Year : 2010-11 - CCL

ANNUAL REPORT 2010-11 ________________________________________________________
1. PHILOSOPHY
REPORT ON CORPORATE GOVERNANCE
48
ANNEXURE-I
CCL management continues to strive for excellence in good governance and responsible
management practices.
Corporate Governance at CCL is based on the following main principles:
1. Constitution of a Board of Directors of appropriate composition, size, varied expertise and
commitment to discharge its responsibilities and duties,
2. Ensuring timely flow of information to the Board and its Committees to enable them to
discharge their functions effectively,
3. Independent verification and safeguarding integrity of the Company’s financial reporting,
4. A sound system of risk management and internal control,
5. Timely and balanced disclosure of all material information concerning the Company to all
shareholders,
6. Transparency and accountability,
7. Compliance with all the applicable rules and regulations,
8. Fair and equitable treatment of all its stakeholders including employees, customers,
shareholders and investors.
Your Company as a Corporate Citizen believes in adhering to the highest standards of Corporate
Governance. CCL provides appropriate access to information to the citizens of India under the provision
of the Right to Information Act, 2005.
It is not merely compliance and simply a matter of creating checks and balances; it is an ongoing
measure of superior delivery of Company’s objectives with a view to translate opportunities into reality.
It involves leveraging its resources and aligning its activities to national need, shareholders benefit
and employee growth, thereby delighting all its stakeholders, while minimizing the risks. The primary
objective is to create and adhere to a corporate culture of conscience and consciousness, transparency
and openness, fairness, accountability, propriety, equity, sustainable value creation, ethical practices
and to develop capabilities and identify opportunities that best serve the goal of value creation, thereby
creating an outperforming organization.
2. BOARD OF DIRECTORS
The Board of Directors of your Company as on 31st March, 2011 comprised of 10 Directors, viz.
3 Functional Directors (including CMD), two part-time Directors, 5 Non-official Part-time Directors
(Independent Directors) and two Permanent Invitees to the Board.
During the financial year ended March 31st, 2011, 10(Ten) number of Board meetings were
held on 02.04.10, 11.05.10, 19.06.10, 30.07.10, 19.08.10, 01.10.10, 2.11.10, 27.11.10, 21.01.11,
05.02.11. Thus, the maximum time gap between two consecutive Board meetings was not more than
three calendar months.