CORPORATE GOVERNANCE REPORTPostal BallotDuring the year , consent of the members of the Company was sought by Special Resolution/Ordinaryresolution, through postal ballot on two occasions as under:-Particulars of Postal Ballot Date No. of No. of Votes in Votesof Valid Invalid favour of againstPostal Postal Postal the theBallot Ballot Ballot Resolution ResolutionSpecial Resolution authorising the Board to 30 th July, 6388 205 48878189 16459make investments, give loans and provide <strong>2007</strong>guarantees/ securities under section 372 A ofthe Companies Act, 1956Ordinary Resolution under section 198, 269, 309 31 st October, 3470 73 39333044 29105and 310 of the Companies Act, 1956 to revise <strong>2007</strong>remuneration of Mr. K. K. Maheshwari,Whole- Time Director of the CompanyOrdinary Resolution under section 198, 269, 309 31 st October, 3388 72 39207904 27959and 310 of the Companies Act, 1956 to revise <strong>2007</strong>remuneration of Mr. Vikram Rao, Whole- TimeDirector of the CompanyOrdinary Resolution under section 198, 269, 309 31 st October, 3390 70 39209969 25823and 310 of the Companies Act, 1956 to revise <strong>2007</strong>remuneration of Dr. Bharat .K. Singh , ManagingDirector of the CompanyOrdinary Resolution under section 198, 269, 309 31 st October, 3387 73 39207386 28386and 310 of the Companies Act, 1956 to revise <strong>2007</strong>remuneration of Mr. Rakesh Jain , Whole- TimeDirector of the CompanyOrdinary Resolution under section 198, 269, 309 31 st October, 3385 71 392<strong>08</strong>881 26458and 310 of the Companies Act, 1956 to revise <strong>2007</strong>remuneration of Mr. Adesh Gupta , Whole- TimeDirector of the CompanyMr. Rajendra R. Parmar, Practising Chartered Accountant, Veraval was appointed as Scrutinizer forconducting the postal ballot voting process for the above resolutions .The postal ballot process was undertaken in accordance with the provisions of Section 192A of theCompanies Act, 1956, read with the Companies (Passing of Resolution by Postal Ballot), Rules, 2001.Any special resolutions which is required to be conducted through postal ballot will be conducted as perprevailing law.(38)
CORPORATE GOVERNANCE REPORTMEANS OF COMMUNCIATIONQuarterly results:Newspaper in which normally financial results are published inNewspaperBusiness StandardFinancial ExpressCities of PublicationAhmedabad, Bangalore, Chennai, Hyderabad, Kolkata, Mumbai and New DelhiAhmedabad, Bangalore, Chandigarh, Chennai, Mumbai, Kochi, Kolkata andNew DelhiWebsite, where the information is displayed.Whether it also displays official news releasesPresentations made to investors/analysts:General Shareholder Informationwww.adityabirlanuvo.comwww.adityabirlanuvo.co.inwww.adityabirla.comYesYesPublished as a separate sectionin this report.Status of Compliance of Non mandatory requirements.1) The Company maintains a separate office for the Non- Executive Chairman. All necessary infrastructureand assistance are made available to enable him to discharge his responsibilities effectively.2) The Company does not have a Remuneration Committee. The remuneration of the Managing/WholetimeDirectors is fixed by the Board of Directors.3) Performance update consisting of financial and operational performance for the first six months offinancial year is being sent to the shareholders.4) During the period under review, there is no audit qualification in the financial statement. The Companycontinues to adopt best practices to ensure unqualified financial statements.5) The Company has established a policy for employees to report to the management concernsabout unethical behaviours, actual or suspected fraud or violation of the Company’s Code of Conductor ethics.(39)