Board of Directors
Board of Directors

Audit Committee

The quality and integrity of the accounting, auditing and reporting practices of the Company and its compliance with the legal and regulatory requirements are taken care of by the Board ably assisted by the AUDIT COMMITTEE for the purpose. The overall objective of the company is to keep a check on accounting and financial reporting process of the Company, the audits of the Company’s financial statements, the appointment, independence and performance of the statutory auditors, the performance of internal auditors and the Company’s risk management policies.

Terms of Reference : The terms of reference / powers of the Audit Committee are as under : A. Powers of the Audit Committee:
  1. To investigate any activity within its terms of reference.
  2. To seek information from any employee.
  3. To obtain outside legal or other professional advice.
  4. To secure attendance of outsiders with relevant expertise, if it considers necessary.
B. The role of the Audit Committee includes:
  1. Oversight of the Company's financial reporting process and the disclosure of its financial information to ensure that the financial statements are correct, sufficient and credible.
  2. Recommending to the Board, the appointment, reappointment and, if required, the replacement or removal of statutory Auditors and fixation of audit fees.
  3. Approval of payment to Statutory Auditors for any other services rendered by the Statutory Auditors.
  4. 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 Directors' Responsibility Statement to be included in the Directors' 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 when Co. goes Public.
    6. Disclosure of related party transactions.
    7. Qualifications in draft audit report.
  5. Reviewing with the management, the quarterly financial statements before submission to the Board for approval.
  6. Reviewing with the management, the performance of Statutory and Internal Auditors, adequacy of internal control systems.
  7. 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.
  8. Discussion with Internal Auditors any significant findings and follow up thereon.
  9. 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.
  10. Discussion with Statutory Auditors before the audit commences, about the nature and scope of audit as well as post audit discussion to ascertain any area of concern.
  11. To look into the reasons for substantial defaults, if any, in the payment to the depositors, debenture holders (if applicable), shareholders (in case of nonpayment of declared dividends) and creditors.
  12. To review the functioning of the Whistle Blower Mechanism.
  13. Carrying out any other function as is mentioned in the terms of reference of the Audit Committee. Explanation:
    1. The term "related party transactions" shall have the same meaning as contained in the Accounting Standard 18, Related Party Transactions, issued by The Institute of Chartered Accountants of India.Explanation.
    2. If the company has set up an audit committee pursuant to provision of the Companies Act, the said audit committee shall have such additional functions / features as is contained in this clause to review the following information.
  14. Reviewing the financial statements and in particular the investments made by the unlisted subsidiaries of the Company.
  15. Review of uses / application of funds rose through an issue (public issue, rights issue, preferential issue, etc.
Review of information by Audit Committee: The Audit Committee shall mandatorily review the following information:
  1. MThe management discussion and analysis of financial condition and results of operations;
  2. Statement of significant related party transactions (as defined by the Audit Committee), submitted by management;
  3. Management letters / letters of internal control weaknesses issued by the Statutory Auditors;
  4. Internal audit reports relating to internal control weaknesses;
  5. The appointment, removal and terms of remuneration of the Chief internal auditor shall be subject to review by the Audit Committee.

The audit committee meetings were help from time to time and were attended by Executives of Accounts Department, Finance Department, Secretarial Department and Management Audit Cell and Representatives of the Statutory and Internal Auditors.

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