

39
xxi)
Ensuring compliance of Internal Control Systems
3.1.02 Composition
The Committee comprises four Members. All the Members are 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
4
Mr V S Rangan
Member
3.1.03 Meetings and attendance
During 2013-14, five meetings were held:
Number
Name
Total
Attended
1
Dr S S Baijal
5
5
2
Mr G S Patel
5
5
3
Mr B S Mehta
5
5
4
Mr V S Rangan
5
4
The Statutory Auditors, the Cost Auditors, the Chairman and Managing Director, the President, Finance and Company
Secretary, heads of Finance, Accounts, Legal and Secretarial, 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) Determining on behalf of the Board and the Members, policy of the Company, on remuneration for the Chairman
and the 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
iii) Identifying persons who are qualified to become Directors (including Executive Directors) and recommending to the
Board their appointment and removal
3.2.02 Composition
The Committee comprises three Members. All the Members are Independent Directors.
Number Name
Designation
1
Mr H S Shah
Chairman
2
Mr G S Patel
Member
3
Dr S S Baijal
Member
3.2.03 Meetings and attendance
During 2013-14, two meetings were held
Number Name
Total
Attended
1
Mr H S Shah
2
2
2
Mr G S Patel
2
2
3
Dr S S Baijal
2
2