sandesh essay

Topics: Corporate governance, Board of directors, Executive director Pages: 5 (1284 words) Published: November 17, 2013
Sandesh ltd

About the company:
Sandesh is a Gujarat-based publishing house. The company's daily Sandesh is published from Ahmedabad, Surat , Baroda and Rajkot. It is also publishing a weekly magazine for women called 'STREE' and also launched monthly publicaiton on Astrology viz 'JYOTISH-DEEP'. The company is also engaged in leasing activities.

During 1996-97, it undertook a new project in the form of a new printing press at Vastrapur, Ahmedabad with an outlay of Rs 13 crores, which commenced commercial production in Mar'98. The company had put up printing press at Bhavnagar. During 1999-2000, the printing press at Vastrapur commenced printing operations. In July 2001, the hon'ble high court of Ahmedabad, Gujarat approved the scheme of amalgamations of its wholly owned subsidiaries, Shubhkamna Investments, Sarvashanti Investment and Swarpan Investment with the company with effect from April 2000. The company has also shifted its administrative office to its new building at Bodakdev during the year. A Health Care Division viz 'Sandesh Health Care' was commenced during 2001-02. To market Beautycare,Herbal & Ayurvedic products this division was inauguarated.

BRIEF STATEMENT ON COMPANY’S PHILOSOPHY ON CODE OF CORPORATE GOVERNANCE: This Company firmly believes that Good Corporate Governance in any organization needs to be principle-based as well as simple, moral, accountable, responsive and transparent (SMART). The philosophy of the Company is to attain the highest standards of Corporate Governance by ensuring transparency in all its actions & operations and to maximize values of its stakeholders. The Company fully complies with all the provisions and stipulations laid down in the guidelines on the corporate governance as provided in Clause 49 of the Listing Agreements with the Stock Exchanges. This philosophy of the Company would ensure that it follows highest standards of professionalism, integrity, accountability, fairness, transparency, social responsiveness and best business practices.

The Board of Directors of the Company consists of the Directors having varied experience in different areas and acknowledged as leading professionals in their respective fields. The composition of the Board is in conformity with the provisions of Clause 49 of the Listing Agreement. Shri Falgun bhai Patel, Managing Director, is the Chairman of the Board. The Board of Directors of the Company consists of: 2 Promoter-Executive Directors.

1Promoter-Non-Executive Director.
1Additional & Professional-Executive Director.
3 Independent Non-Executive Directors and one Additional-Independent-Non Executive Director. Details of Membership/Chairmanship of Audit Committees and Shareholders’/Investors’ Grievance Committees only are considered in terms of Clause-49 of the Listing Agreement.

Hon’ble Justice Dr. Jitendra Bhatt had resigned as the Director effective from October 17, 2012. Shri Sandeep Singhi was appointed as an Additional Director effective from November 09, 2012.

Shri Yogesh Jani was appointed as an Additional Executive Director effective from February 12, 2013. Shri Ravindra Dhariwal had resigned as the Director effective from March 14, 2013. All the relevant information about production, sales, financial results, loan & investments, capital expenditure proposals, share transfers, demat/remat compliance, status of statutory dues payment etc., are regularly placed before the Board for their review/approval. The Board, on quarterly basis, reviews the compliance reports of the applicable laws submitted by the heads of the respective departments/divisions. AUDIT COMMITTEE

The constitution of the Audit Committee of the Board of Directors of the Company is in conformity with the provisions of section 292A of the Companies Act, 1956 read with the provisions of Clause-49 of the Listing Agreement with the Stock Exchanges. The Audit Committee was reconstituted and now consists of:

Shri Mukesh...
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