Corporate Governance policy shall remain the supreme policy of the Organization. This will guide the Conduct of the Company. Our main motto is not only to comply with the regulatory framework but also adhere to treat it as better and effective management of the Organization. The Company’s corporate governance philosophy encourage doing things right and doing the right things which are the basic tenets of good corporate governance. Recognizing that good corporate governance begins with a company’s own internal policies and practices. Various committees have been constituted for this purpose.

Constitution of the various committees under the Corporate Governance policy shall have the optimum number of the Executive and Non-Executive Directors. As Non-Executive Directors plays critical role in smooth functioning of the organization. They are expected to take best and independent decision after making analysis of pros and cons of every decision.
 

The Board structure of Company consists of eight directors. The Board is headed by Ms. Manjit Bawa, an Non-Executive Chairman.
 

As per section 255 read with section 256 of Companies Act, 1956, two-third of the Directors should retire by rotation. One-third of these Directors are required to retire every year and if eligible, they can offer themselves for re-appointment.
 

The Composition of the Committee complied with the requirement of Clause 49 of Listing Agreement. The Chairman of the Committee attended the Annul General Meeting of the Company.

The Audit Committee of the Company performs the following functions:-

Ensuring that remuneration policy is good enough to attract, retain and motivate the Directors;

Recommending the appointment/removal of external auditor and secretarial auditor, fixation of audit fees and approval for payment for any other services.

Reviewing and monitoring the auditor’s independence and performance, and effectiveness of audit Process .

Reviewing with the management, the quarterly and yearly financial statement before submission to the Board for approval. .

Reviewing the functioning of the Whistle Blower mechanism. .

“The Composition of the Committee complied with the requirement of Clause 49 of Listing Agreement. The Chairman of the Committee attended the Annul General Meeting of the Company” .

The Company Secretary acts as the Secretary to the Audit Committee.

The composition of the Committee complied with the requirements of Clause 49 of Listing Agreement.
 

The Remuneration Committee of the company recommends to the Board the compensation terms of Executive directors and its responsibilities include:

Framing and implementing on behalf of the Board and on behalf of the shareholders, credible and transparent policy on remuneration of executive Directors;

Considering, approving and recommending to the Board the changes in designation and increase in salary of the executive Directors;

Ensuring that remuneration policy is good enough to attract, retain and motivate the Directors;

The Committee constituted by the Board of Directors consists of followings: -

The committee focuses on shareholders grievances and strengthening of investors relations. The committee specifically looks into the redressal of shareholders complaints within the purview of the guidelines issued by SEBI and Listing Agreement.

The Committee performs the following functions:

Transfer/ transmission/ transpositions of shares.

Dematerialization/ rematerialization of shares.

Issue of new and duplicate share certificates.

To look into redressal of shareholders’ and investors’ complaints like transfer of shares, non- receipt of annual report, non- receipt of declared dividends, etc.

Any allied matter(s) out of and incidental to these functions and not herein above specifically provided for.

The Committee constituted by the Board of Directors consists of followings: -

Copyright © 2012 Sarup Industries Limited. All Rights Reserved. Site Credits: 30feb.com!