressure into internal momentum, and boards can choose to lead rather than follow.

The last decade proved that regulations can open the door; the next decade must be about what happens inside the room. India’s next stride will come from boards that treat diversity as a governance capability and not just compliance. That means moving beyond the comfort of the “one-woman” checkbox and into the act of real power distribution. If we do that, the 20% figure will compound into better oversight, sharper risk-taking, and more resilient businesses.

The future of Indian boardrooms will be judged not by how many women they can count, but by how they make women on the boards truly count.

(Goradia is Chairperson, Deloitte South Asia; Berera is Partner, Deloitte South Asia. Views are personal.)