REPORT ON CORPORATE GOVERNANCE
Corporate governance is the foundation on which large corporations are built. Generally, the foundation for any system of corporate governance will be determined by several factors, all of which help to shape the final structure of governing the company.
2. BOARD OF DIRECTORS
The Composition of the Board is in accordance with the requirements of the Corporate Governance Code of the Listing Agreement with the Stock Exchange. The Board of Directors of the Company consists of combination of Executive, Non-Executive and Independent Directors. The Board of Directors along with its Committees provide leadership and guidance to control the performance of the Company. As on the date of this report, majority of the Board of Directors comprises of Non-Executive Directors, having rich and varied experience. The Board as on date has 1 Executive Directors and 2 Independent Directors. The Company has a Woman Director. The day-to-day management of the Company is conducted by the Managing Director subject to the supervision and control of the Board of Directors. The constitution of the Board and other relevant details relating to Directors as on 31st March, 2015 are as under:
Note: Mr. Manoj Shah dated 3rd July, 2014 has resigned from the Board of the Company.
Non-Executive Director's Compensation and disclosure
There is no sitting fees or commission paid to Non-executive / Independent Directors.
During the year ended 31st March, 2015, the Board met 6 times on 30th May, 2014, 14th August, 2014, 30th August, 2014 12th September, 2014, 14* November, 2014 and 13th February, 2015
3. AUDIT COMMITTEE
The Audit Committee at the Board level, functions in the ambit of Companies Act 2013 and the listing requirements applicable to the Company that defines its composition, authority, responsibility and reporting functions. The scope of the Audit Committee is to review, from time to time, the internal control procedures, the accounting policies and review of financial statements. The committee also recommends the appointment of Statutory Auditor and the fixation of their fee.
The Audit Committee comprises of two members.
Mr.HemenShah , an Independent Director acts as the Chairman of the Committee. The Audit Committee is constituted in accordance with the Listing Agreement and the provisions applicable as per the Companies Act, 2013. The statutory auditors are invited to the Audit Committee Meetings whenever required. The quorum for the Audit Committee Meeting is two members. The composition of the Audit Committee is as follows:
1. Mr. Hemen Shah, Chairman
2. Mr. Kushal Shah, Member
Audit Committee Meetings and Attendance during the financial year ended 31st March, 2015
The minutes of the meetings of the Audit Committee are placed before the Board. During the financial year ended 31st March, 2015, six Audit Committee Meetings were held on 30* May, 2014, 14* August, 2014, 30* August, 2014 14* November, 2014 and 14* February, 2015
(i) Date, time and venue of Annual General Meeting of Shareholders: 30th September, 2015 -9.00 A.M 6/45,Old Anand Nagar, Off Western Express highway, Santacruz (East), Mumbai - 400 055
Financial Calendar (tentative and subject to change).
Financial reporting for quarter ended
June 30, 2015 : By August 10,2015
September 30, 2015 : By November 13, 2015
December 31 ,2015 : By February 13, 2016
March 31, 2016 “ By May 5,2016
AGM for year ended 31*t March , 2015 : 30th September ,2015
(iii) Dates of book closures
26th September, 2015 to 30th September, 2015(both days inclusive)
(iv) Registered Office
6/45, Old Anand Nagar, Off. Western Express highway,Santacruz (East), Mumbai - 400 055 Tel. No.: 91-22-6158 8919 Website: www.anukaranlimited.com
(v) Listing on Stock Exchange & fees for 201314
The Equity Shares of the Company are listed on the Bombay Stock Exchange Limited.
(vi) Stock Exchange Code
512355, ISIN No: INE090G01028
(vii) Share Transfer System
The Shareholders Grievance committee considers and approves all physical form of share related issues. The transfer formalities are attended to on fortnightly basis by the Registrar and Share Transfer Agents.
(viii) Stock Market price data
Company Suspended since 8th January, 2015.
(ix) Registrar and Share Transfer Agents PurvaSharegistry (India) Pvt. Ltd. Unit
ACL Projects Ltd. Unit no. 9, Shiv Shakti Ind. Estt. J .R. BorichaMarg, Lower Parel (E),Mumbai 400 Oil Tel: 91-022-23016761 Email: firstname.lastname@example.org Website: www.purvashare.com
(x) Share Transfer System
Transfer of shares in physical form are processed within a period of 15 days, (also directed by SEBI Circular dated July 5, 2012) from the date of the lodgment subject to documents being valid and complete in all respects. There have been no instances of transfer of share in the physical form during the financial year 2014- 2015.
(xii) Outstanding GDRs/ADRs/Warrants or any Convertible Instruments, conversion date and likely impact on equity.
The Company has not issued any Global Depository Receipts/American Depository Receipts/Warrants or any convertible instruments.
(xiii) Address for Correspondence:
Anukaran Commercial Enterprises Limited
6/45, Old Anand Nagar, Off. Western Exprees highway, Santacruz (East),Mumbai - 400 055 Tel. No.: 91-22-6158 8919 Email: email@example.com Website: www.anukaranlimited.com
(xiv) Code of Conduct
Pursuant to Clause 49 of the Listing Agreement entered in to with Bombay Stock Exchange, the Company has adopted code of conduct for Directors and Senior Managerial Personnel. All the members of the Board and Senior Managerial Personnel have affirmed compliance to the Code of Conduct as on 31st March, 2015 and a declaration to that effect signed by the Managing Director is attached and forms a part of this Report. The code is also posted on the website of company.