2007-2008 - Cgglobal.com
2007-2008 - Cgglobal.com
2007-2008 - Cgglobal.com
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TABLE<br />
05<br />
REMUNERATION COMMITTEE MEETING, FY <strong>2008</strong><br />
NAME STATUS MEETING ATTENDED<br />
MR SANJAY LABROO CHAIRMAN, INDEPENDENT DIRECTOR YES<br />
DR OMKAR GOSWAMI MEMBER, INDEPENDENT DIRECTOR YES<br />
MR GAUTAM THAPAR MEMBER, NON-EXECUTIVE DIRECTOR YES<br />
MR GAUTAM THAPAR<br />
Non-Executive Director<br />
During FY <strong>2008</strong>, one Remuneration<br />
Committee meeting was held on 30 January<br />
<strong>2008</strong>. The attendance record is given in Table 5.<br />
SHAREHOLDERS’/INVESTORS’<br />
GRIEVANCE COMMITTEE<br />
The Company has a Shareholders’/Investors’<br />
Grievance Committee, details of which are<br />
given under section “Shareholders” in this<br />
Report.<br />
TABLE<br />
06<br />
RISK MANAGEMENT COMMITTEE MEETINGS, FY <strong>2008</strong><br />
RISK MANAGEMENT COMMITTEE<br />
The Risk Management Committee <strong>com</strong>prises<br />
four Directors, of whom three are independent.<br />
The <strong>com</strong>position is as under:<br />
DR OMKAR GOSWAMI<br />
Chairman, Independent Director<br />
MR SCOTT BAYMAN<br />
Independent Director<br />
MR SANJAY LABROO<br />
Independent Director<br />
MR SUDHIR TREHAN<br />
Executive Director<br />
This Committee reviews the risks confronted<br />
by the Company with respect to its business<br />
areas, operations, as well as, financials and<br />
validates the adequacy of insurance and<br />
other risk mitigation measures proposed by<br />
the Company’s businesses. It ensures that the<br />
Company’s risk management mechanisms<br />
provide an evaluation of the most significant<br />
risks relative to strategy and objectives. During<br />
FY <strong>2008</strong>, a <strong>com</strong>prehensive evaluation of the risks<br />
associated with the various dimensions of the<br />
Company’s businesses – operations, financial,<br />
forex, confidentiality of data, product liability,<br />
spurious goods, as well as, legal & regulatory<br />
was undertaken to assess the adequacy<br />
of business processes, to control risks. The<br />
Committee has also approved implementation<br />
of a Global level insurance policy for uniform<br />
coverage of risks at all locations.<br />
During FY <strong>2008</strong>, three Risk Management<br />
Committee meetings were held: on 29 May<br />
<strong>2007</strong>, 29 October <strong>2007</strong> and 29 January <strong>2008</strong>. The<br />
attendance record is given in Table 6.<br />
Management<br />
MANAGEMENT DISCUSSION AND<br />
ANALYSIS REPORT<br />
This is given as a separate chapter in the Annual<br />
Report.<br />
DISCLOSURE OF MATERIAL<br />
TRANSACTIONS<br />
Considering the size and nature of operations,<br />
there were no related party transactions of a<br />
materially significant nature in terms of the<br />
Listing Agreement with Stock Exchanges that<br />
could have a potential conflict with the interests<br />
of the Company at large.<br />
ACCOUNTING POLICIES<br />
The Company has adopted accounting<br />
treatments which are in conformance with<br />
those prescribed by the Accounting Standards.<br />
INSIDER TRADING<br />
The Company has <strong>com</strong>prehensive guidelines<br />
in accordance with the SEBI Regulations in<br />
this regard, which advise and caution the<br />
Directors, Management and Executives on<br />
the procedures to be followed, whilst dealing<br />
with the securities of the Company. The Insider<br />
Trading Code framed by the Company helps in<br />
ensuring <strong>com</strong>pliance with these requirements.<br />
NAME STATUS MEETINGS HELD MEETINGS ATTENDED<br />
DR OMKAR GOSWAMI CHAIRMAN, INDEPENDENT DIRECTOR 3 3<br />
MR SCOTT BAYMAN MEMBER, INDEPENDENT DIRECTOR 3 3<br />
MR SANJAY LABROO MEMBER, INDEPENDENT DIRECTOR 3 0<br />
MR SUDHIR TREHAN EXECUTIVE DIRECTOR 3 3<br />
48 ANNUAL REPORT <strong>2007</strong>–<strong>2008</strong> CROMPTON GREAVES LIMITED