Corporate Governance

Corporate Governance is a concept in the heart of which lies the immutable principles which dictates the essence on which a company should ethically conduct the affairs of the business. Ethics connote the commitment of the company towards its shareholders / stakeholders, creditors, business associates, the state and the employees at large. Strong Corporate Governance is indispensable to a resilient and vibrant corporate entity. The principles on which the good corporate governance is based are simple principles of fairness, transparency and accountability.

Broadly speaking, Corporate Governance denotes the following:

• Direction and control of the affairs of a company;
• Establishing a system whereby directors of companies are entrusted with responsibilities and duties in relation to the direction of a company's affair;
• A system of structuring, operating and controlling a company with specific aims of fulfilling the long-term strategy goal of the owners;
• Consideration and care for the interest of the employees;
• Taking account of the needs of the environment and the local community;
• Maintaining excellent relations with both customers and suppliers;
• Maintaining proper compliance with all the applicable legal and regulatory requirements;
• A system of accountability primarily directed towards the shareholder in addition to maximising the welfare of shareholders.

As mandatory under Clause 49 of the Listing Agreement, the company has complied with the conditions of Corporate Governance by establishment of a framework for compliance with the SEBI regulations. Information has so forth been disclosed on the following issues for the financial year 2004 – 05