The Audit Committee comprises of 3 (three) Non-executive Directors, all of them financially literate, and two third of them are Independent. The Chief Financial Officer, Statutory Auditors and Internal Auditors of the Company are usually invited to be present at the meeting on request by the Committee Members. The Company Secretary acts as Secretary to the Committee meetings.

The Members of the Audit Committee are as follows:

Mukul Desai, Chairman of Audit Committee, is Non-executive Independent Director. He is in practise as a Chartered Accountant since 1982 and has varied experience in the field of Audit and Taxation. He has developed expertise in Corporate Law matters, Direct and Indirect Taxation Laws, Corporate Finance Structuring, etc.

• Oversight of the Company's financial reporting process and the disclosure of its financial information to ensure that the financial statement is correct, sufficient and credible.
• Recommending to the Board, the appointment, re-appointment, and, if required, the replacement or removal of the Statutory Auditors and the fixation of audit fees.
• Approval of payment to Statutory Auditors for any other services rendered by the Statutory Auditors.
• Reviewing, with the management, the annual financial statements before submission to the Board for approval, with particular reference to:
1. Matters required to be included in the Director's Responsibility Statement forming part of the Board's report in terms of sub-section (2AA) of Section 217 of the Companies Act, 1956.
2. Changes, if any, in accounting policies and practices and reasons for the same.
3. Major accounting entries involving estimates based on the exercise of judgment by the management.
4. Significant adjustments made in the financial statements arising out of audit findings.
5. Compliance with listing and other legal requirements relating to financial statements.
6. Disclosure of any related party transactions.
7. Qualifications in the draft audit report.
• Reviewing, with the management, the quarterly financial statements before submission to the Board for approval.
• Reviewing with the management the statement of uses / application of funds raised through an issue (public issue, rights issue, preferential issue, etc.) the statement of funds utilized for purposes other than those stated in the offer document / prospectus / notice and the report submitted by the monitoring agency monitoring the utilization of proceeds of a public or rights issue, and making appropriate recommendations to the Board to take up steps in this matter.
• Reviewing, with the management, performance of Statutory and Internal Auditors, and adequacy of the internal control systems.
• Reviewing the adequacy of internal audit function, if any, including the structure of the internal audit department, staffing and seniority of the official heading the department, reporting structure coverage and frequency of internal audit.
• Discussion with Internal Auditors, any significant findings and follow up there on.
• Reviewing the 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.
• To look into the reasons for substantial defaults in the payment to the depositors, debenture holders, shareholders (in case of non-payment of declared dividends) and creditors.
• Carrying out any other function as is mentioned in the terms of reference of the Audit Committee.

All the information required to be reviewed by the Audit Committee under Clause 49 are being placed before it from time to time.

The Audit Committee is sufficiently empowered to execute its functions and role as may be referred to it from time to time.