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3.4 Investment Committee

3.4.01 Role

i) Approving capital expenditure proposals exceeding

`

3 cr each

ii) Approving business strategies

iii) Recommending to the Board purchase | sale of investments in Equity Shares

iv) Recommending to the Board acquisition and disinvestment or divestment proposals

3.4.02 Composition

The Committee comprises five Members:

Number Name

Designation

1

Mr R A Shah

Chairman

2

Dr S S Baijal

Member

3

Mr S M Datta

Member

4

Mr S S Lalbhai

Member

5

Mr B S Mehta

Member

3.4.03 Meetings and attendance

During 2013-14, four meetings were held:

Number Name

Total

Attended

1

Mr R A Shah

4

4

2

Dr S S Baijal

4

4

3

Mr S M Datta

4

4

4

Mr S S Lalbhai

4

4

5

Mr B S Mehta

4

3

The Board notes the minutes of the Investment Committee meetings.

4.

Subsidiary companies registered in India

As on March 31, 2014, the Company had two wholly-owned non-material Indian unlisted subsidiary companies, namely,

Ameer Trading Corporation Ltd and Atul Bioscience Ltd, and another Indian unlisted joint venture subsidiary company,

namely, Atul Rajasthan Date Palms Ltd. The Company had five other subsidiary companies, namely, Aasthan Dates Ltd,

Atul Biospace Ltd, Atul Infotech Pvt Ltd, Biyaban Agri Ltd and Raja Dates 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.

All the Directors and the senior management personnel affirmed their compliance with the Code of

conduct. A declaration to this effect signed by the Chairman and Managing Director forms a part of this report.

5.3 Prevention of sexual harassment

Pursuant to the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013 and the

Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Rules, 2013, the Company has

framed policy on Prevention of Sexual Harassment of Women at Workplace. During 2013-14, no complaint was received

by the Committee set up pursuant to the aforesaid policy.