untitled

Atul Ltd | Annual Report 2010-11

iv) Mandatory reviewing of the following information

Management Discussion & Analysis of financial condition and results of operations

Statement of significant related party transactions (as defined by the Audit Committee), submitted by the

Management

Internal audit reports relating to weaknesses in Internal Control Systems

Appointment, removal and terms of remuneration of the Chief Internal Auditor

v) Reviewing quarterly | annual financial statements with the Management before submission to the Board, focusing

primarily on

Any changes in accounting policies and practices

Major accounting entries based on exercise of judgement by the Management

Qualifications in the draft audit report

Significant adjustments arising out of audit

Going concern assumption

Compliance with Accounting Standards

Compliance with the Stock Exchanges and legal requirements concerning financial statements

Any related party transactions, that is, transactions of the Company of material nature, with Promoters or the

Management, their subsidiary companies and relatives, among others, that may have potential conflict with

the interest of the Company at large

vi) Reviewing with the Management, external and Internal Auditors, the adequacy of Internal Control Systems

vii) Reviewing adequacy of Internal Audit function, including the structure of Internal Audit department, staffing and

seniority of the official heading the department, reporting structure coverage and frequency of Internal Audit

viii) Discussing with the Internal Auditors on any significant findings and follow up thereon

ix) Reviewing findings of any internal investigations by the Internal Auditors into matters where there is suspected fraud

or irregularity or failure of Internal Control Systems of material nature and reporting such matters to the Board

x) Discussing with the Auditors before the audit commences regarding nature and scope of the audit as well as to

have post-audit discussion to ascertain any areas of concern

xi) Reviewing financial and risk management policies

xii) Reviewing reasons for substantial defaults, if any, in the payment to the depositors, debenture holders, Members

(in case of non-payment of declared dividends) and creditors

xiii) Discussing with the Auditors, periodically, about Internal Control Systems, the scope of audit including the

observations of the Auditors and review of quarterly, half-yearly and annual financial statements before submission

to the Board

xiv) Ensuring compliance of Internal Control Systems

xv) Reviewing functioning of the Whistle Blower mechanism

xvi) Formulating the Code of Conduct and related matters

xvii) Periodically reviewing compliance reports of all laws applicable to the Company as well as steps taken to rectify

instances of non-compliances

xviii) Reviewing financial statements, in particular, the investments made by the unlisted subsidiary companies

xix) Reviewing all significant transactions and arrangements entered into by the unlisted subsidiary companies

xx) Determining procedures about the risk assessment and minimization and reviewing periodically to ensure that the

executive management control risks through means of a properly defined framework

xxi) Reviewing uses | applications of funds raised through public | right | preference issues by major categories vis-à-vis

the purposes narrated in the offer document | prospectus | notice

xxii) Approving the appointment of CFO