Atul Ltd 2011-12

39 2.6 Appointment | cessation during the year  Appointed: Nil  Resigned: Nil  Ceased: Nil 2.7 Remuneration Number Name Remuneration during the year Sitting fees ` Salary and perquisites ` Commission ` Total ` Chairman & Managing Director 1 Mr S S Lalbhai – 95,82,809 1,20,63,480 2,16,46,289 Managing Director 2 Mr S A Lalbhai – 57,54,251 60,31,740 1,17,85,991 Whole time Director 3 Mr B N Mohanan – 73,57,354 – 73,57,354 Independent Directors 4 Mr G S Patel 2,65,000 – 7,95,000 10,60,000 5 Dr S S Baijal 3,00,000 – 9,00,000 12,00,000 6 Mr B S Mehta 2,80,000 – 8,40,000 11,20,000 7 Mr H S Shah 1,00,000 – 3,60,000 4,60,000 8 Mr S M Datta 1,60,000 – 4,80,000 6,40,000 9 Dr K Aparajithan – – – – 10 Mr R A Shah (Alternate Director to Dr K Aparajithan) 1,60,000 – 4,80,000 6,40,000 11 Mr V S Rangan 2,20,000 – 6,60,000 8,80,000 Sitting fees constitute fees paid to Non-executive Directors for attending the Board and Committee meetings of up to ` 20,000 per meeting. Commission to Non-executive Directors was approved by the Members of the Company at the AGM held on August 25, 2008 for a period of five years effective from April 1, 2008 up to 1% of the net profits of the Company. The Board approves, within the aforesaid limit, commission payable to each Non-executive Director. 3. Committees of the Board The Board has constituted the following Committees:  Audit Committee  Share Transfer and Shareholders’ | Investors’ Grievance Committee  Investment Committee  Remuneration Committee 3.1 Audit Committee 3.1.1 Role i) Approving the appointment of CFO ii) Reviewing | Overseeing the financial reporting process and the disclosure of financial information to ensure that the financial statements are correct, sufficient and credible iii) Reviewing matters under the Directors’ Responsibility Statement to be included in the Directors’ Report in terms of Clause (2AA) of Section 217 of the Companies Act, 1956

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