A detailed note on the Board and its committees is provided under the Corporate Governance Report section in this Annual Report. The composition of the committees and compliances, as per the applicable provisions of the Act and Rules, are as follows: Name of the Committee Composition of the Committee Highlights of roles and responsibilities Audit committee Mrs. Aparna Surabhi (C) Mr. N Sri Vishnu Raju (M) (upto 21.10.2023) Mr. Rajesh Thakur Ahuja (M) Mr. M P Vijay Kumar (M) Dr V Nagaraja Naidu (M) Mr. A V Girijakumar (M) (w.e.f 21.10.2023) • All recommendations made by the audit committee during the year were accepted by the Board. • Reviewing, with the management, the quarterly financial statements before submission to the Board for approval. • Approval or any subsequent modification of transactions of the Company with related parties. • Reviewing, with the management, the performance of statutory auditors and internal auditors, adequacy of internal control systems, etc. Nomination and Remuneration Committee Mrs. Aparna Surabhi (C) (w.e.f 21.10.2023) Mr. N Sri Vishnu Raju (C) (upto 21.10.2023) Mr. Rajesh Thakur Ahuja (M) Mr. M P Vijay Kumar (M) Mr. A V Girijakumar (M) (w.e.f 21.10.2023) • The committee oversees and administers executive compensation, operating under a written charter adopted by our Board of Directors. • The nomination and remuneration committee has framed the nomination and remuneration policy. Corporate Social Responsibility Committee Mr. Rajesh Thakur Ahuja (C) Mr. N Sri Vishnu Raju (C) (upto 21.10.2023) Mrs. N Bhuvaneswari (M) Mr. A V Girijakumar (M) (w.e.f 21.10.2023) • To formulate and recommend to the Board, a Corporate Social Responsibility (CSR) Policy indicating activities to be undertaken by the Company in compliance with provisions of the Companies Act, 2013 and rules made there under. • To monitor the implementation of the CSR Policy of the Company from time to time Stakeholders Relationship Committee Dr. V Nagaraja Naidu (C) Mr. N Sri Vishnu Raju (C) (upto 21.10.2023) Mr. Rajesh Thakur Ahuja (M) Mrs. N Bhuvneswari(M) Mr. A V Girijakumar (M) (w.e.f 21.10.2023) • The committee reviews and ensures redressal of investor grievances. • The committee noted that all the grievances of the investors have been resolved during the year. Risk Management Committee Mr. Rajesh Thakur Ahuja (C) Mr. N Sri Vishnu Raju (C) (upto 21.10.2023) Mrs. Aparna Surabhi (M) Mrs. N Bhuvaneswari (M) Mr. A V Girijakumar (M) (w.e.f 21.10.2023) • The purpose of the committee is to assist the Board in fulfilling its corporate governance with regard to the identification, evaluation & mitigation of operational, strategic and environmental risks efficiently and effectively. • The Company has developed and implemented a risk management framework that includes identification of elements of risk, if any, which in the opinion of the Board may threaten the existence of the Company. Management Committee Mrs. N Bhuvaneswari (C) (w.e.f 21.10.2023) Mr. N Sri Vishnu Raju (C) (upto 21.10.2023) Mrs. Aparna Surabhi (M) Mr. M P Vijay Kumar (M) Mr. A V Girijakumar (M) (w.e.f 21.10.2023) • Setting the strategic direction to guide and direct the activities of the organization; • Ensuring the effective management of the organization and its activities; and • Monitoring the activities of the organization to ensure they are in keeping with the founding principles, objects and values. Board's Report STRATEGIC REVIEW STATUTORY REPORT FINANCIAL STATEMENTS 68 32ND ANNUAL REPORT 2023-24 | HERITAGE FOODS LTD
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