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GAMMON INDIA LIMITED

GAMMON INDIA LIMITED

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c) Reviewing with management the annual financial statements before submission to the Board;<br />

d) Reviewing the adequacy of internal control systems;<br />

e) Reviewing the quarterly and half yearly financial results;<br />

f) Discussion with Internal Auditors, any significant findings and follow up thereon;<br />

g) Discussions with Statutory Auditors before the audit commences, nature and scope of audit as well as have<br />

post audit discussion to ascertain any area of concern; and<br />

h) Reviewing the Company‘s financial and risk management policies.<br />

During the Fiscal 2009, the audit committee met four times.<br />

Share Transfer Committee<br />

The share transfer committee comprises of the following:<br />

1) Mr. C. C. Dayal (Chairman);<br />

2) Mr. Atul Dayal; and<br />

3) Mr. Himanshu Parikh.<br />

The share transfer committee deals with various matters relating to:<br />

a) Transfer/ transmission of shares;<br />

b) Issue of duplicate share certificates;<br />

c) Review of shares dematerialized/ rematerialized and all other related matters;<br />

d) Non- receipt of annual reports and dividend; and<br />

e) Redressal of investors/ shareholders complaints<br />

During the Fiscal 2009, the share transfer committee met 21 times.<br />

Policy on disclosures and internal procedure for prevention of insider trading<br />

Pursuant to the Company‘s policy on disclosures and internal procedure for prevention of insider trading, any<br />

Director of the Company shall not derive benefit or assist others to derive benefit by giving investment advice from<br />

access to and possession of price sensitive information about the Company, which is not in public domain and<br />

constitutes insider information. All Directors and the senior management of the Company are required to comply<br />

with SEBI (Prohibition of Insider Trading) Regulations, 1992 and also adhere to the Code of Conduct for Directors<br />

and Members of Senior Management framed by the Company.<br />

Employee Stock Option Scheme<br />

The Company does not have an employee stock option scheme other than the Employee Stock Option Scheme –<br />

2007 which has been taken over from the erstwhile Associated Transrail Structures Limited on its amalgamation. As<br />

on date, pursuant to the said ATSL scheme, 93,870 options are unexercised.<br />

101

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