

108
•
Annual Report 2016-17
All the members of the Committee are onancially literate whereas the Chairman of the Committee is a onancial
management e[pert. Table 3 gives the composition of the Audit Committee of the Board of Directors as on
March 31, 2017:
Table 3: Composition of the Audit Committee
Name of the Director
Category
Mr. Kiran Umrootkar
Chairman of the Committee and Independent Director
Mr. Pradeep Bhargava
Independent Director
Mr. Sanjay Bhattacharyya
Independent Director
Mr. Mritunjay Singh
E[ecutive Director and President – Services
In addition to the Audit Committee members, Statutory Auditors, Chief Financial Ofocer, Chief Planning Ofocer,
Head – Internal Audit, Chief People Ofocer, Chief Admin Ofocer, Division Heads, other e[ecutives and Divisional Heads
are invited to the Audit Committee Meetings, on need basis.
Necessary information such as Management Discussion and Analysis of onancial performance and results of
operations, statement of signiocant related party transactions submitted by the management, management letters /
letters of internal control weaknesses issued by the statutory auditors, internal audit reports relating to internal control
weaknesses and the terms relating to internal auditors in terms of Regulation 18 of the /isting Regulations are reviewed
by the Audit Committee.
The Committee considers for approving all the material Related Party Transactions of the Company. The Committee
meets statutory auditors without the e[ecutive management in every quarter.
The Company Secretary of the Company is the Secretary of the Committee.
The Committee has the following powers and responsibilities including but not limited to -
i.
To oversee the Company’s onancial reporting process and the disclosure of its onancial information to ensure that
the onancial statements are correct, sufocient and credible
ii. To review, with the management, annual onancial statements and auditor’s report before submission to the Board
for approval, with particular reference to -
a) Matters required to be included in the Directors’ Responsibility Statement to be included in the Board’s report
in terms of Clause (5) of Section 134 of the Companies Act, 2013
b) Changes, if any, in accounting policies and practices and reasons for the same
c) Major accounting entries involving estimates based on the e[ercise of judgement by management
d) Signiocant adjustments made in the onancial statements arising out of audit ondings
e) Compliance with the listing and other legal requirements relating to onancial statements
f) Disclosure of any related party transactions
g) 4ualiocations in the draft audit report.
iii. To review, with the management, the quarterly onancial statements and auditor’s report before submission to the
Board for approval
iv. To recommend to the Board, the appointment, re-appointment and if required, the replacement or removal of the
statutory auditor and o[ation of audit fees
v. To grant approval of payment to statutory auditors for any other services rendered by the statutory auditors
vi. To hold discussion with the 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
vii. To review management letters / letters of internal control weaknesses issued by the statutory auditors
viii. To recommend appointment, removal and terms of remuneration of the Chief Internal Auditor
i[. To hold discussion with Internal Auditors on any signiocant ondings and follow up there on