| CORPORATE GOVERNANCE |
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| Audit Committee |
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| The Board of the Company has constituted an Audit committee, which comprises of three independent non-executive Directors viz. Keki M. Mistry, S. Mohanchand Dadha and Hasmukh S. Shah. Keki M. Mistry is the Chairman of the committee. The constitution of Audit Committee also meets with the requirements under Section 292 A of the Companies Act, 1956. Kamlesh H. Shah, the Company Secretary of the Company is the Secretary of the Audit Committee. |
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| The terms of reference stipulated by the Board to the Audit Committee cover the matters specified under Clause 49 of the Listing Agreement as well as Section 292 A Companies Act 1956. |
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| Remuneration Committee |
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| The company has not formed any Remuneration Committee of Directors. The Wholetime Directors' remuneration is approved by the Board within the overall limit fixed by the shareholders at their meetings. The payment of remuneration by way of commission to the Participating Non-Executive Directors (NEDs) of the company is within the total overall maximum limit of half percent of net profits as worked under the provisions of Sections 349 & 350 of the Companies Act, 1956. This will be in addition to the sitting fees of Rs. 5,000/- per meeting payable to the Non-Executive Directors. The actual commission payable to the Non-Executive Directors of our company severally and collectively is decided by the Board of Directors of the Company within the overall limit fixed as above by Members of the Company. |
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