Annual Report 2003-04 View PDF - Bajaj Auto
Annual Report 2003-04 View PDF - Bajaj Auto
Annual Report 2003-04 View PDF - Bajaj Auto
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Pecuniary relationship or transactions of<br />
non-executive directors<br />
1. Shekhar <strong>Bajaj</strong> and J N Godrej are directors and<br />
shareholders of <strong>Bajaj</strong> Electricals Limited and Godrej<br />
& Boyce Manufacturing Company Limited<br />
respectively. Both companies are vendors to <strong>Bajaj</strong><br />
<strong>Auto</strong>. Purchases of goods from these companies<br />
have been in the ordinary course of business and,<br />
for the year ended 31 March 20<strong>04</strong>, amounted to<br />
Rs.2 million and Rs.7 million respectively.<br />
2. During the year under review, inter-corporate loans<br />
amounting to Rs.94 million were refunded by <strong>Bajaj</strong><br />
Electricals Limited and there was no outstanding<br />
amount as on 31 March 20<strong>04</strong>.<br />
3. Shekhar <strong>Bajaj</strong> is a director of Hind Musafir Agency<br />
Private Limited, an accredited travel agency.<br />
Necessary government approval for availing of the<br />
travel related services from this company has been<br />
obtained by <strong>Bajaj</strong> <strong>Auto</strong> in terms of the provisions of<br />
section 297 of the Companies Act, 1956.<br />
This approval is valid upto 31 December 2005.<br />
During the year under review, the total value of<br />
services availed of by <strong>Bajaj</strong> <strong>Auto</strong> from Hind Musafir<br />
Agency Private Limited amounted to Rs.16 million.<br />
4. The Register of Contracts maintained by the<br />
company according to the provisions of section<br />
301 of the Companies Act, 1956, contains record<br />
of the transactions entered into with the above<br />
companies. The register is signed by all the<br />
directors present during the respective<br />
board meetings.<br />
32 I<br />
Corporate Governance<br />
Audit committee<br />
Constitution and composition<br />
<strong>Bajaj</strong> <strong>Auto</strong> set up its audit committee in 1987. Since<br />
then, the company has been reviewing and making<br />
appropriate changes in the composition and working of<br />
the committee from time to time with a view to bringing<br />
about greater effectiveness in the committee and to<br />
comply with various requirements under the<br />
Companies Act, 1956 and clause 49 of the<br />
listing agreement.<br />
The current audit committee consists of the<br />
following directors:<br />
1. S H Khan, Chairman<br />
2. D J Balaji Rao<br />
3. J N Godrej<br />
4. Naresh Chandra<br />
5. Nanoo Pamnani<br />
All members of the audit committee are independent,<br />
non-executive directors. S H Khan, D J Balaji Rao and<br />
Nanoo Pamnani have a strong financial and accounting<br />
background. Nanoo Pamnani, who was appointed as<br />
a director of the company on 14 May <strong>2003</strong>,<br />
was inducted into the committee with effect<br />
from 13 September <strong>2003</strong>.