25 Apr 2017 | Livemint.com

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Last Updated: Aug 26, 03:41 PM
Rajlaxmi Industries Ltd.

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  • BSE Code: 512319
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Rajlaxmi Industries Ltd. Accounting Policy

CORPORATE GOVERNANCE REPORT

(Pursuant to Clause 49 of the Listing Agreement with the Stock Exchanges)

1. COMPANY'S PHILOSOPHY ON CODE OF GOVERNANCE:

The Company's Philosophy on Code of Governance envisages attainment of highest level of transparency, accountability, empowerment and ethical business conduct across all facts of its operations. The Company aspires to be a responsible partner acting with integrity towards its shareholders, customers, employees, the government and its business associates.

2. MEETINGS AND ATTENDANCE DURING THE YEAR:

Attendance of Directors at the Meeting of Board of Directors for the Financial Year 2014-2015.

The Company has conducted 6 Board Meetings during the year on 30.05.2014, 02.07.2014, 14.08.2014, 05.09.2014,14.11.2014,14.02.2015 and 27.03.2015.

Attendance of Directors at the 29th Annual General Meeting for the Financial Year 2013-2014.

The Attendance of Directors at the Last Annual General Meeting which was held on 29th September, 2014 for the financial year 2013-2014:

COMMITTEES OF THE BOARD:

The Company has five committees viz: 1. Audit Committee, 2. Nomination and Remuneration Committee, 3. Stake Holders Relationship Committee, 4. Share Transfer Committee, and 5. Risk Management Committee.

The decisions relating to the constitution of committees, appointment of members and fixing of terms of service for committee members are taken by the Board of Directors.

1. AUDIT COMMITTEE:

The term of reference of this committee cover the matter specified for Audit Committee under clause 49 of the Listing Agreement. The current Audit Committee of the Company comprises three Directors, who possess knowledge of the corporate finance & accounts.

MEETINGS AND ATTENDANCE

During the financial year ended 31st March, 2015, 4 Audit Committee Meetings were held during the year i.e. 30.05.2014, 14.08.2014, 14.09.2014 and 15.09.2014.

2. NOMINATION AND REMUNERATION COMMITTEE:

The objective of Nomination and Remuneration Committee is to assess the remuneration payable to our Managing Director/Whole Time Directors; sitting fee payable to our Non Executive Directors; remuneration policy covering policies on remuneration payable to our senior executives.

The role of Nomination and Remuneration Committee is as follows:

1. determining/recommending the criteria for appointment of Executive, Non-Executive and Independent Directors to the Board;

2. determining/recommending the criteria for qualifications, positive attributes and independence of Directors;

3. identifying candidates who are qualified to become Directors and who may be appointed in Senior Management and recommending to the Board their appointment and removal;

4. reviewing and determining all elements of remuneration package of all the Executive Directors, i.e. salary, benefits, bonus, stock options, pension, etc;

5. reviewing and determining fixed component and performance linked incentives for Directors along with the performance criteria;

6. determining policy on service contracts, notice period, severance fees for Directors and Senior Management;

7. evaluating performance of each Director and performance of the Board as a whole;

3. STAKE HOLDERS RELATIONSHIP COMMITTEE:

The Committee deals with various matters relating to the transmission of shares, issue of duplicate share certificates and other matters including Shareholder's Complaints and Grievance. The Present Stake Holders Relationship Committee consists of:

4. SHARE TRANSFER COMMITTEE:

The Board has delegated the powers to a committee to approve transfer/transmission of shares and attend to all other matters related thereto.

RISK MANAGEMENT COMMITTEE:

The Company has a well-defined risk management framework in place. The committee ensures that by following the regulatory norms, the company effectively manages the risks and has a focused Risk Management monitoring in place.

The Present Risk Management Committee consists of:-

DISCLOSURES:

RELATED PARTY TRANSACTIONS:

Disclosures on materially significant related party transactions i.e. transactions of the Company material in nature, with its Promoters, Directors, Management, their relatives etc. that may have potential conflict with the interest of the Company at large.

None of the transaction with any of the related parties was in conflict with the interest of the Company.

MEANS OF COMMUNICATION:

(a) Quarterly results:

The Unaudited quarterly results are announced within 45 days from the end of the quarter, as stipulated under the listing agreement with the Bombay Stock Exchange Limited.

(b) Newspapers wherein normally published: Yes

(c) Any Website, wherein displayed: Yes (www.rajlaxmiindustriesltd.com  )

GENERAL SHAREHOLDER INFORMATION:

(a) AGM date, time and venue:

Annual General Meeting will be held on Wednesday, the 30th September, 2015 at 2:30 P.M. at the Registered office of the Company — shop no. 43, cine prime mall, kanakia road, Mira road(e), thane, Maharashtra, 401107.

Copy of Notice of Annual Gereral Meeting and Annual Report are available on Company Website.

(b) Date of Book Closure:

24th September, 2015 to 29th September, 2015 (Both days Inclusive)

(c) Financial Year:

1st April to 31st March.

(d) Tentative Calendar for financial year 1st April, 2015 to 31st March , 2016:

The tentative dates of meeting of Board of Directors for consideration of quarterly financial results for the financial year ending 31st March, 2016 are as follows:

Financial Result for the Quarter Ended 30th June, 201514/08/ 2015

Financial Result for the Quarter and half year Ended 30th Sep., 2015 14/11/ 2015

Financial Result for the Quarter Ended 31st December, 2015 14/02/ 2016

Financial Result for the Quarter and year Ended 31st March, 2016 30/05/2016

(e) Stock Exchanges where securities are listed:

Bombay Stock Exchange Limited (BSE)

(f) Stock code:

512319

 (g) ISIN:

INE400O01023

(h) Corporate Identity Number:

L51900MH1985PLC035703

(i) Registrar and Transfer Agent:

M/s Link Intime India Pvt. Ltd

C-13, Pannalal Silk Mills Compound,L.B.S.Marg, Bhandup (West),Mumbai - 400078.

Tel.: 91-22-25963838

E-mail: mumbai@linkintime.co.in  

(j) Share Transfer Systems:

The Shares received for transfer in physical mode are registered and returned within a period of 15 Days from the date of receipts if the documents are clear in all respect.

(k) Dematerialization of shares and liquidity:

30,96,00,000 shares (99.87%)

(1) Investor Correspondence:

For any assistance regarding share transfers, transmission, change of address, non-receipt of annual report and any other query relating to the shares of the Company. Please write to RTA of the Company:

M/s Link Intime India Pvt. Ltd.,

C-13, Pannalal Silk Mills Compound, L.B.S.Marg, Bhandup (West), Mumbai - 400078.

Tel.: 91-22-25963838. E-mail: Mumbai @linkintime.co.in   

(m) Outstanding ADRs / GDRs:

The company has not issued any ADR / GDR.

 (n) Address for Correspondence:

The Company's Registered Office is situated at -Rajlaxmi Industries Limited

Shop no. 43 Cine Prime Mall, Kanakia Road, Mira Road (E), Thane, Maharastra -401107 Phone no- 022-65564700

E-Mail: info.rajlaxmi@gmail.com   Website: www.rajlaxmiindustriesltd.com