IRFC COVER-final - Indian Railway Finance Corporation Ltd.

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Attendance at the Meetings of the Board of Directors during 2009-10Name of the Director Number of Number of Attendance Directorship No. of Committeemeetings of BOD meetings at the AGM In other positions held inheld during their attended Companies public companiestenureincluding IRFC @Smt. Sowmya Raghavan 5 5 Yes None NoneChairperson / IRFCFrom 01.01.2009Shri R. Kashyap 5 5 Yes None NoneManaging Director/IRFCFrom 01.09.2006Prof. R.Narayanaswamy 5 4 Yes None 1Director / IRFCFrom 16.10.2008Shri Nasser Munjee * 3 1 No 14 9Director / IRFCCeased to be Directoron 17.10.2009Shri S.K.Kaushik 5 4 Yes None NoneDirector Finance / IRFCCeased to be DirectorFinance from 10.03.2010Kumari Anjali Goyal 4 3 Yes None NoneDirector / IRFCCeased to be Directorfrom 11.11.2009Shri Govind Mohan 5 3 No 2 NoneDirector / IRFCFrom 04.03.2009Shri P.K.Choudhury ** 5 2 No 8 4Director / IRFCFrom 16.10.2008Shri Jagmohan Gupta 2 2 NA None NoneDirector / IRFCFrom 26.10.2009 to31.05.2010@Only Audit Committee and Shareholders' Grievance Committee have been reckoned while considering Committee positions.* Shri Nasser Munjee was Chairman of 5 Committees in different companies including Audit Committee of Indian Railway FinanceCorporation Limited.** Shri P.K.Choudhury is not Chairman of any Committee in any Company.20
Remuneration paid to Managing Director and DirectorFinanceSalary, in the scale of R 67,000 - 79,000 (under CDA pattern),together with the usual allowances and perks was paid by theCompany to Shri R. Kashyap during the year.Shri S.K. Kaushik was paid salary from 01.04.2009 to09.03.2010 in the scale of R37,400-67,000 plus GradePay of R 10,000/- (under CDA pattern), with usualallowances and perks.The Directors are neither related to each other, nor havepecuniary relationship with the Company. A Sitting Feeof R 5,000/- per Meeting was paid to IndependentDirector(s) for attending Board meetings or meetings ofCommittees of the Board during the year under review.Information placed before the BoardInformation placed before the Board of Director from timeto time broadly covers the items specified in theGovernment Guidelines and such other items as might beuseful in facilitating meaningful and focused deliberationson issues concerning the Company and taking decisionsin an informed and efficient manner. Additionally,Directors on the Board have complete access to allinformation pertaining to the business of the Company,as and when required.Constitution of Audit CommitteeIn accordance with provisions of Section 292-A of theCompanies Act, 1956 read together with the GovernmentGuidelines, the Company has a duly constituted AuditCommittee. At present, the Audit Committee comprisesfour members - Prof. R. Narayanaswamy, IndependentDirector / IRFC, Shri P.K.Choudhury, IndependentDirector / IRFC, Shri Govind Mohan , Director / IRFCand Shri R.Kashyap, Managing Director / IRFC. Prof. R.Narayanaswamy is the Chairman of the Audit Committee.Company Secretary acts as Secretary to the AuditCommittee.During the financial year 2009-10, four Meetings of theCommittee were held on 20th April, 2009, 27th July, 2009,27th October, 2009 and 27th January, 2010. Participationof the Members in these Meetings is outlined below :-SL. Name of the Member of Number of Number ofNo. the Audit Committee Meetings Meetingheld during attendedtheir tenure1. Shri Nasser Munjee 2 2Independent Director2. Prof. R.NarayanaswamyIndependent Director 4 43. Shri P.K.ChoudhuryIndependent Director 4 24. Shri Govind MohanDirector 4 None5. Shri R. KashyapManaging Director 4 4After adoption of the Government Guidelines, role of AuditCommittee covers the list of functions stated in the saidGuidelines which, inter alia, include the following:-❒To hold discussion with Auditors periodically about:●●●●Internal control systems and compliance thereof.Scope of audit including observations of theauditors.Review of the quarterly, half yearly and annualfinancial statements before submission to the Board.Any other matter as may be referred to by theBoard.❒ To perform the following functions :-●●●●Overseeing the Company's financial reportingprocess and system for disclosure of its financialinformation to ensure that the financial statementsare correct, sufficient and credible.Reviewing with the management the annualfinancial statements with primary focus onaccounting policies and practices, compliance withaccounting standards and guidelines of stockexchange(s), major accounting entries,qualifications in draft audit reports, related partytransactions & the going concern assumption.Holding discussions with external auditors toascertain any area(s) of concern.Reviewing the Company's financial and riskmanagement strategies.21
Page 3: ANNUALREPORT2009 - 10Indian Railway
Page 6 and 7: BOARD OF DIRECTORSSmt. Sowmya Raghv
Page 8 and 9: Chairperson's StatementDear Shareho
Page 10 and 11: While the economies the world over
Page 12 and 13: Directors' ReportDear Shareholders,
Page 14 and 15: the Task Force, in the MOU meeting
Page 16 and 17: safeguard its operations against ex
Page 18 and 19: compliant form. A roadmap for trans
Page 20 and 21: Right to Information Act, 2005The C
Page 24: Remuneration Committee & Shareholde
Page 27 and 28: Annexure - 'A'Code of Business Cond
Page 29 and 30: ANNUALACCOUNTS2009- 10Indian Railwa
Page 31 and 32: PROFIT AND LOSS ACCOUNTFOR THE YEAR
Page 33 and 34: SCHEDULE-3LOANS(R in Lacs)DESCRIPTI
Page 35 and 36: SCHEDULE-3 Contd...LOANS(R in Lacs)
Page 43: SCHEDULE-7CURRENT ASSETS, LOANS & A
Page 46 and 47: SCHEDULE-11SALARY & OTHER EMPLOYEE
Page 48 and 49: SCHEDULE-13BOND SERVICING EXPENSES(
Page 50 and 51: SCHEDULE-16SIGNIFICANT ACCOUNTING P
Page 52 and 53: 10) Employee BenefitsEmployee Benef
Page 54 and 55: In respect of following External Co
Page 56 and 57: (b)During the year 1999 - 2000, the
Page 58 and 59: 17. Disclosures with respect to Ret
Page 60 and 61: Amount to be recognised in the Bala
Page 62 and 63: The reconciliation of weighted numb
Page 64 and 65: CASH FLOW STATEMENT FOR THE YEAR EN
Page 66 and 67: ANNEXURE REFERRED TO IN PARAGRAPH 3
Page 68 and 69: Comments of the C & A of IndiaCOMME
Page 70 and 71: Outdoor Activities
Page 72:
INDIAN RAILWAY FINANCE CORPORATION
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IRFC COVER-final - Indian Railway Finance Corporation Ltd.

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