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Audit Committee shall mandatorily review the following information:
1. Management discussion and analysis of financial condition and results of operations;
2. Management letters / letters of internal control weaknesses issued by the statutory auditors;
3. Internal audit reports relating to internal control weaknesses; and
4. The appointment, removal and terms of remuneration of the chief internal auditor shall be subject to review by the Audit Committee.
5. Statement of deviations:
(a) quarterly statement of deviation(s) including report of monitoring agency, if applicable, submitted to stock exchange(s) in terms of Regulation 32(1).
(b) annual statement of funds utilized for purposes other than those stated in the offer document/ prospectus/notice in terms of Regulation 32(7).
3.2 Composition of Audit Committee, number of Meetings held and participation at the Meetings during the year:
As on March 31, 2024, the Audit Committee consists of 4 (four) members. During the year, the Committee has held 4 (four) Meetings on May 19, 2023, August 2, 2023, November 1, 2023 and February 1, 2024.
The details of composition of committee, number of meetings held and attendance thereof during the year were as under:
Corporate Overview
Statutory Reports
Financial Statements
Sr. No.
Name of Committee members
Category
Position / Status
Number of Meetings held during the year
Number of Meetings attended
1 Mr. Pratul Shroff
2 Mr. Prem Prakash Pangotra
3 Mr. Nirav Shah
4 Mr. Kamal Singal
Independent Director
Independent Director
Independent Director
Executive Director
Chairman
Member
Member
Member
4 2
4 4
4 3
4 4
The representatives of Internal and Statutory Auditors are invitees to Audit Committee meetings and the Company Secretary acts as the Secretary of the Audit Committee.
4. NOMINATION AND REMUNERATION COMMITTEE
The Board of Directors of the Company has constituted the Nomination and Remuneration Committee (“NRC”) in compliance with the provisions of Section 178 of the Companies Act, 2013 and Regulation 19 of Listing Regulations. The NRC of the Company comprises of 3 (three) Directors out of which 2 (two) are Non-Executive Independent Directors and 1 (one) is Non-Executive Director. Mr. Prem Prakash Pangotra, an Independent Director, acts as Chairman of the Committee.
The brief terms of reference and composition of committee are as follows:
4.1 Brief description of the terms of reference:
Nomination of Directors / Key Managerial Personnel / Senior Management*
1. Formulation of the criteria for determining qualifications, positive attributes and independence of a director and recommend to the board of directors a policy relating to, the remuneration of the directors, key managerial personnel and other employees;
2. For every appointment of an independent director, the Nomination and Remuneration Committee shall evaluate the balance of skills, knowledge and experience on the Board and on the basis of such evaluation, prepare a description of the role and capabilities required of an independent director. The person recommended to the Board for appointment as an independent director shall have the capabilities identified in such description. For the purpose of identifying suitable candidates, the Committee may:
a. use the services of an external agencies, if required;
b. consider candidates from a wide range of backgrounds, having due regard to diversity; and
c. consider the time commitments of the candidates
3. Formulation of criteria for evaluation of performance of independent directors and the board of directors;
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