IRFC Cover - ENGLISH - Indian Railway Finance Corporation Ltd.

Shri R. Kashyap 7 7 Yes None None
Managing
Director/IRFC
From 01.09.2006
Shri R.Ramesh 1 1 NA None None
Director / IRFC
Ceased to be Director
on 30.04.2007
Shri Arvind Mayaram 7 6 Yes 2 2
Director / IRFC
From 07.08.2006
Prof. R.Narayanaswamy 6 5 Yes None 1
Director / IRFC
Ceased to be Director
on 07.02.2008
Shri Nasser Munjee 7 4 Yes 15 9**
Director / IRFC
From 17.10.2006
Shri S.K.Kaushik * 4 4 NA None None
Director Finance / IRFC
From 10.09.2007
Kumari Anjali Goyal 6 6 Yes None None
Director / IRFC
From 24.05.2007
* Appointed as Director Finance / IRFC by the Ministry of Railways w.e.f. 10.09.2007 (AN).
@ Only Audit Committee and Shareholders' Grievance Committee have been reckoned while considering Committee positions.
Shri Nasser Munjee is member of 9 Audit Committees in different Companies.
** Shri Nasser Munjee is Chairman of 3 Committees in different companies.
NOTE : IRFC being a PSU, all Directors are appointed / nominated by President of India. Salary in the scale of Rs.18,400-500
- 22,400 (under CDA pattern), together with usual allowances and perks, was paid by the Company to Shri R.Kashyap from
01.04.2007 to 29.04.2008, and from 30.04.2008 his salary is being drawn in scale Rs.22,400-525-24500 (under CDA pattern),
together with usual allowances and perks. Similarly, Shri S.K.Kaushik was also paid salary in scale Rs.18,400-500-22400 (under
CDA pattern),with usual allowances and perks with effect from 10.09.2007 to 31.03.2008. The appointment of both in the Company
is on deputation terms.
The Directors are not related to each other. Directors do not have pecuniary relationship with the Company. A Sitting Fee of
Rs.5,000/- per Meeting was paid to Independent Director(s) for attending Board / Audit Committee meetings during the year
under review.
Information placed before the Board
Information placed before the Board of Director broadly covers the items specified in the Listing Agreement and such
other items as are necessary to facilitate meaningful and focused deliberations on issues concerning the Company
and taking decisions in an informed and efficient manner. Besides, the Directors on the Board have complete access
to all information of the Company, as and when necessary.
Constitution of Audit Committee
In terms of Section 292-A of the Companies Act, 1956 read with the Listing Agreement, a three member Committee
of the Board, known as the Audit Committee, was constituted in June, 2001. Company Secretary acts as Secretary
to the Audit Committee. The terms of reference of the Audit Committee include the following :-
To hold discussion with Auditors periodically about :
Internal control system and compliance thereof.
Scope of audit including observations of the auditors.
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