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Audit Committee is a qualified and independent Committee consisting of 3 (three) Non-executive Directors, all of them being financially literate, and two third of them are Independent. During the financial year 2007-2008, Audit Committee met 4 four)
times on June 18, 2007; July 27, 2007; October 29, 2007 and January 22, 2008. The maximum time gap between 2 (two) meetings have not exceeded the period of 4 (four) months. Requisite quorum was present at all the Committee meetings held during the year. The attendance of Members at the Audit Committee meetings held during the year is given in the table under Para C above. The Chief Financial Officer, Statutory Auditors and Internal Auditors of the Company were invited to be present at the
meeting on request by the Committee Members. Company Secretary acted as Secretary to the Committee meetings. |
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The Members of the Committee are as follows:
- Mr. Mukul Desai (Chairman)
- Mr. Manohar Bidaye
- Mr. Vijay Kalantri
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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. |
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Terms of Reference |
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Terms of reference of the Committee includes inter alia, the following:
- 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
Auditor 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:
- Matters required to be included in the Director's Responsibility Statement forming part of the Board's report in terms of
clause (2AA) of Section 217 of the Companies Act, 1956.
- Changes, if any, in accounting policies and practices and reasons for the same.
- Major accounting entries involving estimates based on the exercise of judgment by management.
- Significant adjustments made in the financial statements arising out of audit findings.
- Compliance with listing and other legal requirements relating to financial statements.
- Disclosure of any related party transactions.
- Qualifications in the draft audit report.
- Reviewing, with the management, the quarterly financial statement before submission to the Board for approval.
- 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.
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