Untitled - Bharat Petroleum

the internal auditors and the statutory auditors to review
the manner in which the auditors are discharging their
responsibilities; and to discuss auditing, internal control
and financial reporting issues. To ensure complete
independence, the statutory auditors and the internal
auditors have full and free access to the members of the
Audit Committee to discuss any matter of substance.
DIRECTORS
Shri M.S.Srinivasan, Special Secretary, Petroleum &
Natural Gas, resigned from the directorship of BPC with
effect from 16 th June 2005. Smt Aditi S Ray, Economic
Advisor, MoP&NG resigned from the directorship of BPC
with effect from 21 st February 2006. Shri M. Rohatgi,
Director (Refineries) resigned from the Board with effect
from 1 st October 2005, on his appointment as Chairman &
Managing Director of Engineers India Ltd.
The Directors have placed on record their appreciation
of the valuable contributions made and guidance given
by Shri M.S.Srinivasan, Shri M. Rohatgi and
Smt. Aditi S. Ray for the development and progress of
BPC’s business.
Shri Ashok Sinha, Director (Finance) was appointed as
Chairman & Managing Director with effect from
19 th August 2005. Shri Ajay Tyagi, Joint Secretary, Ministry
of Petroleum & Natural Gas was appointed as Additional
Director with effect from 21 st April 2005 and he was
reappointed at the Annual General Meeting held on
23 rd September 2005.
Shri P.K.Sinha, Joint Secretary & Financial Advisor,
Ministry of Petroleum & Natural Gas was appointed as
Additional Director under Article 77A of the Articles of
Association of the Company with effect from
21 st February 2006.
Shri S.K.Joshi, Executive Director (Corporate Treasury)
was appointed as Additional Director under Article 77A
of the Articles of Association of the Company with
effect from 8 th March 2006. Shri Joshi also assumed
the office of Director (Finance) from that date in
pursuance of his appointment by the President of India.
Shri R.K.Singh, Executive Director (LPG) was appointed
as Additional Director under Article 77A of the Articles
of Association of the Company with effect from
8 th March 2006. Shri Singh also assumed the office of
Director (Refineries) from that date in pursuance of his
appointment by the President of India.
The above three Directors, having been appointed as
Additional Directors, hold office till the ensuing Annual
General Meeting. Notices under Section 257 have been
received, proposing their names for appointment as
’directors retiring by rotation’ at the ensuing Annual
General Meeting.
As required under Section 256 of the Companies Act, 1956,
Shri V.D.Gupta, Shri P.C.Sen and Prof. A.H.Kalro, Directors
will retire by rotation at the ensuing Annual General
Meeting and being eligible, offer themselves for
re-appointment as Directors at the said Meeting.
As required under the Corporate Governance Code, brief
bio-datas of the above Directors who are appointed /
reappointed at the Annual General Meeting are provided in
the Corporate Governance Report.
STATUTORY AUDITORS
M/s. V. Sankar Aiyar & Co., Chartered Accountants,
Mumbai, were appointed as Statutory Auditors for the year
2005-06, by the Comptroller & Auditor General of India
(C&AG), under the provisions of Section 619(2) of the
Companies Act, 1956. They will hold office till the ensuing
Annual General Meeting. Further, the C&AG has appointed
M/s. V Sankar Aiyar & Co. as Statutory Auditors for the
financial year 2006-07.
ACKNOWLEDGEMENTS
The Directors convey their appreciation of the services
rendered by employees at all levels, without whose
valuable contribution, the excellent performance of BPC
would not have been possible.
The Directors place on record their deep appreciation
towards BPC’s valued customers for their continued
cooperation, patronage and confidence and look forward
to the continuance of this mutually supportive relationship
in future.
The Directors also gratefully acknowledge the support and
guidance received from the various ministries of the
Government of India, particularly from the Ministry of
Petroleum & Natural Gas, in BPC’s operations and
developmental plans.
The Directors sincerely thank BPC’s dealers, distributors,
contractors and suppliers for their contribution to its
success.
The Directors express their sincere thanks to each and
every shareowner of BPC and the erstwhile KRL for
reposing confidence in the management.
Mumbai
Date : 17 th November 2006
For and on Behalf of the Board of Directors
Sd/-
Ashok Sinha
Chairman & Managing Director
Annual Report 2005-2006
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