Membership & Governance
Membership Overview
Membership of the Karuna Ethics Alliance is open to:
- Companies operating within food and animal-linked value chains, including producers,
processors, manufacturers, FMCG companies, retailers, food service operators, and allied participants - Financial institutions and investors
- Not-for-profit organisations with relevant expertise or influence in this space
- Participation in Alliance convenings, roundtables, and working groups
- Contribution to discussions, learning processes, and co-creation initiatives
- Access to non-confidential knowledge outputs, insights, and materials generated by the
Alliance
Membership does not confer proprietary, voting, or control rights beyond those set out in the Charter.
An important clarification
Membership of the Alliance is distinct from membership of the Section 8 company established to house it. An organisation may join the Alliance without becoming a guarantor of the corporate entity. Participation does not, by itself, confer any rights or liabilities under the corporate structure, except as expressly agreed or required under applicable law.
Membership does not imply endorsement of past or existing practices. It reflects a willingness to engage constructively with the Alliance’s objectives and processes.
Legal Structure
Governance Framework
The Karuna Ethics Alliance is established as a Section 8 company limited by guarantee under Indian law. Founding members serve as guarantors of the company. New members, when inducted, may also be admitted as guarantors in accordance with applicable law and internal policies.
The Alliance is managed by a lean, professional team appointed by the Governing Council.
Governing Council
The Governing Council (GC) is the principal governing body of the Alliance. It is responsible for:
- Setting the strategic direction of the Alliance
- Approving strategy, budgets, programmes, and any amendments to the Charter
- Periodically reviewing Alliance performance
- Approving annual financial statements
- Adopting internal operating guidelines covering quorum, meeting frequency, and Chairperson succession
The Governing Council comprises a maximum of five members, drawn from:
- FMCG and consumer-facing industries
- Retail and supply-chain organisations
- Financial services and investment institutions
- Animal-welfare and related subject-matter expertise
Appointment
For the initial two-year term, Governing Council members are appointed by invitation based on expertise, credibility, and alignment with the Alliance’s mission. Any subsequent change or addition requires the consent of all existing GC members.
Decision-Making
All decisions of the Governing Council are taken by consensus. The Chairperson is appointed
by unanimous consent of GC members. Where consensus cannot be reached, the
Chairperson’s decision is final.
Management & Secretariat
Working Groups
Working Groups are constituted for specific themes, with defined scope, duration, and objectives. They operate in an advisory and exploratory capacity, making recommendations rather than binding decisions. Outputs may include concept notes, pilot frameworks, draft
standards, or policy inputs, reviewed and approved by the Governing Council before external use.
Working Groups include individuals and organisations with demonstrated expertise across policy, investment, corporate practices, supply chains, and technical standards.
Chief Executive Officer
The CEO is responsible for the day-to-day management of the Alliance and its Secretariat. The CEO implements the strategic direction set by the Governing Council and oversees all Alliance
programmes, partnerships, and operations.
Secretariat
The Secretariat is a lean, professional team supporting the CEO in executing Alliance activities, maintaining governance standards, and ensuring compliance with internal protocols.
Advisors
The Governing Council may appoint one or more Advisors to support the GC and CEO on technical, strategic, legal, or governance-related matters, as required.
Safeguards & Compliance
The Alliance operates a formal grievance redressal mechanism overseen by an Ombudsman designated by the Governing Council. Where a grievance relates to the Governing Council itself
or the Chairperson, an independent external Ombudsman is appointed for that matter.
The Alliance is committed to full compliance with Indian competition and antitrust laws, including the Competition Act, 2002.
The Alliance functions strictly as a pre-competitive, non-commercial collaboration platform. A
Competition Compliance Policy, approved by the Governing Council, applies to all members, participants, advisors, and Secretariat staff.
Key safeguards include:
- A competition law compliance statement at the start of all meetings and working group
sessions - Pre-circulated agendas and prior notice for all sessions
- Secretariat authority to intervene or redirect discussions that raise compliance concerns
- Clear and accurate minutes of all sessions
Prohibited discussions include pricing strategies, production volumes, bidding strategies, commercially sensitive cost structures, and any coordination that may influence competitive market behaviour. Members that are listed entities are responsible for ensuring compliance with applicable securities laws and insider trading obligations.
All members retain complete independence in their commercial, sourcing, procurement, and investment decisions.
Unless explicitly designated as public, all discussions and deliberations within Alliance meetings and working groups are treated as confidential, subject to Chatham House-style norms.
Members may use insights for internal learning but may not attribute statements to other members without prior consent
Transparency & Financials
The Alliance is committed to the highest standards of financial transparency and governance.
- Accounting and statutory compliance are managed by a reputed professional firm
- Statutory audit is conducted by a separate, independent professional firm
- Audited financial statements and key governance disclosures are published on this website in accordance with applicable legal requirements
Financial statements and annual reports will be published here as applicable.