Committee



Audit Committee

The terms of reference of the Audit Committee are in accordance with all the items listed in clause 49(II) of the Listing Agreement

and Companies Act 2013 as follows:


Membership


  1. The Chair and members of the Committee shall be appointed by the Board.

  2. The Committee shall comprise of the non-executive directors of which 2/3rd will be Independent directors of the Company.

  3. The Chair shall be the Chairman of the Board.

 

POWERS OF AUDIT COMMITTEE

The audit committee shall have powers, which should include the following:

1. To investigate any activity within its terms of reference.

2. To seek information from any employee.

3. To obtain outside legal or other professional advice.

4. To secure attendance of outsiders with relevant expertise, if it considers necessary

 

ROLE OF AUDIT COMMITTEE

The role of the audit committee shall include the following:

1. Oversight of the company’s financial reporting process and the disclosure of its financial information to ensure that
the financial statement is correct, sufficient and credible.

2. Recommending to the Board, the appointment, re-appointment and, if required, the replacement or removal of the
statutory auditor and the fixation of audit fees.

3. Approval of payment to statutory auditors for any other services rendered by the statutory auditor.

 

4. Reviewing, with the management, the annual financial statements before submission to the board for approval, with particular reference to:

a.) Matters required to be included in the Director’s Responsibility Statement to be included in the Board’s report in terms
of clause (2AA) of section 217 of the Companies Act,1956

b.) Changes, if any, in accounting policies and practices and reasons for the same

c. ) Major accounting entries involving estimates based on the exercise of judgment by management

d. ) Significant adjustments made in the financial statements arising out of audit findings

e.) Compliance with listing and other legal requirements relating to financial statements

f. ) Disclosure of any related party transactions

g.) Qualifications in the draft audit report.

 

5. Reviewing, with the management, the quarterly financial statements before submission to the board for approval.

6. Reviewing, with the management, performance of statutory and internal auditors, and adequacy of the internal control systems.

7. Reviewing the adequacy of internal audit function, if any, including the structure of the internal audit department, staffing and seniority

of the official heading the department, reporting structure coverage and frequency of internal audit.

8. Discussion with internal auditors any significant findings and follow up there on.

9. Reviewing the findings of any internal investigations by the internal auditors into matters where there is suspected fraud or irregularity

or a failure of internal control systems of a material nature and reporting the matter to the board.

10. Discussion with statutory auditors before the audit commences, about the nature and scope of audit as well as post-audit discussion to

ascertain any area of concern.

11. To review the functioning of the Whistle Blower mechanism.

12 Approval of appointment of CFO (i.e., the whole-time Finance Director or any other person heading the finance function or discharging

that function after assessing the qualifications, experience & background, etc. of the candidate if any.

 

13. Carrying out any other function as is mentioned in the terms of reference of the Audit Committee.


Composition

S.No.

Name of the Director

Category

1.

Pulkit Agarwal

Chairperson

2.

Natasha Jain

Member

3.

Nilesh Kumar Jain

Member











Shareholders/Investors Grievance & Risk Management Committee

BROAD TERMS OF REFERENCE

Review the reports submitted by the Registrar & Share Transfer Agent of the company at Half Yearly Intervals.

Interact periodically with Registrar and Transfer Agent to ascertain and look into the quality of company’s Shareholders/

Investors Grievance Redressal System & to review the report on the functioning of the said Shareholders/ Investors

Grievance Redressal System.

Follow up on the implementation of the suggestions for improvement.

  • Review the risk management policy of the company.

Periodically report to the Board about serious concerns if any.


 

 

Composition

S.No.

Name of the Director

Category

1.

Milee Jain

Chairperson

2.

Vikash Jain

Member

3.

Nilesh Kumar Jain

Member










Nomination and Remuneration Committee

Membership


  1. The Chair and members of the Committee shall be appointed by the Board.

  2. The Committee shall comprise of the non-executive directors of which 2/3rd will be Independent directors of the Company.

  3. The Chair shall be the Chairman of the Board.


Role and responsibilities


  • 1. To evaluate and keep under review the size, structure and composition of the Board and make recommendations to the Board on any

  • proposed changes, taking into account the challenges and opportunities facing the Company and the skills, knowledge and experience required.

  • 2. To consider and prepare, for agreement with the Board, a description of the role and competencies required for a particular appointment

  • (executive and non-executive).

  • 3. To identify and recommend to the Board, against the agreed specification, candidates for Board appointments.

  • 4. To review management development and succession planning for top management and executive Board members.

  • 5. To review and make recommendations to the Board on the reappointment of non-executive directors/ independent directors at the

  • expiry of their term of office.

  • 6.To appoint and take advice from independent search consultants and other professional advisers when appropriate.

  • 7. To approve the description of the Committee’s activities and the process that it has followed in relation to Board appointments for inclusion

  • in the annual report each year.

  • 8. To report to the Board on the proceedings of the Committee after each meeting and to make available to Board members the minutes

  • of Committee meetings.


Composition

S.No.

Name of the Director

Status

1.

Pulkit Agarwal

Chairman

2.

Natasha Jain

Member

3.

Nilesh Kumar Jain

Member