2009-10 Annual Report - SPML

More documents

Recommendations

Info

SPML INFRA LIMITED(ii) Share Transfer / Investors’ Grievance CommitteeTerms of reference of the Share Transfer / Investors’ Grievance Committee are as per guidelines set out in the listing agreements with theStock Exchanges and pursuant to Articles of Association of the Company. The Committee inter alia approves issue of duplicate certificates andregistration of transfers / transmissions of Equity Shares of the Company. The Committee also looks into redressal of shareholders’ / investors’complaints related to transfer of shares, non-receipt of declared dividends, etc. The Committee overseas performance of the Registrars andTransfer Agents of the Company, and recommends measures for overall improvement in the quality of investor services.Composition and AttendanceDuring the year ended 31.03.2010, 10 Nos. of Share Transfer Committee meetings were held.Sl.No. Name of the Member No. of Meetings attended1. Mr. Deepak Sethi - Chairman 102. Mr. Anil Kumar Sethi 43. Mr. Subhash Chand Sethi 94. Mr. Kalidas Mukhopadhyay –The Company attends to the investors’ grievances / correspondence expeditiously, except in the cases that are constrained by disputes or legalimpediments.(a) No. of shareholders complaints received during the year. 11(b) No. of complaints not resolved to the satisfaction of the shareholders. Nil(c) No. of pending complaints as on 31.03.2010 NilMr. B. N. Choudhary, Executive Vice President (Finance) & Secretary is the Compliance Officer of the Company.(iii) Remuneration CommitteeThe Committee consists of three Non - Executive Independent Directors, namely, Mr. Kalidas Mukhopadhyay, Mr. B. B. Chakraborty (Resignedw.e.f 03.08.2009) and Mr. A. Bhattacharjee. The Chairman of the Committee is Mr. Kalidas Mukhopadhyay. The broad terms of reference ofthe Committee remain unchanged. The terms of reference are reviewing remuneration package, details of fixed components and performancelinked incentives, service contracts, notice period, severance fees etc. One Meeting was held on 30.06.2009 during the year under review. Mr.B.N.Choudhary, Executive Vice President ( Finance) & Secretary acts as Secretary of the Committee.Sl.No. Name of the Member No. of Meetings attended1. Mr. Kalidas Mukhopadhyay 12 Mr. Amalendu Bhattacharjee 13. Mr. B.B.Chakraboty ( Resigned w.e.f 03.08.2009) 1(iv) Compensation CommitteeThe Committee comprises of three Directors namely Mr. Subhash Chand Sethi, Mr. Amalendu Bhattacharjee and Mr. B.B. Chakraborty(resigned w.e.f 03.08.2009). The Chairman of the Committee is Mr. Amalendu Bhattacharjee, a Non-Executive Independent Director. Therewas no meeting held during the year under review. Mr. B.N. Choudhary, Executive Vice President (Finance) & Secretary acts as Secretary ofthe Committee.(v) Selection CommitteeThe Committee was constituted with three Non-Executive Independent Directors and one Practicing Consultant for recommendationfor appointment of a relative(s) of Directors, for holding office of profit .The Committee comprised of three Directors namely Mr. KalidasMukhopadhyay, Mr. Amalendu Bhattacharjee, Mr. R.L.Gaggar and a Consultant Mr. S.M.Lakhotia.. One Meeting was held on 28.08.2009during the year under review. Mr. B.N.Choudhary, Executive Vice President ( Finance) & Secretary acts as Secretary of the Committee.Sl.No. Name of the Member No. of Meetings attended1. Mr. Kalidas Mukhopadhyay - Chairman 12 Mr. Amalendu Bhattacharjee 13. Mr. R.L.Gaggar 14. Mr. S.M.Lakhotia - Consultant 120
(vi) Committee for regular Banking Operational MattersANNUAL REPORT 2009-10The Committee comprises five Directors namely Mr. Anil Kumar Sethi, Subhash Chand Sethi, Mr. Deepak Sethi, Mr. B.B.Chakraborty andMr. Amalendu Bhattacharjee under the Chairmanship of Mr. Subhash Chand Sethi.. Nine nos. of Committee meetings were held.Sl.No. Name of the Member No. of Meetings attended1. Mr.Subhash Chand Sethi - Chairman 92. Mr. Amalendu Bhattacharjee 63. Mr. B.B.Chakraborty (Resigned w.e.f 03.08.2009) 34. Mr. Anil Kumar Sethi 95. Mr. Deepak Sethi 33. REMUNERATION OF DIRECTORSDetails of Remuneration paid to the Whole-time Directors for the period from 01.04.2009 to 31.03.2010:Name of the Director Salary (Rs.) Commission (Rs.) Perquisites (Rs.)Contribution toProvident Fund (Rs.)Terms of AppointmentMr. Anil Sethi 72,00,000 57,00,000 8,44,000 1,44,000 5 years from 01.04.2006Mr. Subhash Sethi 75,84,167 57,00,000 5,34,000 1,44,000 5 years from 01.01.2010Mr. Sushil Sethi 75,71,667 57,00,000 3,92,000 1,44,000 5 years from 01.01.2010NOTES:1. Above excludes liability for personal accident, insurance premium and the liability for gratuity and en-cashable leave.2. The company does not have a stock option scheme.3. There is no notice period for severance of any of the executive directors and no severance fees are payable to any of the directors.Details of sitting fees paid to Non-Executive Directors for 2009-10.Sl. No. Director Board Meeting (Rs.) Committee Meetings (Rs.) Total (Rs.)1 Mr. A. Bhattacharjee 25,000 14,000 39,0002 Mr. R. L. Gaggar 25,000 – 25,0003 Mr. B. B. Chakraborty 15,000 8,000 23,0004 Mr. K. Mukhopadhyay 25,000 14,000 39,0004. DISCLOSURES(i) Equity shares held by Non -Executive DirectorsExcept Mr. Deepak Sethi who held 582250 equity shares and Mr. B.B.Chakraborty who held 1005 equity shares, no other independentDirector of the Company held any equity shares of the Company.(ii) Related Party TransactionsThe Company has not entered into any transactions of a material nature with any of the related parties that may have potential conflict with theinterests of the Company.(iii) Compliances by the CompanyThere has been no instance of non-compliance by the Company with the requirements of the Stock Exchanges, Securities and Exchange Boardof India and other statutory authorities on matters related to Capital Markets during the last three years.The Company has adopted and complied with all the mandatory requirements under clause 49 of the listing agreement other than thosedisclosed elsewhere in the Corporate Governance.(iv) The Company has adopted non-mandatory requirement under clause 49 of the listing agreement to the extent relating to setting up ofRemuneration Committee. Please refer details provided under section “Remuneration Committee” of this report.21
Page 1 and 2: Scaling new heightsSPML INFRA LIMIT
Page 3 and 4: SPML, creating a green footstep for
Page 5 and 6: Credentials and recognizationOutsta
Page 7 and 8: ENERGYINFRASTRUCTUREdesigns and eng
Page 9 and 10: Our Areas of OperationEPCEngineerin
Page 11 and 12: Car Parking solutions, Toll/Link Ro
Page 13 and 14: Board of DirectorsMr. Anil Kr. Seth
Page 15 and 16: DIRECTORS’ REPORTANNUAL REPORT 20
Page 17 and 18: Shri Sarthak Behuria was appointed
Page 19 and 20: Major Orders Awardedi) Rs. 209.56 C
Page 21: Meetings & AttendanceSix (6) Board
Page 25 and 26: ANNUAL REPORT 2009-10D) Extra-Ordin
Page 27 and 28: ANNUAL REPORT 2009-10(xi) Liquidity
Page 29 and 30: AUDITORS’ REPORTANNUAL REPORT 200
Page 31 and 32: ANNUAL REPORT 2009-10(viii) We have
Page 33 and 34: SPML INFRA LIMITED (formerly Subhas
Page 37 and 38: ANNUAL REPORT 2009-10SPML INFRA LIM
Page 71 and 72: ANNUAL REPORT 2009-10Alahabad Waste
Page 73 and 74:
SPML INFRA LIMITED (formerly Subhas
Page 75 and 76:
Page 77 and 78:
Page 79 and 80:
Page 81 and 82:
Page 83 and 84:
ANNUAL REPORT 2009-10SPML INFRA LIM
Page 85 and 86:
Page 87 and 88:
Page 89 and 90:
Page 91 and 92:
Page 93 and 94:
Page 95 and 96:
Page 97 and 98:
Page 99 and 100:
Page 101 and 102:
Page 103 and 104:
Page 105 and 106:
Page 107 and 108:
Page 109 and 110:
Page 111 and 112:
SPML INFRA LIMITED(formerly Subhash
Page 113 and 114:
SPML INFRA LIMITED(formerly Subhash
Page 115:
our people, our powerSPML INFRA LIM
show all

2009-10 Annual Report - SPML

You also want an ePaper? Increase the reach of your titles

Delete template?

Save as template?