Amal Ltd 2017-18

Amal Ltd | Annual Report 2017-2018 15.1.1 Mr Y S Vyas was appointed as the Chief Financial Officer effective January 14, 2018 and Mr S R Kalra ceased to be a Chief Financial Officer effective January 13, 2018. 15.2 Remuneration The Remuneration Policy of the Key Managerial Personnel and other employees consists of the following: 15.2.1 Components: i) Fixed pay: a. Basic salary b. Allowances c. Perquisites d. Retirals ii) Variable pay 15.2.2 Factors for determining and changing fixed pay: a. Existing compensation b. Education c. Experience d. Salary bands e. Performance f. Market benchmark 15.2.3 Factors for determining and changing variable pay: a. Business performance b. Individual performance c. Grade 16. Analysis of remuneration The information required pursuant to Sections 134 (3)(q) and197(12) of the Companies Act, 2013 read with Rule 5 of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 is given at page number 21. The Company is not required to disclose the information required as there were no employee during 2017-18 drawing remuneration exceeding the limit specified. 17. Management Discussion and Analysis The Management Discussion and Analysis Report covering performance is given at page number 22. 18. Corporate Governance Report 18.1 Statement of declaration given by the Independent Directors. The Independent Directors have given declarations under Section 149(6) of the Companies Act, 2013. 18.2 Report The Corporate Governance Report is given at page number 23. Details about the number of meetings of the Board held during 2017-18 are given at page number 26. The composition of the Audit Committee is given at page number 29. All the recommendations given by the Audit Committee were accepted by the Board. 18.3 Whistle-blowing Policy The Board, on the recommendation of the Audit Committee, had approved a vigil mechanism (Whistle-blowing Policy). The policy provides an independent mechanism for reporting and resolving complaints pertaining to unethical behaviour, actual or suspected fraud and violation of the Code of Conduct of the Company and is displayed on the website (of the Company) at https://www.amal.co.in/investors/ policies No personnel has been denied access to the Audit Committee. 18.4 Secretarial Standards Secretarial Standards as applicable to the Company were followed and complied with during 2017-18. 19. Acknowledgements The Board expresses its sincere thanks to all the employees, customers, suppliers, lenders, regulatory and Government authorities, Stock Exchange and investors for their support. For and on behalf of the Board of Directors Mumbai (S S Lalbhai) April 20, 2018 Chairman