Audit Committee

The Audit Committee presently comprises of four Directors, out of whom three are Independent Directors and one is Non-Executive Director, as follows:

• Mr. Jagdish Toshniwal, Chairman, Independent Director
• Mr. Narinder Singh Kahlon, Non-Executive Director
• Mr. Sanjay Sharma, Independent Director
• Ms. Sudeshna Banerjee, Independent Director

The Members possess adequate knowledge of Accounts, Audit, Finance, etc. The broad terms of reference of the Audit Committee are to review the financial statements before submission to the Board, review the reports of the Statutory and Internal Auditors, review the weaknesses in internal controls, if any, reported by Internal and Statutory Auditors, etc. In addition, the powers and role of the Audit Committee are as laid down under Section 177 of the Companies Act, 2013, and Regulation 18 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015

Stakeholders’ Relationship Committee

The Stakeholders’ Relationship Committee presently comprises of three Directors, out of whom one is Independent Directors, one is Executive Director and one is Non-Executive Director as follows:

• Mr. Narinder Singh Kahlon, Chairman, Non-Executive Director
• Mr. Manoj Kumar Rustagi, Whole-time Director & CEO
• Mr. Jagdish Toshniwal, Independent Director

The broad terms of reference of the Committee are to review the quarterly reports on complaints, share transfers, etc. submitted by the Registrar and Share Transfer Agent of the Company, periodically ascertain and look into the quality of the Company’s Stakeholders’ grievance redressal system, to follow-up on the implementation of suggestions for improvement, if any, to periodically report to the Board about serious concerns, if any, etc.

Nomination & Remuneration Committee

The Nomination & Remuneration Committee comprises of three Directors, out of whom two are Independent Director and one is Non-Executive Director as follows:

• Ms. Sudeshna Banerjee, Chairperson, Independent Director
• Mr. Narinder Singh Kahlon, Non-Executive Director
• Mr. Jagdish Toshniwal, Independent Director

The broad terms of reference of the Nomination & Remuneration Committee are to determine on behalf of the Board and on behalf of the Shareholders, the Company’s remuneration policy, carry out performance evaluation, recommending candidates for Board appointment and such other matters as may from time to time be required by any statutory, contractual or other regulatory requirements to be attended to by such Committee.

Corporate Social Responsibility Committee

The Corporate Social Responsibility Committee comprises of three Directors, out of which one is Independent Director, one is Executive Director and one is Non-Executive Director as follows:

• Ms. Sudeshna Banerjee, Chairperson, Independent Director
• Mr. Manoj Kumar Rustagi, Whole-time Director & CEO
• Mr. Narinder Singh Kahlon, Non-Executive Director

The broad terms of reference of the Corporate Social Responsibility Committee are to recommend the amount of expenditure to be incurred on CSR activities and to monitor the CSR policy from time to time.

Risk Management Committee

The Risk Management Committee comprises of four Directors, out of which two are Independent Directors, one is Executive Director and one is Non-Executive Director as follows:

• Mr. Jagdish Toshniwal, Chairman, Independent Director
• Mr. Narinder Singh Kahlon, Non-Executive Director
• Mr. Manoj Kumar Rustagi, Whole-time Director & CEO
• Mr. Sanjay Sharma, Independent Director

The broad terms of reference of the Risk Management Committee are to oversee the Enterprise Risk Management framework and to periodically review the framework including cyber security, high risks items and opportunities which are emerging or where the impact is substantially changing.