Page 123 - BCML AR 2019-20

BALRAMPUR CHINI MILLS LIMITED

Remuneration Policy thereof. The Directors are paid @ H40,000/- for attending each
The Policy on Selection & Remuneration of Directors, Key meeting of the Board and H20,000/- for attending each meeting of
Managerial Personnel and other employees and on Board Diversity the Committees thereof, except for Audit Committee. The sitting
as recommended by the Nomination & Remuneration Committee fees for attending each meeting of Audit Committee is H40,000/-.
and approved by the Board of Directors is annexed to the Board’s The aggregate annual commission payable to the Non-Executive
Report and is also available on the Company’s website. Directors is upto one percent of the net profit of the Company
or H125 Lacs (effective from 1st April, 2019), plus applicable taxes,
The Non- Executive Directors do not have any pecuniary relationship/ whichever is lower, in such proportion and manner as fixed by the
transaction with the Company in their personal capacity other Board of Directors.
than Commission (not exceeding the limits prescribed under the
Companies Act, 2013) and Sitting Fees and reimbursement of The Commission payable to the Managing Director is at the rate of
expenses for attending meetings of the Board and Committees one percent of the net profit of the Company, subject to a ceiling of
H360 Lacs p.a.

Details of remuneration paid / payable to the Directors for the year ended 31st March, 2020 and their shareholding as on that date is as under:
Name of the Salary (H) Perquisites Commission Sitting Total (H) Service Contract/Notice Shareholding
Directors / Benefits (H) Fees (H) period/ Severance Fees (Equity) (No.)
(H)
Shri Vivek 2,40,00,000 36,43,030 3,60,00,000 - 6,36,43,030 Term of office valid upto 3,58,69,184
Saraogi 31.03.2022. No notice period
and no severance fees
Late (Shri) R. N. - - - 4,20,000 4,20,000 Ceased to be director due to sad Nil
Das demise on 03.12.2019
Shri D.K. Mittal - - 21,00,000 4,60,000 25,60,000 Re-appointed as Independent Nil
Director from 01.04.2019 to
31.03.2024
Shri Krishnava - - 14,00,000 2,80,000 16,80,000 Re-appointed as Independent Nil
Dutt Director from01.04.2019 to
31.03.2024
Smt. Novel S - - - 40,000 40,000 Resigned w.e.f. 31.05.2019 Nil
Lavasa
Shri Sakti Prasad - - 14,00,000 8,00,000 22,00,000 Appointed as Independent Nil
Ghosh Director upto 30.09.2020
Dr. Arvind 25,10,000 6,42,374 - - 31,52,374 Term of office valid upto 15,713
Krishna Saxena 31.07.2022 subject to re-
appointment after retirement by
rotation. No notice period, no
severance fees
Shri Sumit - - 21,00,000 3,00,000 24,00,000 Appointed as Independent Nil
Mazumder Director upto 30.04.2021
Shri Naresh - - 14,00,000 3,00,000 17,00,000 Liable to retire by rotation. Nil
Dayal
Ms. Veena - - 8,20,000 1,00,000 9,20,000 Appointed as Additional Nil
Hingarh Independent Director w.e.f.
31.08.2019
Note – The Company’s contributions to provident fund have been shown under head ‘Benefits’ in the above Table. Commission relates to the
financial year 2019-20 and shall be paid after the 44th Annual General Meeting. Sitting Fees and Commission are net off GST. None of the
Directors of the Company hold any convertible instruments of the Company.
Other terms and conditions of appointment of the Independent Directors have been disclosed on the website of the Company at the
following web-link:
http://chini.com/wp-content/uploads/2018/07/Terms_and_conditions_of_appointment_of_Non-Executive_Independent_Director.pdf

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