ºÚÁÏÍø

The Company is managed by the Board of Directors through functional directors, government nominee directors and independent directors. Board formulates various policies, strategies and also reviews functioning of the Company.

ºÚÁÏÍø has constituted the following board level committees for compliance with corporate governance requirements:

TOR: To review or monitor the governance of subsidiaries and joint ventures of ºÚÁÏÍø and also the various MoUs (strategic, international or others) executed by ºÚÁÏÍø.

TOR: To grant Approval for the Award of Contracts and sub-packaging of projects above Rs 250 crore, any other matter as referred to by the Chairman & Managing Director considering functional & operational requirements of the Company from time to time.

Terms of reference: Oversight of financial reporting process ; Recommending the appointment and fixation of fees for auditors; Approval of payment to auditors for any other services rendered; Reviewing annual and quarterly statements; Reviewing performance of statutory/internal auditors and adequacy of internal control system; Reviewing adequacy of internal audit function; Discussion with internal audit function; Discussion with internal auditors; and Discussion with statutory auditors to obtain outside legal or other professional advice.

Terms of reference of this committee is to decide the annual bonus / variable pay pool & policy for distribution within the prescribed limits in accordance with DPE guidelines.

Composition:

Terms of Reference of the Stakeholders Relationship Committee are:

1. 1)- Resolving the grievances of the security holders of the listed entity including complaints related to transfer/transmission of shares, non-receipt of annual report, non-receipt of declared dividends, issue of new/duplicate certificates, general meetings etc.
   
   
2. 2)-Review of measures taken for effective exercise of voting rights by shareholders.
   
   
3. 3)-Review of adherence to the service standards adopted by the listed entity in respect of various services being rendered by the Registrar & Share Transfer Agent.
   
   
4. 4)- Review of the various measures and initiatives taken by the listed entity for reducing the quantum of unclaimed dividends and ensuring timely receipt of dividend warrants/annual reports/statutory notices by the shareholders of the company.
   

To assist the Board to formulate policy and strategies to take the CSR and SD agenda. To oversee implementation of SD in addition to CSR activities. Committee to constitute a team of officials to assist the Nodal Officer.

Terms of reference: To promote a pro-active approach in identifying, evaluating, reporting and managing risks associated with the business across the enterprise.

TOR: To review and development of short term and long term R&D Policy and plan, to identify new areas of sustainable development in terms of the criteria laid down by Ministry and periodical review of R&D activities/ Projects.

TOR: To review the issues concerning human resource planning and management, HR policies, initiatives and other human resource issues as may be referred to it by CMD from time to time

TOR: The Committee reviews and resolve all the unsettled grievances of contractors, consultants etc and to recommend the actions to be taken against the defaulter employees/ consultants/ contractors etc.

TOR: Establish effective two-way communication between the Auditors and TCWG and compliance with SAs, viz. SA 260 (Revised) and SA 265.