In India, regulators like SEBI’s LODR regulations and the BRSR framework define what listed companies must report. Yet compliance alone does not explain why some firms publish detailed, candid reports while others stick to the minimum. Disclosure is also a behavioural act. Managers and teams decide how much to reveal. Their choices reflect incentives, perceptions of risk, leadership values and the firm’s culture. Understanding those behavioural drivers helps explain disclosure differences across all kinds of Indian firms.
What drives disclosure behaviour in Indian companies
Several behavioural and organisational factors shape disclosure choices:
Leadership mindset
When CEOs and CFOs prioritise long-term reputation, they often favour fuller disclosure. They see transparency as an investment in credibility.
Risk perception
Firms that treat disclosure as a trust-building tool and not just a regulatory cost are likelier to volunteer more information. Those who might be worried about short-term market reactions may be more cautious.
Organisational culture
Companies that institutionalise openness, through board practices or internal audits, typically show richer disclosure. The reverse holds when secrecy is the norm.
Investor base
Firms with large foreign or institutional shareholdings face more scrutiny and therefore tend to disclose more, especially to meet external expectations.
Past experiences
Firms that have faced scandals or investor backlash often overcompensate later with more detailed reporting to rebuild trust.
These drivers interact with each other. For example, a firm with a long-term-orientated CEO and a predominantly institutional investor register is doubly incentivised to be transparent. These factors will heavily influence the degree to which organisations practise transparency in their disclosures. Understanding those can help us further understand the company’s behaviours.
Behavioural finance meets corporate reporting
Behavioural concepts help make sense of managerial choices.
Overconfidence
Managers who overestimate their firm’s resilience may underplay risks or disclose selectively. That can backfire when true facts emerge in the market.
Loss aversion
Executives fearing market losses from negative news may delay or downplay bad information. The result is partial, defensive disclosure.
Framing effects
How management frames a development, such as a ‘strategic pivot’ or as a ‘distress sale’, significantly changes investor perception even if the underlying facts are the same.
Confirmation bias
Leadership teams may emphasise information that supports their plans and ignore contrary signals, producing skewed narratives.
Seen through this lens, disclosure is less a mechanical task and more a human judgement shaped by incentives and cognitive tendencies.
Case snapshots: Indian examples of disclosure behaviour
Infosys: Proactive ESG disclosure
Infosys has been one of the more proactive Indian firms on sustainability reporting. Its ESG report for 2024–25 details progress on carbon neutrality for Scope 1 and 2 emissions, water and waste management, and skills initiatives. The company’s consistent reporting has set a visible benchmark for peers.
Image credit: Infosys
Adani group: Scrutiny led to heightened disclosure
The events following the Hindenburg report in 2023 triggered intense investor scrutiny of the Adani group. Subsequent investigations and regulatory attention produced waves of disclosures and public responses. The episode shows how a reputational shock can force firms to disclose more, even when they previously followed a lighter disclosure approach.
Image credit: Bloomberg
Tata group: Institutionalised transparency
Tata companies publish extensive annual reports and BRSR disclosures, with group-level and company-level governance documents publicly available. The Tata Group’s reporting practices reflect a long-standing culture of governance and investor engagement. Their approach underlines how institutional routines and dedicated reporting teams translate leadership values into consistent disclosure.
Image credit: TATA
The role of regulation and evolving frameworks (2024–25)
Regulation is a critical factor in all these decisions, and it is evolving. SEBI issued industry standards on the minimum information to be provided for audit committee and shareholder review of related-party transactions in February 2025, and revised RPT standards took effect from 1 September 2025. These measures aim to standardise the disclosures companies must provide when transactions involve related parties.
On ESG, the BRSR framework has become a central pillar. Since 2022–23 SEBI has required the top 1,000 listed companies to report in the BRSR core format, increasing the granularity of non-financial disclosures and aligning India more closely with international reporting practices.
Regulation reduces variance in baseline compliance. But behavioural forces still explain differences in tone, depth and forward-looking commentary. Rules set the floor; leadership and culture determine how high firms build.
Implications for investors, regulators and firms
For investors, disclosure behaviour is a signal. A full report does not guarantee performance, but it helps investors assess management intent and governance quality. Reading beyond numbers to tone and completeness gives a better sense of risk.
For regulators, behavioural insights suggest complementary tools beyond rules. Nudges, standardised templates and public comparators can shift firm behaviour more gently than penalties alone. Policymakers can design incentives for high-quality narrative reporting.
For firms, recognising internal biases matters. Training, independent assurance, and board oversight can reduce selective disclosure. Firms that proactively disclose build resilience and investor trust over time.
How SPJIMR’s PGPM develops this mindset
S.P. Jain Institute of Management & Research (SPJIMR) equips leaders to understand both technical and behavioural dimensions of reporting. The PGPM curriculum blends corporate governance, behavioural finance, and communication skills. Participants learn to read disclosures critically and to design transparent reporting practices that withstand investor scrutiny. That combination of tools and mindset is vital for leaders who want their firms to be trusted long-term.
Disclosure is not only a regulatory checkbox. It is a behavioural choice shaped by leadership, culture, investor mix and past experience. The firms that lead on transparency see it as strategic capital. They use rules to guide practice and then go further by embedding disclosure as part of how they operate. For India’s markets, the next step in governance is less about tighter rules alone and more about nurturing leadership and culture that value clear, honest reporting.
FAQs
About the faculty
Anshul Verma
Anshul Verma holds a double doctorate from Dr. B.R. Ambedkar University, with specialisations in Management and Applied Business Economics. Over the course of his 20-year academic career, he has served as a faculty member in finance at leading graduate management institutions in India.
