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Atul Ltd | Annual Report 2015-16

v)

Others

» determining procedures for risk assessment and minimisation, and reviewing them periodically to ensure that

the Executive Management controls risks through means of a properly defined framework

» evaluating internal financial controls and Risk Management system

» recommending appointment, remuneration and terms of appointment of the Auditors and approval for

payment for any other services

» scrutinising inter-corporate loans and investments

» carrying out any other function as mentioned in the terms of reference of the Audit Committee

3.1.02 Composition

The Committee comprises following Members, all having relevant experience in financial matters:

No.

Name

Designation

01

S S Baijal

Chairman

02

B S Mehta

Member

03

V S Rangan

Member

3.1.03 Meetings and attendance

During 2015-16, 4 meetings were held:

No.

Name

Total

Attended

01

S S Baijal

4

4

02

B S Mehta

4

4

03

V S Rangan

4

4

The Statutory Auditors, the Cost Auditors, the Chairman and Managing Director, the Whole-time Director and CFO, the

Company Secretary, the heads of Finance, Accounts, Costing and Internal Audit are permanent invitees to the meetings.

The Board notes the Minutes of the Audit Committee meetings.

3.2 Nomination and Remuneration Committee

3.2.01 Role

i)

Devising a policy on the Board diversity

ii)

Formulating criteria for evaluation of the Independent Directors and the Board

iii)

Formulating criteria for determining qualifications, traits and independence of a Director and recommending

to the Board a policy relating to the remuneration for the Directors, Key Managerial Personnel and

other employees.

iv)

Identifying persons who are qualified to become Directors and who may be appointed in senior Management

in accordance with the criteria laid down, recommending to the Board their appointment and removal and

carrying out evaluation of performance of every Director.

v)

Recommending | Determining remuneration of the Executive Directors as per the Policy

3.2.02 Composition

The Committee comprises following Members:

No.

Name

Designation

01

H S Shah

Chairman

02

S S Baijal

Member

03

R A Shah

Member

3.2.03 Meetings and attendance

During 2015-16, no meeting was held.