1. Director’s Report -Ahmedabad Chapter Programme 21.03.2015 Umesh Ved Practicing Company Secretary

2. “Board’s Report is an important document of Annual Report in which the Board gives a complete review of the performance of the company during the year under review” Umesh Ved & Associates Company Secretaries

3. COMPARISON COMPANIES ACT, 1956COMPANIES ACT, 2013 Section 217 Section 134 Board’s Report Financial statement, Board’s Report, etc. Report of Board of Director’s be ‘ATTACHED’ to BS laid before AGM Separate Section (217) lot of sections make mandate to disclose the facts in Director’s report (92,149,178,186,188,etc.) Umesh Ved & Associates Company Secretaries

4. Provisions Relating to Director’s Report 134 Umesh Ved & Associates Company Secretaries

5. Applicability Financial year commencing on or after 1 st April,2014 Umesh Ved & Associates Company Secretaries

6. Signing of Report & annexure thereto: Chairperson if authorized by Board. If not: Atleast 2 director, one of whom shall be MD If no MD, then by 2 directors Umesh Ved & Associates Company Secretaries

7. Basis of Board Report Stand Alone Financial Statement Separate Section: Including in consolidated financial statement Subsidiary Associate Joint Venture Umesh Ved & Associates Company Secretaries

8. Approval of Board Report To be done at Board meeting {179(3)} Cannot be done by: Circular Resolution Committee Video Conferencing Umesh Ved & Associates Company Secretaries

9. E- filing of Resolution Mgt-14 within 30 days of passing of resolution for approval of Board’s Report Umesh Ved & Associates Company Secretaries

10. Content of Board Report Umesh Ved & Associates Company Secretaries

11. Content of Board Report continued… Extract of Annual Return [32(3)]- MGT-9 No. of Board Meeting Comment on Auditor’ Report Comment on Secretarial Audit Report Particular of Loan & Investment Disclosure of Related Party transaction [188(1)] AOC-2 Dividend Recommended Post Balance sheet events Umesh Ved & Associates Company Secretaries

12. Content of Board Report continued… Risk Management Policy CSR Report on performance of subsidiaries, associates companies and joint ventures. Secretarial Audit Report a) All Listed Companies b) Every Public company paid up share capital 50 crores or more c) Every Public company turnover 250 crores or more Disclosure about cost audit Umesh Ved & Associates Company Secretaries

13. Content of Board Report continued… Constitution of Nomination & Remuneration committee Remuneration or commission of MD/WTD from Holding company or Subsidiary Company 197(14) Vigil Mechanism Composition of Audit Committee 117(8) Recommendations not accepted Umesh Ved & Associates Company Secretaries

14. Content of Board Report continued… Declaration by Independent Director Details relating to Deposit Details of Director & KMP General disclosures Umesh Ved & Associates Company Secretaries

15. Content of Board Report continued… ESOP & Sweat Equity Share Statement of affairs of the company Turnover Profit Production of year Director Perception of Future of Company Order of Court Umesh Ved & Associates Company Secretaries

16. Content of Board Report continued… Details of employees drawing salary above prescribed limits(LISTED) 197(12) Conservation of energy, technology absorption & Foreign exchange dealing Rule 8(3) Director Responsibility Statement 135(4) Umesh Ved & Associates Company Secretaries

17. Other details The names of Companies which have become or ceased to be its Subsidiaries,Joint ventures or associated company during the year. The change in the nature of business, if any; The financial summary or highlights; The details in respect of adequacy of internal financial controls with reference tothe financial Statements. Major evens concerning the company are highlighted. Umesh Ved & Associates Company Secretaries

18. Thank you Umesh Ved & Associates Company Secretaries