Page 69 - Kolte Patil AR 2019-20

The Company is committed to adhere to the highest standards of IEPF due to technical reasons, the Company will ensure the timely
ethical, moral and legal conduct of business operations. To maintain compliance in future.
these standards, the Company encourages its employees who have Kolte-Patil I-Ven Townships (Pune) Limited and Kolte-Patil
concerns about suspected misconduct whether by the Directors, Real Estate Private Limited are the material subsidiaries of the
employees, vendors or customers and to come forward and express Company. Pursuant to Regulation 24A of SEBI (Listing Obligations
these concerns without fear of punishment or unfair treatment. and Disclosure Requirements) Regulations, 2015, the Secretarial
The report received from employees will be reviewed by Audit Audit Report of material subsidiaries are annexed to this report as
Committee. The Directors and Management Personnel are obligated Annexure VIII and IX.
to maintain confidentiality of such reporting and ensure that the
whistle blowers are not subjected to any discriminatory practices. 22. Secretarial Standards
No person has been denied access to the Audit Committee.
The Institute of Company Secretaries of India had revised the
The said policy can be accessed at https://www.koltepatil.com/ Secretarial Standards on Meetings of the Board of Directors (SS-1)
assets/uploads/corporate_governance/1571392266961516182.pdf and Secretarial Standards on General Meetings (SS-2) with effect
from 01 October 2017. The Company is in compliance with the
18. Nomination and Remuneration Committee revised secretarial standards.
The Nomination and Remuneration Committee of the Company
comprises of following members: 23. Corporate Governance Certificate
Report on Corporate Governance for the Financial Year 2019-
Name of the Member Designation Category 20, as stipulated under SEBI (Listing Obligations and Disclosure
Mr. Jayant Pendse Chairman Independent Director Requirements) Regulations, 2015 is presented in a separate section
Mr. Prakash Gurav Member Independent Director forming part of the Annual Report.
Mr. G. L. Vishwanath Member Independent Director
The Company has obtained the Compliance certificate for the
Mrs. Manasa Vishwanath Member Independent Director Financial Year 2019-20 from the Statutory Auditors i.e. M/s. Deloitte
Mr. Umesh Joshi Member Independent Director Haskins & Sells LLP for the compliance of conditions of corporate
Mrs. Sunita Kolte Member Non-Executive Director governance as stipulated in Regulation 34 (3) real with Part E of
Schedule V of SEBI (Listing Obligations and Disclosure Requirements)
19. Managerial Remuneration Regulations, 2015.
The Details required as per Rule 5(1) and (2) of the Companies 24. Risk Management Policy
(Appointment and Remuneration of Managerial Personnel) Rules, The Company has constituted Risk Management Committee
2014 are given in Annexure V to the Directors report. comprising 6 members, in which 3 members are Independent

20. Employee Stock Option Scheme Directors. The Risk Management Committee has approved the Risk
Management Policy. The Committee monitors the policy, ensures
The Nomination and Remuneration Committee of the Board of that the Company is acting appropriately to achieve prudent
Directors of the Company, inter alia, administers and monitors the balance between the risk and reward and evaluates significant risk
Employees’ Stock Option Scheme of the Company in accordance exposures and assesses the management’s actions to mitigate the
with the applicable SEBI Guidelines. exposures.
The applicable disclosures as stipulated under the SEBI Guidelines
as on 31 March 2020 (cumulative position) with regard to the 25. Directors’ Responsibility Statement
Employees’ Stock Option Scheme (ESOS) are provided in Annexure Your Directors state that:
VI to this Report. a) in the preparation of the annual accounts for the year ended
21. Secretarial Audit Report 31 March 2020, the applicable accounting standards read with
requirements set out under Schedule III to the Act, have been
Pursuant to Section 204 of the Companies Act 2013, the Company followed and there are no material departures from the same;
had appointed M/s. SVD & Associates, Company Secretaries, Pune
as its Secretarial Auditors to conduct the secretarial audit of the b) the Directors have selected such accounting policies and
Company for the Financial Year 2019-20. The Report of Secretarial applied them consistently and made judgements and
Auditor for the Financial Year 2019-20 is annexed to this report as estimates that are reasonable and prudent so as to give a
Annexure VII. There was delay in transfer of unclaimed dividend to true and fair view of the state of affairs of the Company as at

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