Atul Ltd 2010-11

3.3.3 Meetings and Attendance During the year three meetings were held: Number Name Total Attended 1 Mr R A Shah 3 3 2 Dr S S Baijal 3 2 3 Mr S M Datta 3 3 4 Mr S S Lalbhai 3 3 5 Mr B S Mehta 3 3 The Board notes the minutes of the Investment Committee meetings. 3.4 Remuneration Committee 3.4.1 Role i) Determining on behalf of the Board and the Members, policy of the Company, on specific remuneration packages for the Chairman & Managing Director, the Managing Director and Executive Directors. ii) Determining the remuneration of the Executive Directors based on individual performance, qualifications, experience, the Company performance and comparable industry practices, among others. 3.4.2 Composition The Committee comprises of three Members. All the Members are Non executive and Independent Directors. Number Name Designation 1 Mr H S Shah Chairman 2 Mr G S Patel Member 3 Dr S S Baijal Member 3.4.3 Meetings and Attendance During the year one meeting was held: Number Name Total Attended 1 Mr H S Shah 1 1 2 Mr G S Patel 1 1 3 Dr S S Baijal 1 1 The Board notes the minutes of the Remuneration Committee meetings. 4. Subsidiary Companies Registered in India As on March 31, 2011, the Company had one wholly-owned non-material Indian unlisted subsidiary company, namely, Ameer Trading Corporation Ltd, and another Indian unlisted joint venture subsidiary company, namely, Atul Rajasthan Date Palms Ltd. The financial statements were reviewed by the Audit Committee | Board. The minutes of the meetings of all the subsidiary companies are placed before the Board. 5. Company Policies 5.1 Compliance Compliance certificates confirming the due compliance with the statutory requirements are placed at the Board Meeting for review by the Directors. A system of ensuring material compliance with the laws, orders, regulations and other legal requirements concerning the business and affairs of the Company is in place. Instances of non-compliance, if any, are also separately reported to the Board and subsequently rectified. 5.2 Code of Conduct At the Board Meeting, held on March 18, 2005, the Board approved the Code of Conduct applicable to the Directors and the senior management personnel. This Code of Conduct is available on the website of the Company: www.atul.co.in . 38 | 39