Company including the information as per clause
49 of the Listing Agreement.
Post meeting action
Post Meetings, all the important decisions taken at
the meeting are communicated to the concerned
officials and departments. Action Taken Report is
prepared and reviewed by the Company Secretary
and reported to the Board in the next Board
Meeting.
III. AUDIT COMMITTEE
As on March 31 2014, the Audit Committee
comprises of following members:
Name
Status
No. of
Meetings
Attended
Mr. R. K. Bhargava
Chairman
4
Mr. Ashok Kajaria
Member
4
Mr. R. R. Bagri
Member
4
Mr. H. Rathnakara Hegde Member
4
During the year under review, the Audit Committee
met four times i.e. 30.04.2013, 30.07.2013,
06.11.2013 and 20.01.2014.
The Committee’s Composition meets the
requirements of Section 177 of the Companies
Act 2013 and Clause 49 of the Listing Agreement.
Members of the committee possess sound
knowledge of accounts, audit, banking, finance
and internal controls.
Mr R C Rawat, Executive V P (A&T) & Company
Secretary is the Secretary of the Audit Committee.
The Chairman of the Audit Committee also
attended the last Annual General Meeting of the
Company.
Terms of Reference
The Role of Audit Committee as per Provisions of
Companies Act 2013 read with Clause 49 of the
listing agreement inter alia includes the following:
a) Overseeing the Company’s financial reporting
process and disclosure of its financial
information to ensure that the financial
statements are correct, sufficient and credible.
b) Recommending to the Board, the appointment
/ re-appointment, and if required, replacement
or removal of the statutory auditors, fixation
of audit fee and approving payments for any
other service rendered by statutory auditors.
c) Discussion with the statutory auditors about
the nature and scope of audit as well as post
audit discussion to ascertain areas of concern,
if any.
d) Recommending to the Board of Directors,
the appointment / re-appointment of Cost
Auditor of the Company.
e) Reviewing with the management, the
quarterly, half yearly and annual financial
statements before submission to the Board;
f) Reviewing with the internal auditor and
Statutory Auditors, the adequacy of internal
controls and steps taken for strengthening the
areas of weakness in internal controls.
g) Reviewing with the management, the
statements of uses/application of funds raised
through preferential issue.
h) Looking into the reasons for substantial
defaults, if any, in the payment to the
depositors, debenture holders, shareholders
(in case of nonpayment of declared dividend)
and creditors.
i) Reviewing the Management Discussion and
Analysis of Financial Condition and results of
Operations.
j) Scrutiny of inter corporate loans and
investments
k) Valuation of undertakings or assets of the
Company, whenever it is necessary.
l) Reviewing the functioning of the Whistle
Blower mechanism.
m) Reviewing the statements of significant related
party transactions.
IV. REMUNERATION COMMITTEE
It comprises of the four directors. During the
year under review, the Committee met once on
30.04.2013. The details of the meetings attended
40
Kajaria Ceramics Limited