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GODFREY PHILLIP'S
-INDIA LIMITED
Name of the Director | Qualifications Experience
Names of other companies in
which he holds directorship
of the Board and membership!
chairmanship of
of the Board*
3. Mr. O.P. Vaish
B ComI,
M.A. (Fco.), ILM.
Served for 8 years in the Indian Revenue
Service and for another 8 years as Chief
1. The India Thermit Corporation
Limited
(Taxation Division), ACCI
Founded the law firm Vaish Associates,
2. International Travel House
proprietary firm and is now designated as
himated
Senior Advocate of the Supreme Court of
3. PNB Finance & Industries
india. (The law firm was taken over by those
Limited
who were part of the proprietary firm)
14.
mthebice (India)
1, Past President of FID Chamber of
Linnted
Commerce.
2. Member, Board of Governors, International
Centre for Attemate Disputes Resolution
(CADE.
3. Honorary President, International Fiscal
Association - India.
4. Member, Advisory Board of American India
Foundation
5. Member, Board of Trustees, Centre for Civil
Society.
6. Member, Board of Governors, International
Management Institute (IMD
7. Member, Advisory Board, Westem
International University, USA,
8. Past Director of Rotary International and
past Trustee of Rotary Foundation.
9. Chairman, Rotary Foundation (India)
10, Chairman, Rotary Blood Bank,
New Della
11. Member, ACCI Executive Committee.
12. Government Nominee to the Institute of
Chartered Accountants of India
Excludes directorships in private limited companies, foreign companies, alternate directorships and also
memberships of Managing Committees of various chambers bodies. Represents memberships chairmanships of
Audit Committee and Shareholders Investors Grievances Committee (excluding private companies).
(vi) Legal Compliances
Periodical status of various statutory compliances are put before audit committee and Board from time to time
and no material instances of non-compliances were noticed during the financial year.
(vil) Code of Conduct
The Company has a Code of business conduct applicable to the Board members and senior management
team of the Company. Such Code of conduct is posted on the website of the Company.
All the Board members and senior management team have affirmed compliance with the Code of conduct as
above for the financial year ended 31* March, 2010. A declaration signed by Mr. KK Modi, President &
Managing Director as the Chief Executive Officer of the Company is annexed to this report.
AUDIT COMMITTEE
Composition and terms of reference
The Board of Directors of the Company have constituted an Audit Committee comprising of three non-executive
independent directors namely Mr. O. P. Vaish, Mr. Anup N. Kothari and Mr. Lalit Bhasin, in pursuance of the
provisions of Section 292A of the Companies Act, 1956. The terms of reference of the Audit Committee cover
all the areas specified in Section 292A of the Companies Act, 1956 as well as those specified in clause 49 of
the Listing Agreement In pursuance of SEBI's Circular No. SEBI CED/ DIL CG/ 1/ 2004/ 12/ 10 dated 29%
October, 2004, the Board of Directors have revised the terms of reference of the committee so as to meet the
requirements of the amended clause 49. Audit Committee of the Company consists of members who are
financially literate and Mr. O.P. Vaish, Chairman of the Audit Committee possesses accounting and related
financial management expertise by virtue of his long experience in the relevant areas. Mr. Sanjay Gupta,
Company Secretary acts as the Secretary to the Committee.
15
Source: https://www.industrydocuments.ucsf.edu/docs/jybx0223

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