
Corporate Governance
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Corporate Governance Philosophy
Finolex Industries Limited is committed and always strives to achieve optimum performance at all levels by adhering to corporate governance practices. We maximize shareholder value while safeguarding and promoting the interests of other stakeholders and maintaining a commitment to ethics and code of conduct. We believe that our company shall go beyond adherence to regulatory framework. Our corporate structure, business, operations and disclosure practices have been strictly aligned to our Corporate Governance Philosophy. The Company believes that adherence to high standards of corporate governance is essential for sustained corporate growth. Our corporate governance practices believes are:
- -Fair and transparent business practices
- -Effective management control by Board
- -An optimum combination of promoter, executive, independent and women directors on the Board
- -Accountability for performance
- -Monitoring of executive performance by the Board
- -Compliance of laws
- -Transparent and timely disclosure of financial management information and performance.
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Board of Directors and Composition of Board CommitteesBoard of Directors (“the Board”)
The Board provides strategic direction to the company’s senior management and oversees the interests of all stakeholders. Finolex Industries Board consists of eminent individuals with diverse experience and expertise.
The Company follows a Policy on Board Diversity and inducts eminent individuals from diverse fields as directors on its Board. The Board members possess expertise and insights in sectors/area relevant to the Company and have the ability to contribute to the Company’s growth.
The list of core skills/expertise/competencies identified by the Board is as under:
- -Qualification, expertise and professional experience of the Directors in their respective fields;
- -Financial Literacy;
- -Leadership;
- -Board service and governance; and
- -Regulatory, administration and legal.
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MR. PRAKASH P. CHHABRIAExecutive ChairmanMR. PRAKASH P. CHHABRIAExecutive Chairman
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MS. BHUMIKA L. BATRANon-Executive - Independent DirectorMS. BHUMIKA L. BATRANon-Executive - Independent Director
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MRS. RITU P. CHHABRIANon Executive - Non Independent DirectorMRS. RITU P. CHHABRIANon Executive - Non Independent Director
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MRS. KANCHAN U. CHITALENon-Executive - Independent DirectorMRS. KANCHAN U. CHITALENon-Executive - Independent Director
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MR. SAURABH S. DHANORKARNon-Executive - Non Independent DirectorMR. SAURABH S. DHANORKARNon-Executive - Non Independent Director
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MR. AJIT VENKATARAMANManaging DirectorMR. AJIT VENKATARAMANManaging Director
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DR. DEEPAK R. PARIKHNon-Executive - Independent DirectorDR. DEEPAK R. PARIKHNon-Executive - Independent Director
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MR. PRADEEP R. RATHINon-Executive - Independent DirectorMR. PRADEEP R. RATHINon-Executive - Independent Director
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MR. ANAMI N. ROYNon-Executive - Independent DirectorMR. ANAMI N. ROYNon-Executive - Independent Director
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MR. SAUMYA CHAKRABARTIDirector - TechnicalMR. SAUMYA CHAKRABARTIDirector - Technical
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Audit Committee
The Audit Committee monitors the financial performance and internal controls of the company. The Audit Committee reviews financial results before placing them on the Board. It also reviews internal audit reports on a periodical basis through audit plans, audit findings and the promptness of issue resolution through follow-ups. All members of the Audit Committee are financially literate and have accounting or related financial management expertise.
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MR. PRADEEP R. RATHINon-Executive - Independent Director, ChairpersonMR. PRADEEP R. RATHINon-Executive - Independent Director, Chairperson
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MS. BHUMIKA L. BATRANon-Executive - Independent Director, MemberMS. BHUMIKA L. BATRANon-Executive - Independent Director, Member
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MRS. KANCHAN U. CHITALENon-Executive - Independent Director, MemberMRS. KANCHAN U. CHITALENon-Executive - Independent Director, Member
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MR. SAURABH S. DHANORKARNon-Executive - Non Independent Director, MemberMR. SAURABH S. DHANORKARNon-Executive - Non Independent Director, Member
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DR. DEEPAK R. PARIKHNon-Executive - Independent Director, MemberDR. DEEPAK R. PARIKHNon-Executive - Independent Director, Member
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MR. ANAMI N. ROYNon-Executive - Independent Director, MemberMR. ANAMI N. ROYNon-Executive - Independent Director, Member
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Stakeholders' Relationship Committee
The Stakeholders Relationship Committee specifically look into various aspects of interest of shareholders, debenture holders and other security holders. The Committee tasked with resolving the grievances of security holders, reviewing measures taken for effective exercise of voting rights by stakeholders, adherence to the service standards adopted by the Company in respect of various services being rendered by the Registrar & Share Transfer Agent, reviewing various measures and initiatives taken by the Company for reducing the quantum of unclaimed dividends and ensuring timely receipt of dividend warrants/annual reports/statutory notices by the shareholders of the company.
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MR. ANAMI N. ROYNon-Executive - Independent Director, ChairpersonMR. ANAMI N. ROYNon-Executive - Independent Director, Chairperson
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MS. BHUMIKA L. BATRANon-Executive - Independent Director, MemberMS. BHUMIKA L. BATRANon-Executive - Independent Director, Member
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MR. PRAKASH P. CHHABRIAExecutive Chairman, MemberMR. PRAKASH P. CHHABRIAExecutive Chairman, Member
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MR. SAURABH S. DHANORKARNon-Executive - Non Independent Director, MemberMR. SAURABH S. DHANORKARNon-Executive - Non Independent Director, Member
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DR. DEEPAK R. PARIKHNon-Executive - Independent Director, MemberDR. DEEPAK R. PARIKHNon-Executive - Independent Director, Member
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MR. PRADEEP R. RATHINon-Executive - Independent Director, MemberMR. PRADEEP R. RATHINon-Executive - Independent Director, Member
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Corporate Social Responsibility Committee
Our Corporate Social Responsibility (CSR) is driven by the principles laid by the Company’s founder, late Mr. Pralhad P. Chhabria - a man who believed that one has to look for opportunities to help people even if that service demands sacrifice.
Our endeavor to meaningfully contribute to society continues to drive us to be better. In partnership with Mukul Madhav Foundation (MMF), which has relentlessly worked on our behalf to carry out CSR activities, we have been able to help those who need us most. The Foundation has been working in the healthcare arena to provide financial assistance to patients, organize free health camps, offer infrastructure support to healthcare institutions and promote better health and hygiene practices. We also support education at all levels. Along with this, we also focus on areas like social and community welfare, Sanitation, water conservation and women empowerment. Our support is extended to frontline warriors, daily wage earners and migrant workers, the marginalized, flood victims, vulnerable children and senior citizens who are in need throughout the country.
The Board has constituted a Corporate Social Responsibility (CSR) Committee and also framed the corporate social responsibility policy.
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MRS. RITU P. CHHABRIANon-Executive - Non Independent Director, ChairpersonMRS. RITU P. CHHABRIANon-Executive - Non Independent Director, Chairperson
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MS. BHUMIKA L. BATRANon-Executive - Independent Director, MemberMS. BHUMIKA L. BATRANon-Executive - Independent Director, Member
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MR. PRAKASH P. CHHABRIAExecutive Chairman, MemberMR. PRAKASH P. CHHABRIAExecutive Chairman, Member
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MRS. KANCHAN U. CHITALENon-Executive - Independent Director, MemberMRS. KANCHAN U. CHITALENon-Executive - Independent Director, Member
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MR. SAURABH S. DHANORKARNon-Executive - Non Independent Director, MemberMR. SAURABH S. DHANORKARNon-Executive - Non Independent Director, Member
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MR. AJIT VENKATARAMANManaging DirectorMR. AJIT VENKATARAMANManaging Director
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DR. DEEPAK R. PARIKHNon-Executive - Independent Director, MemberDR. DEEPAK R. PARIKHNon-Executive - Independent Director, Member
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MR. PRADEEP R. RATHINon-Executive - Independent Director, MemberMR. PRADEEP R. RATHINon-Executive - Independent Director, Member
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MR. ANAMI N. ROYNon-Executive - Independent Director, MemberMR. ANAMI N. ROYNon-Executive - Independent Director, Member
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Risk Management Committee
The Company has a robust risk management framework to identify, evaluate business risks and opportunities. This framework seeks to create transparency, minimize adverse impact on the business objectives and enhance the Company’s competitive advantage.
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MRS. KANCHAN U. CHITALENon-Executive Independent Director, ChairpersonMRS. KANCHAN U. CHITALENon-Executive Independent Director, Chairperson
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MS. BHUMIKA L. BATRANon-Executive Independent Director, MemberMS. BHUMIKA L. BATRANon-Executive Independent Director, Member
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MR. PRAKASH P. CHHABRIAExecutive Chairman, MemberMR. PRAKASH P. CHHABRIAExecutive Chairman, Member
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MR. SAURABH S. DHANORKARNon-Executive - Non Independent Director, MemberMR. SAURABH S. DHANORKARNon-Executive - Non Independent Director, Member
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MR. AJIT VENKATARAMANManaging DirectorMR. AJIT VENKATARAMANManaging Director
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DR. DEEPAK R. PARIKHNon-Executive Independent Director, MemberDR. DEEPAK R. PARIKHNon-Executive Independent Director, Member
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MR. PRADEEP R. RATHINon-Executive Independent Director, MemberMR. PRADEEP R. RATHINon-Executive Independent Director, Member
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MR. ANAMI N. ROYNon-Executive Independent Director, MemberMR. ANAMI N. ROYNon-Executive Independent Director, Member
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Nomination & Remuneration Committee
The Company recognizes the importance of attracting, retaining and motivating personnel of high calibre and talent for the purpose of ensuring efficiency and high standard in the conduct of its affairs and achievement of its goals besides securing the confidence of the shareholders in the sound management of the Company. For the purpose of attaining these ends, the Company has constituted a Nomination and Remuneration Committee which is entrusted with the task of devising a transparent, reasonable and fair policy of remuneration for its directors, key managerial personnel and other employees.
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MS. BHUMIKA L. BATRANon-Executive - Independent Director, ChairpersonMS. BHUMIKA L. BATRANon-Executive - Independent Director, Chairperson
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MRS. KANCHAN U. CHITALENon-Executive - Independent Director, MemberMRS. KANCHAN U. CHITALENon-Executive - Independent Director, Member
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MR. SAURABH S. DHANORKARNon-Executive - Non Independent Director, MemberMR. SAURABH S. DHANORKARNon-Executive - Non Independent Director, Member
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DR. DEEPAK R. PARIKHNon-Executive - Independent Director, MemberDR. DEEPAK R. PARIKHNon-Executive - Independent Director, Member
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MR. PRADEEP R. RATHINon-Executive - Independent Director, MemberMR. PRADEEP R. RATHINon-Executive - Independent Director, Member
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MR. ANAMI N. ROYNon-Executive - Independent Director, MemberMR. ANAMI N. ROYNon-Executive - Independent Director, Member
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Share Transfer Committee
The Share Transfer Committee is entrusted to consider and approve the transfer and transmission of securities, issue of duplicate share/debenture certificates, split, consolidation of share/debenture and any other assignment as directed by the Board from time to time.
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MRS. KANCHAN U.CHITALENon-Executive Independent Director, ChairpersonMRS. KANCHAN U.CHITALENon-Executive Independent Director, Chairperson
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MS. BHUMIKA L. BATRANon-Executive - Independent Director, MemberMS. BHUMIKA L. BATRANon-Executive - Independent Director, Member
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MR. PRAKASH P. CHHABRIAExecutive Chairman, MemberMR. PRAKASH P. CHHABRIAExecutive Chairman, Member
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MR. SAURABH S. DHANORKARNon-Executive - Non Independent Director, MemberMR. SAURABH S. DHANORKARNon-Executive - Non Independent Director, Member
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MR. AJIT VENKATARAMANManaging DirectorMR. AJIT VENKATARAMANManaging Director
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DR. DEEPAK R. PARIKHNon-Executive - Independent Director, MemberDR. DEEPAK R. PARIKHNon-Executive - Independent Director, Member
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MR. PRADEEP R. RATHINon-Executive - Independent Director, MemberMR. PRADEEP R. RATHINon-Executive - Independent Director, Member
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MR. ANAMI N. ROYNon-Executive - Independent Director, MemberMR. ANAMI N. ROYNon-Executive - Independent Director, Member
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Finance Committee
The Finance Committee is tasked with reviewing various financial proposals for financial investments, borrowings and giving recommendations to the Audit Committee/Board.
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MR. PRAKASH P. CHHABRIAExecutive Director, ChairpersonMR. PRAKASH P. CHHABRIAExecutive Director, Chairperson
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MS. BHUMIKA L. BATRANon-Executive - Independent Director, MemberMS. BHUMIKA L. BATRANon-Executive - Independent Director, Member
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MRS. KANCHAN U. CHITALENon-Executive - Independent Director, MemberMRS. KANCHAN U. CHITALENon-Executive - Independent Director, Member
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MR. SAURABH S. DHANORKARNon-Executive - Non Independent Director, MemberMR. SAURABH S. DHANORKARNon-Executive - Non Independent Director, Member
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MR. AJIT VENKATARAMANManaging DirectorMR. AJIT VENKATARAMANManaging Director
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DR. DEEPAK R. PARIKHNon-Executive - Independent Director, MemberDR. DEEPAK R. PARIKHNon-Executive - Independent Director, Member
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MR. PRADEEP R. RATHINon-Executive - Independent Director, MemberMR. PRADEEP R. RATHINon-Executive - Independent Director, Member
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MR. ANAMI ROYNon-Executive - Independent Director, MemberMR. ANAMI ROYNon-Executive - Independent Director, Member
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