Annual Report, 2016-17

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(‘AS-18’) has been made under Note No. 35 of the Financial
Statements. The policy on dealing with related party
transactions is also present on the Company’s Website:
TransactionPolicy.pdf
b) Details of non-compliance by the Company, penalties and
strictures imposed on the Company by the Stock Exchanges
or SEBI or any statutory authority during last three years
The Company has complied with all the requirements of
the Listing Agreements with the Stock Exchanges as well
as regulations and guidelines of SEBI. No penalties have
been imposed or stricture has been issued by SEBI, Stock
Exchanges or any Statutory Authorities on matters relating
to Capital Markets during the last three years.
c) Vigil Mechanism / Whistle Blower Policy
Pursuant to Section 177(9) and (10) of Companies Act, 2013
and Regulation 22 of the Listing Regulations, the Company
has formulated Whistle Blower Policy with vigil mechanism
for directors and employees to report to the management
about the unethical behaviour, fraud or violation of
Company’s Code of Conduct. The mechanism provides for
adequate safeguards against victimization of employees and
directors who use such mechanism and make provision for
direct access to the Chairman of the Audit Committee in
exceptional cases. None of the personnel of the Company
has been denied access to the Audit Committee. No
complaint has been received during the year 2016-17.
The details of establishment of vigil mechanism have been
disclosed by the Company on its website i.e. https://www.
and in
the Board’s Report
d) A certificate on compliance with the conditions of the
Corporate Governance under the Listing Regulations issued
by M/s Chandrasekaran Associates, Company Secretaries
forms part of this report.
e) The Company has complied with all the corporate
governance mandatory requirements specified in the Listing
Regulations and following are the details of non- mandatory
/ discretionary requirements:
Details of Compliance with discretionary requirements as
specified in Part E of Schedule II of the Listing Regulations:
The status of compliance with discretionary requirements
of Part E of Schedule II of Listing Regulations is provided
below:
i) The Board: The Company has appointed an executive
chairman, being the promoter of the Company.
ii) Shareholders’ Rights: As the quarterly and half yearly
performance are published in the newspapers and are
also posted on the Company’s Website, the same are
not being sent separately to each household of the
shareholders.
iii) Modified opinion(s) in audit report: The Audit Reports
on the Financial Statements for the year ended March
31, 2017 do not contain any modified opinion.
iv) Separate posts of Chairman & CEO / Managing Director:
As per the Articles of Association of the Company and
in accordance with the provisions of the Companies Act,
2013, the Company continues to appoint one person as
Chairman & Managing Director of the Company.
v) Reporting of Internal Auditor: Independent Internal
Auditor has been appointed and is reporting directly to
the Audit Committee.
f) CEO / CFO Certificate
The Chairman & Managing Director and CFO of the
Company have given the “annual certification on the
financial reporting and internal controls to the Board of
Directors in accordance with the Listing Regulations. The
Chairman & Managing Director and CFO of the Company
also give quarterly certification on financial results while
placing the financial results before the Board in terms of
the Listing Regulations. The Annual Certificate given by the
Chairman & Managing Director and CFO of the Company is
published in this report.
Means of Communication
Quarterly, Half-Yearly & Annual Financial Results:
The quarterly, half yearly and annual financial results of the
Company are sent to the Stock Exchanges immediately through
permitted mode after these have been approved by the Board.
These are widely published in the Economic Times, The Financial
Express/ Jansatta and Business Standard (both English & Hindi).
These results are simultaneously posted on the website of the
Company at
Investor Release
The official release made to institutional Investors / Analysts, if
any, are sent to the Stock Exchanges and also posted on the
Company’s website.
General Shareholders Information
Notice relating to Annual General Meeting is sent to the
members at their registered address.
Date, time and venue of the 31st Annual General Meeting
(‘AGM’)
Date : 10th August, 2017
Time : 3.00 P.M.
Venue : Crowne Plaza Today, Sector-29, National Highway-8,
Gurgaon - 122001
Dates of Book closure :
5th August, 2017 to 10th August, 2017 (Both days inclusive)
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