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✦<br />
Company also reimburses all expenses incurred in furtherance of the<br />
Company’s business interests.<br />
Remuneration Committee<br />
A Remuneration Committee <strong>com</strong>prising three Non-Executive Directors is<br />
already functional, for review and decisions on remuneration packages of<br />
Executive Directors and Senior Executives of the Company.<br />
Financial results as published in the newspapers are made available to the<br />
Members on request.<br />
On behalf of the Board of Directors<br />
Mumbai, 26th May, <strong>2004</strong><br />
KK NOHRIA<br />
Chairman<br />
Certificate on<br />
Corporate Governance<br />
To<br />
The Members<br />
Crompton Greaves Limited<br />
CG House<br />
Dr Annie Besant Road<br />
Worli<br />
Mumbai 400 030<br />
Dear Sirs,<br />
We have reviewed the implementation of the requirements of Corporate Governance<br />
by the Company, as prescribed by the Listing Agreement with Stock Exchanges, for<br />
the year ended 31st March, <strong>2004</strong>, with the relevant records and other documents<br />
maintained by the Company, furnished to us for our review and the report on<br />
Corporate Governance as approved by the Board of Directors.<br />
On the basis of the above and according to the information and explanations given<br />
to us, in our opinion, the Company has <strong>com</strong>plied with Clause 49 of the Listing<br />
Agreement with Stock Exchanges, in respect thereof.<br />
SHARP & TANNAN<br />
Chartered Accountants<br />
L. Vaidyanathan<br />
Partner<br />
Mumbai, 26th May, <strong>2004</strong> Membership No: 16368<br />
37
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