Annual Report 10-11 - Elder Pharmaceuticals Ltd.

Pharmaceuticals Ltd.42No. of MeetingsHeld Attended Three ThreeDr. R. Srinivasan Three ThreeDr. S. Jayaram Three Three Three One Three OneMr. Yusuf Karim Khan Three ThreeThe QIP Committee has since been dissolved.relating to the issue of Rated Secured Redeemable NonConvertible Debentures of the Company a Committee ofDirectors called ‘NCD Committee’ was constituted under theMr. Yusuf Karim Khan as its other members. The terms ofreference of the NCD Committee were as under:1. To determine the quantum of the Issue, i.e. the numberof Debentures to be issued, the Coupon rate includingthe premium on redemption, if any, in consultation with2. To consider and appoint Lead Managers oradditional/ joint Lead Managers, Underwriters, LegalCounsels, Bankers, Listing Agents, Brokers, Sub-Brokers and any other intermediaries as may berequired, including Debenture Trustee and to determineproposed Issue in consultation with the Lead Managers Memorandum/Disclosure Document in consultationwith the Lead Managers, Legal Counsels, Auditorsof the Company and various intermediaries to be principle approval.6. To approve the schedule of the Issue and application7. To open one or more separate banking current deliver and receive such documents as may be required9. To consider approve and effectuate listing of any of the10. To deal with any other matters relating to the IssueDuring the year under review the Company made two issuesof NCDs. The NCD Committee met on 18 th October 2010,1 st November 2010, 6 th December 2010, 28 th January 2011,1 st March 2011 and 25 th March 2011 covering both NCD issues.The attendance at the meetings of the NCD Committee wasas under:No. of MeetingsHeld Attended Dr. R. Srinivasan Dr. S. Jayaram Five FiveMr. Yusuf Karim Khan The NCD Committee has since been dissolved.4. REMUNERATION OF DIRECTORS:Non-executive Directors:The Company does not pay any remuneration to non-effect from 27 th March 2008 was ` 15,000/- for every meetingof the Board or the Committee thereof attended by them. during the year ended 31 st March 2011 are given below:Sitting Fees (`)1. Dr. R. Srinivasan 4,05,0002. Dr. J. S. Juneja 1,80,0003. Dr. Sailendra Narain 1,35,0004. Mr. Saleem Shervani 45,0005. Dr. S. Jayaram 3,00,0006. Mr. Michael Bastian 1,95,0007. Mr. Edoardo Richter NIL8. 2,10,000Dr. J. S. Juneja was issued 15,000 Options and Mr. SaleemShervani was issued 5,000 Options under Employees StockOption Scheme called ‘Elder ESOP 2004’, While Dr. J. S.Options have lapsed.The Whole-Time Directors of the Company received theirremuneration by way of monthly salary. Such remuneration(inclusive of perquisites) made to the Whole-Time Directorsduring the year ended 31 st March 2011 is given in the tablebelow.