Corporate Governance in listed Companies – Clause 49 of the Listing Agreement

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....e Managing Director/Executive Director/Administrator of all the Stock Exchanges Dear Sir/Madam, Sub: Corporate Governance in listed Companies - Clause 49 of the Listing Agreement SEBI, vide circular SEBI/CFD/DIL/CG/1/2004/12/10 dated October 29, 2004, issued the revised clause 49 of the listing agreement, which was to come into effect by April 1, 2005. Since it was brought to SEBI's notice that....

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....paid to non-executive directors as authorized by the Companies Act, 1956 would not require the previous approval of shareholders. * Certification of internal controls and internal control systems by CEO/ CFO would be for the purpose for financial reporting. In view of the above, certain changes have to be incorporated in the revised Clause 49, details of which are placed in Annexure I The Stoc....

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....ey accept responsibility for establishing and maintaining internal controls for financial reporting and that they have evaluated the effectiveness of internal control systems of the company pertaining to financial reporting and they have disclosed to the auditors and the Audit Committee, deficiencies in the design or operation of such internal controls, if any, of which they are aware and the step....