dabur corporate governance ppt

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    Corporate governance of

    Dabur

    By :

    Abhijeet Mehrotra

    Ashish Nath Thakur

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    Established : 1884

    Founder : Dr. S K Burman

    Basic Motive : Manufacture of Ayurvedic Drugs Achieved : By setting up manufacturing units and

    setting up Research and

    Development Labs

    Expanded its product line in the mid 1900s bylaunching Dabur Hair Oil and Chyawanprash

    Added Oral Care Products in the 1970s

    Shifted base from Kolkata to New Delhi in 1972

    Launched Hajmola tablet in 1978

    DABUR -THE BRAND

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    Corporate Governance?????

    Corporate governance involves a set of relationships

    between a companys management, its board, its

    shareholders and other stakeholders ..also the structure

    through which objectives of the company are set, and themeans of attaining those objectives and monitoring

    performance are determined.

    Corporate governance is a multi-faceted subject. An

    important theme is to ensure the accountability of certainindividuals in an organization through mechanisms that try

    to reduce or eliminate the principal-agent problem.

    It is a system of structuring, operating and controlling a

    company

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    Corporate Governance Framework

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    Corporate Governance Dabur way Committed to good Corporate

    Governance benchmarked itself in

    line with global practices.

    Understands and respects its fiduciary

    role in the corporate world

    This attitude has earned recognition

    and has strengthened its bond of trust

    with stakeholders and the society atlarge.

    Has earned Corporate Governance

    Excellence award in 2005

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    Corporate Governance Philosophy

    o It is to achieve business excellence and

    optimize long term value for its shareholderson a sustained basis through ethical businessconduct

    o Envisages attainment of transparency,accountability and equity

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    Some of the initiatives are:

    Professionalization of the board

    Lean and active Board (reduced from 16 to 10 members)

    Less number of promoters on the Board More professionals and independent Directors for better

    management

    Governed through Board committees for Audit,

    Remuneration, Shareholder Grievances, Compensation

    and Nominations

    Meets all Corporate Governance Code requirements of

    SEBI

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    Board of Directors:

    The Board of Directors of the Company represents an

    optimum mix of professionalism, knowledge and

    experience.

    The total strength of the Board of Directors of the

    Company are 12 members.

    Besides Chairman, who is a Non-Executive Promoter

    Director, the Board comprises of three Executive

    Directors (of whom one is Promoter Director),twoNonExecutivePromoter Directors and six Non-

    Executive Independent Directors.

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    Committee ofBoard

    Dabur consists of 4committee

    Audit Committee

    Remuneration cum Compensation Committee

    Shareholders/Investors Grievance and

    Share Transfer Committee

    Nomination Committee

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    Audit Committee

    Oversight of the Company's financial reporting process

    and disclosure of its financial information to ensure

    that the financial statement is correct, sufficient and

    credible.

    Recommending to the Board the appointment, re-

    appointment and, if required, the replacement or

    removal of the statutory auditor and the fixation of

    audit fees. Approval of payment to statutory auditors for any other

    services rendered by the statutory auditors

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    Nomination Committee

    To identify and recommend

    suitable candidates to the Board

    of Directors for appointment as

    members of the Board.

    To engage the services of

    consultants and seek their help in

    the process of identifying

    candidates for appointments tothe Board.

    To decide the remuneration of

    consultants engaged by the

    Committee.

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    Remuneration cum Compensation

    Committee Framing and implementing, on behalf of the Board and on

    behalf of the shareholders, a credible and transparent

    policy on remuneration of Executive Directors, including

    ESOP, pension rights and any compensation payment.

    Considering, approving and recommending to the Board

    changes in designation and increase in salary of the

    Executive Directors.

    Ensuring that the remuneration policy is good enough toattract, retain and motivate the Directors.

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    Shareholders/Investors Grievance

    and Share Transfer Committee

    Transfer/Transmission of shares.

    Split-up/Sub-division and Consolidation

    of shares.

    Dematerialization/ materialization of

    Shares.

    Issue of new and duplicate share

    certificates.

    Registration of Power of Attorneys,

    Probate, Letters of Transmission or

    similar other documents

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    Conclusion

    Corporate governance practices exert great influence

    on the performance of the company.

    Shareholders should ensure that the composition of

    Board of Directors is a balanced mix of independent

    directors and management appointees. This would help

    keep a check on the internal processes of the company.

    Companies which are having good governance

    practices will have good image among the investorsand public as a whole.

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    THANK YOU!!!!