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Corporate Identity Serving Diverse Industries Purpose and Values Overview by the Chairman Operational Highlights Financial Analysis Research and Technology

Safety, HealthandEnvironment Serving the Society Directors’ Report Management Discussion andAnalysis

Report on Corporate Governance

Financial Statements

ix)

Reviewing findings of any internal

investigations by the internal Auditors into

matters where there is suspected fraud or

irregularity or a failure of internal control

systems of a material nature and reporting

the matter 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 area of concern

xi)

Reviewing financial and risk management

policies of the Company

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 the 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 of 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 minimisation and

periodically review 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

3.1.2. Composition

The Committee comprises of three Members. All the Members are Non-executive and Independent

Directors. The Members have relevant experience in financial matters.

Number

Name

Designation

1

Dr S S Baijal

Chairman

2

Mr G S Patel

Member

3

Mr B S Mehta

Member

3.1.3. Meetings and Attendance

During the year seven meetings were held:

Number

Name

Total

Attended

1

Dr S S Baijal

7

5

2

Mr G S Patel

7

7

3

Mr B S Mehta

7

7