a. The Company has endeavoured to comply with the provisions of Clause 49 of the Listing Agreement to the extent applicable and practicable.
II. Board of Directors
a. The Board of Directors of the Company consists of 3 Members, all of whom are Non-Executive/Independent Directors.
b. The names of the Directors are Mr.S.K.Nandi, Mr.V.M.Satyan and Mr.P.Krishnan.
c. None of the Directors are Directors of any other public limited companies or Members of any Committee referred to in Clause 49.
III. Attendance of Directors at Board Meetings and Annual General Meetings
a. The Board met four times during the Financial Year 2013-2014, on the following dates.
30th May, 2014 14th August, 2014 14th November, 2014 31st January, 2015
IV. Audit Committee
a. During the Financial Year 2014-2015, the Committee met on the following dates:
30th May, 2014 14th August, 2014 31st January, 2015
c. Terms of reference of Audit Committee of the Board of Directors are as under.
(i) Have discussions with the Auditors periodically about internal control systems, the scope of audit including the observations of the Auditors.
(ii) Review the Half-Yearly and Annual Financial Statements before submission to the Board and also ensure compliance of internal control systems.
(iii) Investigate into any matter referred to it by the Board and, for this purpose, have full access to information contained in the records of the Company and external professional advice, if necessary.
(iv) Refer to external professionals for advice, if necessary
V. Remuneration Committee
The Directors of the Company are not paid remuneration either by way of sitting fees or commission. Hence, the Remuneration Committee is not yet constituted.
a. No loans and advances have been given to any Director of the Company.
b. No Stock Options were granted to any Director of the Company.
c. Mr.S.K.Nandi holds 500 equity shares of the Company.
d. The investors' grievances are attended internally.
VII. Note on Director's re-appointment
a. Mr.S.K.Nandi is seeking appointment at the ensuing Annual General Meeting as Independent Director.
b.Mr.S.K.Nandi has been associated with the Cifco Group of Companies for more than 24 years in the Secretarial Division.
c. He has no other Directorship of any other public limited company.
a. The Company has not entered into any transaction with any of the Directors or their relatives.
b. There is no transaction with any related party.
X. Means of communication
The Unaudited Results for the quarters ended 31st March, 2014, 30th June, 2014, 30th September, 2014 and 31st December, 2014 were submitted to Bombay Stock Exchange in compliance of Clause 41 of the Listing Agreement and published in an English as well as vernacular newspaper.
XI. General Shareholder Information
a. Annual General Meeting
Date and Time
Tuesday, 29th September, 2015 at 9.30 a.m.
Sir Vithaldas Chambers, 6th Floor 16, Mumbai Samachar Marg Fort, Mumbai 400 001.
b. Date of Book Closure
Tuesday, 29th September, 2015
c. Registered Office
Bhupen Chambers, Ground Floor Unit I, Dalal Street Fort, Mumbai 400 001
d. Listing of the equity ¦
The Bombay Stock Exchange Limited shares. The equity shares are placed in "Z" category and hence are not traded on the Exchange.
Share Transfer - All share transfers are processed in- System house.
f. Dematerialisation of shares -
The Company is initiating steps to dematerialise its securities in conformity with the Listing requirements.