Regulation 46 of SEBI LODR
Corporate Governance
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Corporate Governance Philosophy
Finolex Industries Limited is committed and always strives to achieve optimum performance at all levels by adhering to corporate governance practices. We maximize shareholder value while safeguarding and promoting the interests of other stakeholders and maintaining a commitment to ethics and code of conduct. We believe that our company shall go beyond adherence to regulatory framework. Our corporate structure, business, operations and disclosure practices have been strictly aligned to our Corporate Governance Philosophy. The Company believes that adherence to high standards of corporate governance is essential for sustained corporate growth. Our corporate governance practices believes are:
- -Fair and transparent business practices
- -Effective management control by Board
- -An optimum combination of promoter, executive, independent and women directors on the Board
- -Accountability for performance
- -Monitoring of executive performance by the Board
- -Compliance of laws
- -Transparent and timely disclosure of financial management information and performance.
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Board of Directors and Composition of Board CommitteesBoard of Directors (“the Board”)
The Board provides strategic direction to the company’s senior management and oversees the interests of all stakeholders. Finolex Industries Board consists of eminent individuals with diverse experience and expertise.
The Company follows a Policy on Board Diversity and inducts eminent individuals from diverse fields as directors on its Board. The Board members possess expertise and insights in sectors/area relevant to the Company and have the ability to contribute to the Company’s growth.
The list of core skills/expertise/competencies identified by the Board is as under:
- -Qualification, expertise and professional experience of the Directors in their respective fields;
- -Financial Literacy;
- -Leadership;
- -Board service and governance; and
- -Regulatory, administration and legal.
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MR. PRAKASH P. CHHABRIAExecutive ChairmanMR. PRAKASH P. CHHABRIAExecutive Chairman
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MRS. RITU P. CHHABRIANon Executive - Non Independent DirectorMRS. RITU P. CHHABRIANon Executive - Non Independent Director
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MRS. KANCHAN U. CHITALENon-Executive - Independent DirectorMRS. KANCHAN U. CHITALENon-Executive - Independent Director
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MR. SAURABH S. DHANORKARNon-Executive - Non Independent DirectorMR. SAURABH S. DHANORKARNon-Executive - Non Independent Director
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MR. AJIT VENKATARAMANManaging DirectorMR. AJIT VENKATARAMANManaging Director
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MR. SAUMYA CHAKRABARTIDirector - TechnicalMR. SAUMYA CHAKRABARTIDirector - Technical
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Mr. Debabrata SarkarIndependent DirectorMr. Debabrata SarkarIndependent Director
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Mr. Aditya SapruIndependent DirectorMr. Aditya SapruIndependent Director
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Mr. Munesh KhannaIndependent DirectorMr. Munesh KhannaIndependent Director
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Mr. Rajesh RathiIndependent DirectorMr. Rajesh RathiIndependent Director
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Mr. Vijay BhattIndependent DirectorMr. Vijay BhattIndependent Director
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Mr. Pradeep UdhasIndependent DirectorMr. Pradeep UdhasIndependent Director
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Audit Committee
The Audit Committee monitors the financial performance and internal controls of the company. The Audit Committee reviews financial results before placing them on the Board. It also reviews internal audit reports on a periodical basis through audit plans, audit findings and the promptness of issue resolution through follow-ups. All members of the Audit Committee are financially literate and have accounting or related financial management expertise.
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Mr. Vijay N. BhattIndependent Director, ChairmanMr. Vijay N. BhattIndependent Director, Chairman
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Mr. Rajesh B. RathiIndependent Director, MemberMr. Rajesh B. RathiIndependent Director, Member
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Mrs. Kanchan U. ChitaleIndependent Director, MemberMrs. Kanchan U. ChitaleIndependent Director, Member
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Mr. Saurabh S. DhanorkarNon-Executive – Non-Independent Director, MemberMr. Saurabh S. DhanorkarNon-Executive – Non-Independent Director, Member
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Mr. Munesh KhannaIndependent Director, MemberMr. Munesh KhannaIndependent Director, Member
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Mr. Aditya SapruIndependent Director, MemberMr. Aditya SapruIndependent Director, Member
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Mr. Debabrata SarkarIndependent Director, MemberMr. Debabrata SarkarIndependent Director, Member
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Stakeholders' Relationship Committee
The Stakeholders Relationship Committee specifically look into various aspects of interest of shareholders, debenture holders and other security holders. The Committee tasked with resolving the grievances of security holders, reviewing measures taken for effective exercise of voting rights by stakeholders, adherence to the service standards adopted by the Company in respect of various services being rendered by the Registrar & Share Transfer Agent, reviewing various measures and initiatives taken by the Company for reducing the quantum of unclaimed dividends and ensuring timely receipt of dividend warrants/annual reports/statutory notices by the shareholders of the company.
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Mr. Munesh KhannaIndependent Director, ChairmanMr. Munesh KhannaIndependent Director, Chairman
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Mr. Vijay N. BhattIndependent Director, MemberMr. Vijay N. BhattIndependent Director, Member
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Mr. Prakash P. ChhabriaExecutive Chairman, MemberMr. Prakash P. ChhabriaExecutive Chairman, Member
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Mr. Saurabh S. DhanorkarNon-Executive – Non-Independent Director, MemberMr. Saurabh S. DhanorkarNon-Executive – Non-Independent Director, Member
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Mr. Aditya SapruIndependent Director, MemberMr. Aditya SapruIndependent Director, Member
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Mr. Rajesh B. RathiIndependent Director, MemberMr. Rajesh B. RathiIndependent Director, Member
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Mr. Debabrata SarkarIndependent Director, MemberMr. Debabrata SarkarIndependent Director, Member
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Mrs. Kanchan U. ChitaleIndependent Director, MemberMrs. Kanchan U. ChitaleIndependent Director, Member
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Corporate Social Responsibility Committee
Our Corporate Social Responsibility (CSR) is driven by the principles laid by the Company’s founder, late Mr. Pralhad P. Chhabria - a man who believed that one has to look for opportunities to help people even if that service demands sacrifice.
Our endeavor to meaningfully contribute to society continues to drive us to be better. In partnership with Mukul Madhav Foundation (MMF), which has relentlessly worked on our behalf to carry out CSR activities, we have been able to help those who need us most. The Foundation has been working in the healthcare arena to provide financial assistance to patients, organize free health camps, offer infrastructure support to healthcare institutions and promote better health and hygiene practices. We also support education at all levels. Along with this, we also focus on areas like social and community welfare, Sanitation, water conservation and women empowerment. Our support is extended to frontline warriors, daily wage earners and migrant workers, the marginalized, flood victims, vulnerable children and senior citizens who are in need throughout the country.
The Board has constituted a Corporate Social Responsibility (CSR) Committee and also framed the corporate social responsibility policy.
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Mrs. Ritu P. ChhabriaNon-Executive – Non-Independent Director, ChairpersonMrs. Ritu P. ChhabriaNon-Executive – Non-Independent Director, Chairperson
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Mr. Prakash P. ChhabriaExecutive Chairman, MemberMr. Prakash P. ChhabriaExecutive Chairman, Member
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Mr. Saurabh S. DhanorkarNon-Executive – Non-Independent Director, MemberMr. Saurabh S. DhanorkarNon-Executive – Non-Independent Director, Member
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Mrs. Kanchan U. ChitaleIndependent Director, MemberMrs. Kanchan U. ChitaleIndependent Director, Member
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Mr. Debabrata SarkarIndependent Director, MemberMr. Debabrata SarkarIndependent Director, Member
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Mr. Vijay N. BhattIndependent Director, MemberMr. Vijay N. BhattIndependent Director, Member
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Mr. Aditya SapruIndependent Director, MemberMr. Aditya SapruIndependent Director, Member
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Mr. Rajesh B. RathiIndependent Director, MemberMr. Rajesh B. RathiIndependent Director, Member
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Mr. Munesh KhannaIndependent Director, MemberMr. Munesh KhannaIndependent Director, Member
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Risk Management Committee
The Company has a robust risk management framework to identify, evaluate business risks and opportunities. This framework seeks to create transparency, minimize adverse impact on the business objectives and enhance the Company’s competitive advantage.
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Mrs. Kanchan U. ChitaleIndependent Director, ChairpersonMrs. Kanchan U. ChitaleIndependent Director, Chairperson
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Mr. Prakash P. ChhabriaExecutive Chairman, MemberMr. Prakash P. ChhabriaExecutive Chairman, Member
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Mr. Saurabh S. DhanorkarNon-Executive – Non-Independent Director, MemberMr. Saurabh S. DhanorkarNon-Executive – Non-Independent Director, Member
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Mr. Vijay N. BhattIndependent Director, MemberMr. Vijay N. BhattIndependent Director, Member
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Mr. Rajesh B. RathiIndependent Director, MemberMr. Rajesh B. RathiIndependent Director, Member
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Mr. Munesh KhannaIndependent Director, MemberMr. Munesh KhannaIndependent Director, Member
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Mr. Aditya SapruIndependent Director, MemberMr. Aditya SapruIndependent Director, Member
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Mr. Debabrata SarkarIndependent Director, MemberMr. Debabrata SarkarIndependent Director, Member
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Mr. Ajit VenkataramanManaging Director, MemberMr. Ajit VenkataramanManaging Director, Member
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Nomination & Remuneration Committee
The Company recognizes the importance of attracting, retaining and motivating personnel of high calibre and talent for the purpose of ensuring efficiency and high standard in the conduct of its affairs and achievement of its goals besides securing the confidence of the shareholders in the sound management of the Company. For the purpose of attaining these ends, the Company has constituted a Nomination and Remuneration Committee which is entrusted with the task of devising a transparent, reasonable and fair policy of remuneration for its directors, key managerial personnel and other employees.
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Mr. Debabrata SarkarIndependent Director, ChairmanMr. Debabrata SarkarIndependent Director, Chairman
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Mrs. Kanchan U. ChitaleIndependent Director, MemberMrs. Kanchan U. ChitaleIndependent Director, Member
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Mr. Saurabh S. DhanorkarNon-Executive – Non-Independent Director, MemberMr. Saurabh S. DhanorkarNon-Executive – Non-Independent Director, Member
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Mr. Aditya SapruIndependent Director, MemberMr. Aditya SapruIndependent Director, Member
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Mr. Rajesh B. RathiIndependent Director, MemberMr. Rajesh B. RathiIndependent Director, Member
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Mr. Munesh KhannaIndependent Director, MemberMr. Munesh KhannaIndependent Director, Member
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Mr. Vijay N. BhattIndependent Director, MemberMr. Vijay N. BhattIndependent Director, Member
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Share Transfer Committee
The Share Transfer Committee is entrusted to consider and approve the transfer and transmission of securities, issue of duplicate share/debenture certificates, split, consolidation of share/debenture and any other assignment as directed by the Board from time to time.
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Mrs. Kanchan U. ChitaleIndependent Director, ChairpersonMrs. Kanchan U. ChitaleIndependent Director, Chairperson
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Mr. Saurabh S. DhanorkarNon-Executive – Non-Independent Director, MemberMr. Saurabh S. DhanorkarNon-Executive – Non-Independent Director, Member
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Mr. Prakash P. ChhabriaExecutive Chairman, MemberMr. Prakash P. ChhabriaExecutive Chairman, Member
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Mr. Ajit VenkataramanManaging Director, MemberMr. Ajit VenkataramanManaging Director, Member
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Mr. Saumya ChakrabartiDirector – Technical, MemberMr. Saumya ChakrabartiDirector – Technical, Member
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Disclaimer
DISCLAIMER
Finolex Industries Limited endeavours to ensure that the data and other material in this section are correct and complete, but does not accept liability for any error made or omission from this section. We take every care and precaution to ensure that information published is accurate when posted and regularly updated, but we do not guarantee its accuracy and we may change the information at any time without notice. We publish this data "as is" without any warranty of any kind, express or implied. Finolex Industries Limited shall not be liable for any claims or losses of any nature, arising indirectly or directly from use of the data or material on this section or unauthorized access to this section or otherwise howsoever arising (except to the extent required by law). The information contained in the Key Financial Statistics, Interactive Charts or Share Prices and Graphs is not an invitation to invest in the shares, or any other products or services or otherwise deal in these or enter into a contract with Finolex Industries or any other company. The information provided should not be relied upon in connection with any investment decision. You must take appropriate steps to verify this information before acting upon it. The past performance of "Finolex Industries" cannot be relied upon as a guide to its future performance. The price of shares and the income derived from them can go down as well as up and investors may not recoup the amount originally invested. The information in the Share Prices and Graphs is displayed at a lag of around 30 minutes. You may print copy of parts of the information in this section as you may reasonably require for your own personal use provided that any copy has attached to it any relevant proprietary notices and/or disclaimers. Statements in this section describing the Company's objectives, projections, estimates, expectations may be "forward looking statements" within the meaning of applicable securities laws and regulations. Actual results could differ materially from those expressed or implied. Important factors that could make a difference to the Company's operations include, among others, economic conditions affecting demand / supply and price conditions in the domestic and overseas markets in which the Company operates, changes in Government regulations, tax laws and other statutes and incidental factors.
