24 Apr 2017 | Livemint.com

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Stelco Strips Ltd.

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Stelco Strips Ltd. Accounting Policy

CORPORATE GOVERNANCE REPORT

1. Company's Philosophy on Code of Governance

Your Company believes in principles of transparency, integrity and accountability in all dealings in pursuit of its overall organizational goals. The focus areas of your company include compliances of statutes, self-discipline, timely and transparent disclosures.

2. Board of Directors

(a) Board Meetings

During the financial year 2011-12 ,11(eleven) Board Meetings were held on 22.06.2011, 17.08.2011, 29.08.2011, 10.09.2011, 29.09.2011, 14.10.2011, 12.11.2011, 14.12.2011, 16.12.2011, 13.02.2012 & 28.03.2012.

(b) Composition

The Board presently comprises of three directors. Two of them belong to promoters group while rest is non-executive professional director.

(c) Information of Director being Re-Appointed

A brief resume of the directors being appointed/ re-appointed at the ensuing Annual General Meeting is furnished below:-

Sh. Amarjit Singh Palta aged 53 years is post graduate in commerce. He is having more than three decades of experience in fields of accounts, finance and taxation. He is not director of any other company.

(d) Relationship amongst Directors

Sh. Bharat Bhushan Jindal, Managing Director is the nephew of Sh. Mohan Lal Jindal, Executive Director of the Company. Sh. Amarjit Singh Palta is not related with any director of the company.

(3) Audit Committee

Audit Committee of the company comprises of Sh. Bharat Bhushan Jindal, Sh. Mohan Lal Jindal & Sh. Amarjit Singh Palta as members. The Statutory Auditors and Internal Auditors are permanent invitees to this Committee. The Company Secretary is the Secretary of the Committee. The terms of reference of Audit Committee are as contained in Clause 49 of the Listing Agreement also in Section 292A of the Companies Act, 1956. The appointment, removal and terms of remuneration of internal auditor are also subject to review by Audit Committee. The Audit Committee met 5 (five) times during financial year 2011-12 on 30.05.2011, 29.08.2011, 29.09.2011,12.11.2011,13.02.2012 .

(4) Whistle Blower Policy

Your Company has adopted an internal policy on access to Audit Committee whereby any personnel who observes any unethical or improper practice in respect of matters involving any alleged misconduct (not necessarily a violation of law) can approach the Audit Committee without necessarily informing their supervisors. The Company has provided protection to "whistle blowers" from unfair termination and other prejudicial employment practices.

(5) Remuneration Committee

The Remuneration Committee of the company decides policy on specific remuneration packages to directors including pension rights and any other compensation payments. It comprises of Sh. Bharat Bhushan Jindal ,Sh.Amarjit Singh Palta Sh.Parshotam Lal Singla, Chartered Accountants, Internal Auditors and Vikas Rai Berry Company Secretary as members.

The Company pays remuneration to the Managing Director and the Executive Director only.

(6) Shareholders Grievance Committee:

Shareholders Grievance Committee looks into redressing of Shareholders complaints like transfer of shares, non-receipt of shares/annual reports etc. & reviewing the reports of the Company's Registrar. It comprises of Sh. Bharat Bhushan Jindal as Chairman, Sh. Amarjit Singh Palta & Sh. Vikas Rai Berry as members.

During the year 2011-12, the Company received 1 (one) complaint related to transfer of shares which was duly replied. There was no pendency in respect of complaints/ queries from shareholders. The Shareholders Grievance Committee met 4 (times) on 30.05.2011, 29.09.2011, 12.11.2011 and 13.02.2012.The company has designated vikasrai339@rediffmail.com as separate e-mail ID for redressal of investors complaints and grievances.

A secretarial Audit is carried out by the Statutory Auditors of the Company to reconcile the admitted capital with NSDL & CDSL and total issued and listed capital. This audit is carried out in every quarter. The secretarial report confirms that total issued capital is in agreement with total number of shares in physical form and in dematerialized form with NSDL & CDSL.

7. Disclosures

During the year under review, there was no material significant transaction with the promoters, directors, management, their relatives etc. that may have potential conflict with the interest of the Company at large.

There has not been any non-compliance by the Company in respect of which penalties or strictures have been imposed by Stock Exchange or SEBI or any statutory authority on any matter related to capital markets during the last three years.

The Company has not issued any GDRs/ADRs.

The Company did not have any subsidiary company.

The disclosures as to Contingent liabilities and related party transactions are given in the Notes on Accounts annexed with the Balance Sheet and Profit & Loss Account.

8. Means of Communication

The Company communicated with the share holders at large through its Annual reports, publication of financial results in a English newspapers usually The Financial World and a vernacular newspaper usually Punjabi newspaper Desh Sewak and by filing reports & returns with the statutory bodies like Stock Exchange and the Registrar of Companies.

The Management Discussion and Analysis is included in the Directors' Report.

8. General Information for Shareholders

Date: 29th September, 2012

Time: 04:00 P.M.

Venue: C-122, Phase-V, Focal Point, Ludhiana-141010 (Punjab)

ii) Financial Calendar 2012-13

First Quarter Results: 11.08.2012

Second Quarter Results: Within 45 days from quarter ending 30th September,2012

Third Quarter Results : Within 45 days from quarter ending 31st December ,2012

Forth Quarter Results : Within 45 days from quarter ending 31st March ,2013

Annual Results 2012-13: Within 60 days from financial year ending 31st March, 2013

iii) Date of Book Closure

27.09.2012 to 29.09.2012 (both days inclusive)

iv) Dividend Payment Date

Not Applicable as dividend is not being declared.

v) Listing & Stock Code

The equity shares of the Company are presently listed with the Bombay Stock Exchange Limited,Phiroze Jeejeebhoy Towers, Dalal Street, Mumbai-400 001 vide script code no. 513530. Annual Listing fee upto 2012-13 has been duly paid.

vi) Dematerialization of Shares, Registrar & Transfer Agent.

The equity shares of the Company are available for dematerialisation through National Securities Depository Limited (NSDL) and Central Depository Services (India) Limited (CDSL).

8442325 Equity Shares comprising of 94% (approx.) of the total equity shares of the company are in dematerialized form as on 31.03.2012.

The International Securities Identification Number (ISIN) of the Company is INE 308D01013. M/s. Skyline Financial Services Pvt. Ltd. having office at D-153/A, 1st Floor, Okhla Industrial Area, Phase-I, New Delhi-110020 has been Registrar for depository services and STA for handling of physical share transfer work.

vii) Share Transfer System

The dematerialized equity shares are directly transferred to the beneficiaries by the depositories. The process of transfer/transmission/ transposition etc. of equity shares in physical form including despatch of the share certificates is completed within a period of fifteen days if the documents are in order in all respects. The Shareholders Grievance Committee specifically looks into the redressal of shareholders complaints like transfer of equity shares and related matters.

Promoters Group include Mrs.Santosh Rani, Mr. Mohan Lal Jindal, Mrs.Suresh Rani, Mr.Mohit Jindal, Mr.Mohan Lal-Karta (Mohan Lal & Sons-HUF), Mr.Bharat Bhushan Jindal, Mr. Abhishek, Mrs.Shveta Gupta, Mrs. Shweta Jindal Mrs.Kamal Kanta, Mr.Bharat Bhushan -Karta (Bharat Bhushan & Sons-HUF), Stelco International Limited and B.M.J Real Estates Pvt. Ltd.

viii) Plant Locations

Promoters Group include Mrs.Santosh Rani, Mr. Mohan Lal Jindal, Mrs.Suresh Rani, Mr.Mohit Jindal, Mr.Mohan Lal-Karta (Mohan Lal & Sons-HUF), Mr.Bharat Bhushan Jindal, Mr. Abhishek, Mrs.Shveta Gupta, Mrs. Shweta Jindal Mrs.Kamal Kanta, Mr.Bharat Bhushan -Karta (Bharat Bhushan & Sons-HUF), Stelco International Limited and B.M.J Real Estates Pvt. Ltd.

ix) Plant Locations

Unit No.1

C-122, Phase-V, Focal Point, Ludhiana-141010

Unit No.II

G. T. Road, Village Jaspalon, Doraha, Distt. Ludhiana

x) Address for correspondence

Registered Office:

C-122, Phase-V, Focal Point, Ludhiana-141 010. (Punjab)

Telephone: 9872427770

Fax: 0161-5018244

E-mail: vikasrai339@rediffmail.com

shares@stelcostrips.com  stelco@satyam.net.in

Website: www.stelcostrips.com