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Corporate Governance Reporting Practices Effect on Shareholder Value: A Study of Private Sector Banks in India

Ravneet Kaur#1, Dr. Rajinder Kaur#2

#1Department of Commerce, Desh Bhagat College, Bardwal (Dhuri)

India, ravneetbinner@yahoo.com, 9464763181

#2 Department of Commerce, Punjabi University, Patiala

India, rajindergb@yahoo.com, 9872259600

Abstract

Corporate Governance is a set of systems and processes which ensures that the company is managed in the best interests of all the stakeholders. The basic objective of corporate governance is to maximise the shareholders value while protecting the interests of stakeholders. In other, words the main objective of corporate governance is to lay stress on profit maximisation as well as social responsibility and towards the wealth maximisation of shareholders. In the present study an attempt has been made to study the effect of corporate governance practices on shareholder value creation.

Introduction

Corporate Governance is the current exhortation in India as well as the world over. It involves human, social, economic and political governance. Government issued various guidelines from time to time for the improvement of corporate governance in different institutions. The basic objective of corporate governance is to maximise the shareholders value while keeping in view the interests of other stakeholders such as suppliers, customers, creditors, the employees of the company, the government and the society at large. So, the main objective of corporate governance is to lay stress on profit maximisation as well as social responsibility and towards the wealth maximisation of shareholders. A company creates shareholders value when returns generated by it exceed the opportunity cost to its owners. Shareholder value, in simple terms, is the market value of a common stock and shareholder value creation is the increase in the market value of that stock. After liberalisation of Indian Economy, the companies were giving least preference to shareholders interest but due to removal of government protection, severe legislative control on stock market by establishment of Securities and Exchange Board of India to protect shareholders interest, increased participation of foreign investors in the equity capital of Indian companies the concept of shareholder value was considered by the companies. The shareholders are now getting enriched by the presence and knowledge of foreign investors. They have become more assertive and demanding and take no time to shift their investment from underperforming companies to high performance companies. In the present study an attempt has been made to study the effect of corporate governance practices on shareholder value creation.

Review of Literature

A large number of studies have been conducted to study the concept of shareholder wealth creation by using economic value added and market added as a tool to measure shareholder wealth creation and effect of corporate governance practices on shareholder wealth creation. An attempt has been made to review the existing literature.

Thampy and Baheti (2000) in their paper measure the performance of both public and private sector banks in India using the EVA yardstick. The results of the study revealed that most banks in the public and private sector, as well as the development financial institutions in India are not earning positive EVA. They concluded that return on capital employed by these financial firms is less than the cost of capital. In other words the return on investor’s capital is less than the opportunity cost of capital which means that investor’s wealth is being destroyed to the extent to which the returns are lower than what would have been required.

Verma (2001) in his paper examined shareholder wealth created (based on EVA) by 28 Indian public and private sector banks listed on Bombay stock exchange for the period of five years between 1996-97 to 2000-01. He found that over 80 percent of selected banks were unable to earn a sufficient return to meet their cost of capital. Strong correlation was found between EVA and Return on Invested Capital. Increasing Correlation was found between EVA and Enterprise Value/ Invested Capital which showed that market is increasingly focusing on value creation and rewarding banks which increase shareholders value. Earning per Share and price earnings showed poor correlation with EVA. Cost of Capital showed stronger correlation with EVA as against cost of equity.

Jahur and Riyadh (2002) in their paper analysed the performance of 39 Bangladesh banking companies through EVA for period 2001. A rank correlation between EVA and other parameters used for judging the performance of banks indicated that ranking under return on assets, net profit, profit per employee and deposit per employee have close resemblances to the ranking under EVA, whereas the ranking under interest income and spread does not match with the ranking under EVA. They concluded that banks should replace other performance measures with EVA and eventually would get to be judged by the extent of value generated for shareholders over and above the weighted average cost of capital.

Desai and Ferri (2006) in a case study discussed the concept of EVA and its practical applications as a management control system for performance measurement. From the analysis of literature reviewed, it appears that there is no reported study on EVA and managerial performance particularly in developing countries. Therefore, research is needed to understand the basic issues involved in such countries and their comparison of EVA with other developed economies.

Raiyani and Joshi (2009) in their found out whether Indian Banks were able to create (or destroy) shareholders wealth since 2005-06 to 2007-08. For the purpose of study State Bank of India and HDFC banks were taken. Findings revealed that public sector bank SBI lead in creating shareholder value in rupee terms due to their invested capital gives higher return so as to generate a consistent amount of profit, where in private sector bank HDFC was at top in terms of percentage because the amount of invested capital was low compared to public sector banks.

Research Methodology

The population for study is private sector banks listed in India. For the purpose of study 10 banks from private sector were selected. The study was conducted for the period of 9 years i.e. 2005-06 to 2013-14. To study the effect of corporate governance practices, bank-wise governance score has been calculated by dividing the total score obtained by the bank during particular year by the total score applicable to bank.

To study the shareholder value creation Economic value added and Market value added were computed by using given formulas and to study the effect of corporate governance practices on shareholder value creation Pearson’s correlation coefficient was used.

EVA=Adjusted Net Profit-(Capital*Cost of Capital)

where,

Adjusted Net Profit is profit after tax plus depreciation less non-recurring income plus non recurring expenses adjusted for tax.

Capital includes equity capital plus retained earnings.

Cost of equity= Risk free Rate+(Beta*Market Premium)

Market Value Added=365 days average market capitalisation-Average net worth/Average capital employed*100.

Results and Discussion

Following are the results relating to effect of corporate governance practices on the shareholders value based on Pearson’s correlation coefficient.


Table 1

S.No.

Governance Score

2005-06

2006-07

2007-08

2008-09

2009-10

2010-11

2011-12

2012-13

2013-14

Increase

or Decrease in

2013-14 over

2005-06

% Increase or

decrease in

2013-14 over

2005-06

Name of Bank

Private Banks

1

Axis Bank

48.42 (9)

51.05 (6)

50 (9)

51.58 (9)

55.79 (9)

63.16 (5)

63.68 (6)

63.68 (6)

63.68 (6)

15.26

31.52

2

City Union Bank

44.21 (10)

44.21 (9)

52.63 (6)

57.89 (6)

59.47 (6)

63.68 (4)

63.68 (6)

63.68 (6)

63.68 (6)

19.47

44.03

3

Dhanlaxmi Bank

54.74 (5)

54.74 (4)

56.84 (4)

60.53 (5)

60.53 (5)

62.63 (6)

64.21 (5)

64.21 (5)

64.21 (5)

9.47

17.29

4

Federal Bank

60.53 (3)

60.53 (2)

63.16 (2)

65.26 (3)

66.32 (4)

66.32 (3)

66.32 (4)

66.32 (4)

66.32 (4)

5.79

9.57

5

HDFC

55.79 (4)

55.79 (3)

56.32 (5)

56.32 (7)

56.32 (8)

56.84 (8)

57.37 (8)

57.37 (8)

57.37 (8)

1.58

2.83

6

ICICI

53.68 (6)

53.68 (5)

56.32 (5)

62.63 (4)

72.63 (1)

73.16 (1)

73.16 (2)

73.16 (2)

73.16 (2)

19.48

36.29

7

Indus Ind

62.11 (2)

60.53 (2)

61.05 (3)

71.58 (1)

71.58 (3)

72.11 (2)

73.68 (1)

73.68 (1)

73.68 (1)

11.57

18.63

8

Ing Vys

50.53 (7)

50.53 (7)

52.11 (7)

55.79 (8)

58.95 (7)

59.47 (7)

61.58 (7)

61.58 (7)

61.58 (7)

11.05

21.87

9

J&k Bank

48.95 (8)

48.95 (8)

51.05 (8)

51.05 (10)

51.05 (10)

51.58 (9)

53.16 (9)

53.16 (9)

53.16 (9)

4.21

8.6

10

Karnataka Bank

67.89 (1)

67.89 (1)

69.47 (1)

70 (2)

72.11 (2)

72.11 (2)

72.11 (3)

72.11 (3)

72.11 (3)

4.22

6.22

Bank wise Total Governance Score of Private Sector Banks

(The figures in parentheses show the rank)


.

Table 1 shows bank wise total governance score of private sector banks during 2005-06 to 2013-14. The companies have been ranked in the descending order to their governance score in each of 9 years of study. The Bank wise Governance score has been calculated by dividing the total score obtained by a bank during a particular year by the total score applicable to that bank during that year. The Governance score has been calculated in percentages so as to make the governance score of the banks comparable during the study period. The total governance score has increased for all the private sector banks during 2013-14 over 2005-06. The banks with maximum improvement in governance score during 2011-12 over 2005-06 have been City union bank (44.03%), ICICI bank (36.29%), Axis Bank (31.52%), Ing Vys (21.87%). The banks which have scored top position in private sector banks during the period of study include Karnataka Bank with 67.89 per cent score in 2005-06 and 2006-07. Karnataka Bank also scored high score in 2007-08 with total governance score of 69.47 percent. Indus Ind bank with 71.58 percent score in 2008-09, ICICI bank with 72.63 percent score in 2009-10 and 73.16 percent score in 2010-11, Indus Ind with 73.68 percent score in 2013-14 have scored top position. Other private sector banks which have scored high in private sector banks followed by top position banks include Karnataka Bank with 70 percent and 72.11 percent score in 2008-09 and 2009-10 to 2010-11, ICICI bank with 73.16 percent during 2011-12 to 2013-14. The banks with minimum score have been city union bank (44.21%) during 2005-06 and 2006-07, Axis Bank (50) during 2007-08, J&K Bank (51.05%) during 2008-09 to 2010-11 and J&K Bank (53.16) percent during 2011-12 to 2013-14.

Table 2 shows economic value added of private sector banks for the period under study. All the banks failed to generate EVA during 2005-06, 2007-08, 2009-10 and 2010-11. The banks which have created highest negative EVA were Karnataka Bank (-42.13 percent) during 2005-06, Indus Ind Bank (-3.33 percent), (-32.43 percent) during 2006-07 and 2007-08. ICICI Bank (-71.42 percent), (-32.99 percent) during 2009-10and 2010-11, Dhanlaxmi Bank (-0.33 percent), (-2.79 percent) and (-47.03 percent) during 2011-12 to 2013-14. City Union Bank created maximum Eva (11.17 percent) during 2006-07, ICICI Bank (73.27 percent) during 2008-09, Axis Bank (34.81 percent) during 2011-12, Jammu and Kashmir Bank (15.15 percent), (9.39 percent) during 2012-13 and 2013-14.


Table 2

Bank-wise Economic Value Added of Private Sector Banks

S.

No.

Economic value Added→

Name of Bank↓

2005-06

2006-07

2007-08

2008-09

2009-10

2010-11

2011-12

2012-13

2013-14

Private Sector Banks

1

2

3

4

5

6

7

8

9

1.

Axis Bank Ltd.

-13.6

9.29

-14.09

72.6

-51.12

-18.73

34.81

9.41

-7.07

2.

City Union Bank Ltd.

-16.11

11.17

-9.54

37.63

-30.75

-5.05

19.36

8.59

1.83

3.

Dhanlaxmi Bank Ltd.

-22.61

5.76

-5.92

40.56

-53.37

-23.35

-0.33

-2.79

-47.03

4.

Federal Bank Ltd.

-26.22

3.89

-14.53

36.51

-35.89

-14.31

22.39

6.86

-10.94

5.

HDFC Bank Ltd.

-18.85

8.85

-13.48

55.77

-31.35

-11.74

23.67

11.88

-0.22

6.

ICICI Bank Ltd.

-40.34

1.75

-23.91

73.27

-71.42

-32.99

26.98

5.93

-8.81

7.

ING Vysya Bank Ltd.

-36.95

-1.38

-18.27

46.92

-41.13

-13.42

19.99

6.88

-7.89

8.

IndusInd Bank Ltd.

-36.73

-3.33

-32.43

70.54

-67.96

-27.52

33.9

7.49

-5.3

9.

Jammu & Kashmir Bank Ltd.

-9.83

3.64

-5

29.85

-15.22

-2.31

18.8

15.15

9.39

10.

Karnataka Bank Ltd.

-42.13

1.25

-5.34

42.25

-31.19

-20.64

20.56

5.78

-11.79





























Table 3 shows market value added by private sector banks in India. In Private Sector banks, HDFC Bank (27.89 percent), (31.5 percent), (23.49 percent), (28.39 percent), (33.62 percent), (75.47 percent) and (23.47 percent) during 2005-06, 2006-07, 2008-09 to 2011-12 and 2013-14 have generated maximum MVA. City Union Bank (97.99 percent) during 2007-08 and Indus Ind Bank (33.34 percent) during 2012-13 have generated maximum MVA. The banks which have highest negative MVA are Dhanlaxmi Bank (-0.94 percent), (-0.61 percent) during 2005-06 and 2006-07, Federal Bank (-3.01 percent), (-1.2 percent) during 2008-09 and 2009-10, Karnataka Bank (-2 percent), (-4.68 percent) and (-5.39 percent) during 2011-12 to 2013-14.

Table 3

Bank-wise Market Value Added of Private Sector Banks

S.

No.

Market value Added→

Name of Bank↓

2005-06

2006-07

2007-08

2008-09

2009-10

2010-11

2011-12

2012-13

2013-14

Private Sector Banks

1

2

3

4

5

6

7

8

9

1.

Axis Bank Ltd.

11.74

13.41

23.98

9.84

14.66

18

10.25

5.25

1.48

2.

City Union Bank Ltd.

-0.79

-0.01

97.99

-2.82

-0.72

3.36

2.16

1.09

-2.96

3.

Dhanlaxmi Bank Ltd.

-0.94

-0.61

8.54

1.81

5.37

6

-0.53

-4.33

-4.46

4.

Federal Bank Ltd.

2.81

1.69

9.54

-3.01

-1.2

2.97

2.72

-1.65

14.88

5.

HDFC Bank Ltd.

27.89

31.5

37.94

23.49

28.39

33.62

75.47

27.76

23.74

6.

ICICI Bank Ltd.

13.95

14.36

22.15

3.97

10.15

17.04

15.29

4.45

3.26

7.

ING Vyasa Bank Ltd.

2.53

3.48

9.76

-0.98

3.63

3.93

3.55

1.06

4.56

8.

IndusInd Bank Ltd.

3.08

1.53

6.59

-1.15

15.89

21.61

36.36

33.34

18.16

9.

Jammu & Kashmir Bank Ltd.

1.67

1.84

4.45

-0.82

-0.5

1.25

0.22

-1.87

-1.62

10.

Karnataka Bank Ltd.

1.5

1.97

6.89

0.02

-0.06

2.82

-2

-4.68

-5.39

































Table 4 shows descriptive statistics of private sector banks. The minimum governance score has increased from 44.21 percent to 53.16 percent during the period 2005-06 to 2013-14. The mean governance score has increased from 54.99 percent to 64.89 percent during 2005-06 to 2013-14. It has been found that both MVA and EVA range from negative to positive values, whereas average MVA has decreased to 5.17 percent during 2013-14 from 6.34 percent during 2005-06 and average EVA has increased in negative from -26.34 percent to -8.78 percent during the same period. The standard deviation has been high in EVA during 2005-06, 2008-09, 2009-10, 2010-11 and 2012-13 which shows that there has been more variation in EVA in comparison to MVA during these years and high variation in MVA than EVA was found during 2006-07, 2007-08 and 2011-12 to 2013-14.


Table 4

Descriptive Statistics: Private Sector Banks

Year

Variables

Minimum

Maximum

Mean

Median

Std. Deviation

2005-06

Total Score %

44.21

67.89

54.99

54.74

7.25

MVA %

-0.94

27.89

6.34

2.67

9.06

EVA%

-42.13

-9.83

-26.34

-24.42

11.9

2006-07

Total Score%

44.21

67.89

55.09

54.74

6.88

MVA %

-0.61

31.5

6.92

1.91

10.14

EVA%

-3.33

11.17

4.08

3.77

4.73

2007-08

Total Score %

50

69.47

56.89

56.32

6.13

MVA %

4.45

97.99

22.78

9.65

28.45

EVA%

-32.43

-5

-14.25

-13.78

8.8

2008-09

Total Score %

51.05

71.58

60.26

59.21

7.11

MVA %

-3.01

23.49

3.04

-0.4

8.13

EVA%

29.85

73.27

50.59

44.59

16.34

2009-10

Total Score %

51.05

72.63

62.48

60

7.69

MVA %

-1.2

28.39

7.56

4.5

9.71

EVA%

-71.42

-15.22

-42.94

-38.51

17.81

2010-11

Total Score %

51.58

73.16

64.11

63.42

7.07

MVA %

1.25

33.62

11.06

4.97

10.9

EVA%

-32.99

-2.31

-17

-16.52

9.59

2011-12

Total Score %

53.16

73.68

64.89

63.95

6.74

MVA %

-2

75.47

14.35

3.14

24.33

EVA%

-0.33

34.81

22.01

21.48

9.75

2012-13

Total Score %

53.16

73.68

64.89

63.95

6.74

MVA %

-4.68

33.34

6.04

1.08

13.39

EVA%

-2.79

15.15

7.52

7.19

4.65

2013-14

Total Score %

53.16

73.68

64.89

63.95

6.74

MVA %

-5.39

23.79

5.17

2.37

10.23

EVA%

-47.03

9.39

-8.78

-7.48

14.94

Table 5

Relationship between Corporate Governance and Shareholder Value Analysis

(Pearson’s Correlatio n Coefficient: Private Sector Banks )

Year

Variables

Total Score %

EVA%

MVA%

2005-06

Total Score %

1

-0.632*

-0.64

EVA%

-0.632*

1

-

MVA%

-0.64

-

1

2006-07

Total Score %

1

-0.402

-0.03

EVA%

-0.402

1

-

MVA%

-0.03

-.

1

2007-08

Total Score %

1

. -0.227

-0.311

EVA%

-0.227

1

-

MVA%

-0.311

-.

1

2008-09

Total Score %

1

0.407

0.866**

EVA%

0.407

1

-

MVA%

0.866**

-

1

2009-10

Total Score %

1

-0.320

-0.298

EVA%

-0.320

1

-

MVA%

-0.298

-

1

2010-11

Total Score %

1

-0.503

-0.249

EVA%

-0.503

1

-

MVA%

-0.249

-

1

2011-12

Total Score %

1

.004

-0.379

EVA%

.004

1

-

MVA%

-0.379

-

1

2012-13

Total Score %

1

-0.536

-0.360

EVA%

-0.536

1

-

MVA%

-0.360

-

1

2013-14

Total Score %

1

-0.326

-0.267

EVA%

-0.326

1

-

MVA%

-0.267

-

1

* Correlation is significant at the 0.05 level (2-tailed)

* *Correlation is significant at the 0.01 level (2-tailed)

Table 5 shows Pearson’s Correlation Coefficient for private sector banks. The findings revealed positive but low degree insignificant correlation between corporate governance and EVA during 2008-09 and 2011-12. During other years there has been negative but low degree insignificant correlation except in 2005-06 when relationship has been negative (-0.632), moderate and also significant at 0.05 level. On the other hand, positive (0.866) and moderate degree correlation (significant at 0.01level) has been found between corporate governance score of private sector banks and MVA during 2008-09, while low degree negative and insignificant correlation has been found between corporate governance and MVA during other years of study.

Conclusion

There has been improvement in the total governance score of all private sector banks. But the percentage disclosure is still low. So, banks should make effect to increase the corporate governance reporting disclosure so trust of stakeholders raises. It has been observed that during different years the correlation was positive and negative in private sector banks but it was low and insignificant. Thus, it may be concluded that there is no meaningful correlation exist between corporate governance reporting practices of banks and shareholder value creation based upon either EVA or MVA.

References

Chauhan, Shikha (2009), “Corporate Governance Practices in India- A comparative Study of Pharmaceutical and IT Industry”, Ph.D Thesis submitted to Department of Commerce, Punjabi University, Patiala.

Desai, A. M. & Ferri, F. (2006), “Understanding Economic Value Added”, downloaded from

http://harvardbusinessonline.hbsp.harvard.edu/b02/en/comman/item_detail.jhtml?

id=206016.

Jahu, Mohammad Saleh and Riyadh, Al Nahian (2002), “Economic Value Added as a Management Tool- A study on selected Banking Companies in Bangladesh”, Bank Posikrama, Volume XXVII, No. 1, March, pp. 46-63.

Raiyani, Jagdish R. and Joshi, Nilesh K. (2009), “EVA Based Performance Measurement: A Case Study of SBI And HDFC Bank”, downloaded from www.inflibnet.ac.in/ojs/index.php/MI/article/viewFile/913/832

Thampy, Ashok and Baheti, Rajiv (2000), “Economic Value Added in Banks and Development Financial Institutions”, downloaded from www.iimb.ernet.in/research/sites/default/files/wp.iimb_.149.pdf

Verma, B.P. (2001), “Economic Value Addition by Indian Banks: A Study”, downloaded from http://utiicm.com/bpv^59


Appendix:

Item include in Total Governance Score

Mandatory items

Corporate governance philosophy

1. Composition of Board of Directors

B) Disclosure about Board of Directors

2. Category of Directors ( Promoters, executive directors)

3. Board meetings

a) Number of metings held and date

b) Compliance with minimum number of meetings with maximum gap

c) Details of attendance of each director on board meetings

d) Membership on other boards/ board committees

4. Non executive directors compensation and disclosure

5. Information on code of conduct for all board members and senior management of the company

6. Declaration by CEO regarding compliance with code of conduct

7. Audit committee brief discription of terms of reference

Audit committee

8. composition of audit committee

a) compliance with minimum no. of members in audit committee

b) Compliance with minimum number of meetings with maximum gap

C) at least one member have accounting or financial mgt expertise

d) chairman being independent director

e) chairman is present at AGM to answer shareholders queries

f) company secretary act as secretary to committee

9. Meetings of audit committee

a) compliance with minimum no. of meetings with maximum gap

b) compliance with minimum number of members present at meeting

c) Independent directors in meetings

10. Role of Audit committee.

11. Review of information by audit committee.

12. Disclosure about subsidiary companies

Shareholders/ Investors Grievances Committee

13. Name of non-executive director heading the committee

14. Name and designation of compliance officer

15. Number of shareholders’ complaints received so far

16. Number of complaints not solved to the satisfaction of shareholders

17. Number of pending complaints

Risk management committee

18. Function of the committee

19. Constitution of the committee

20. Meetings held during the year

21. Attendance of directors in the meeting

Management Committee/Executive committee

22. Function of the committee

23. Constitution of the committee

24. Meetings held during the year

25. Attendance of directors in the meeting

Nomination Committee

26. Function of the committee

27. Constitution of the committee

28. Meetings held during the year

29. Attendance of directors in the meeting

Special committee of board for monitoring of large value frauds

30. Function of the committee

31. Constitution of the committee

32. Meetings held during the year

33. Attendance of directors in the meeting

General Body Meeting

34. Location and time, where last three AGMs held.

35. Whether any special resolutions passed in the previous 3 AGMs

36. Whether any special resolution passed last year through postal ballot – details of voting pattern

37. Person who conducted the postal ballot exercise

38. Whether any special resolution is proposed to be conducted through postal ballot

39. Procedure for postal ballot

D) Disclosure

40. Disclosure on related party transactions.

41. Details of non compliance by Co's, penalties imposed by SEBI/Stock Exchange, matters related to capital market during last 3yrs

42. Disclosure of accounting treatment, if different from accounting standard.

43. Disclosure regarding risk management. ( information in mgt discussion and analysis- drcts rpt)**

44. Disclosure regarding proceeds from public issues, rights issues, preferential issues.

45. Whistle Blower policy and affirmation that no personnel has been denied access to the audit committee.

46. Details of compliance with mandatory requirements and adoption of non- mandatory requirements.

Means of Communication

47. Disclosure of information on Quarterly results

48. Name of Newspapers wherein results normally published

49. Any website, where results displayed

50. Whether it also displays official news releases

51. Whether presentations made to institutional investors or to the analysts.

E) Remuneration of directors

52. Dts of all mntary transactions considering a relationship b/w non-exec drctrs & co.

53. Details of remuneration package of all the directors regarding salary, benefits, bonuses, stock options and pensions etc.

54. Details of fixed component and performance linked incentives, along with performance criteria.

55. Service contracts, notice period, severance fees.

56. Stock option details, whether issued at discount and period over which accrued and over which exercisable.

57. Criteria of making payment to non –executive directors.

58. Details regarding number of shares and convertible instruments held by non – executive directors.

F) Management

59. Management discussion and analysis report

G. General Shareholder information

60. AGM: Date, time and venue

61. Financial year

62. Date of Book closure

63. Dividend Payment Date

64. Listing on Stock Exchanges

65. Stock Code

66. Market Price Data: High, Low during each month in last financial year

67. Performance in comparison to broad-based indices such as BSE Sensex, CRISIL index etc.

68. Registrar and Transfer Agents

69. Share Transfer System

70. Distribution of shareholding

71. Dematerialization of shares and liquidity

72. Outstanding GDRs/ADRs/Warrants or any Convertible instruments, conversion date and likely impact on equity

73. Address for correspondence

74. CEO/ CFO Certificate on corporate governance compliance

Non Mandatory Items

75. Whether Non- executive chairman maintain chairman’s office at company’s expense.

REMUNERATION COMMITTEE

76. Brief description of terms of reference and remuneration policy

77. Composition of committee and name of members

78. Chairman of committee is independent director

79. Attendance during the year

80. Chairman of remuneration committee at AGM to answer shareholders queries

81. A half yearly report to household of each shareholder

82. Audit qualification

83. Disclosure on training of board members

84. Disclosure on mechanism for evaluating Non- Executive Board members

85. Whistle Blower Policy

Voluntary items

Customer services committee

86. Function of the committee

87. Constitution of the committee

88. Meetings held during the year

89. Attendance of directors in the meeting

Share transfer committee

90. Function of the committee

91. Constitution of the committee

92. Meetings held during the year

93. Attendance of directors in the meeting

Information Technology committee

94. Function of the committee

95. Constitution of the committee

96. Meetings held during the year

97. Attendance of directors in the meeting

Committee on Para- banking activities

98. Function of the committee

99. Constitution of the committee

100. Meetings held during the year

101. Attendance of directors in the meeting

Human Resource committee

102. Function of the committee

103. Constitution of the committee

104. Meetings held during the year

105. Attendance of directors in the meeting

Asset liability management committee

106. Function of the committee

107. Constitution of the committee

108. Meetings held during the year

109. Attendance of directors in the meeting

Premises committee

110. Function of the committee

111. Constitution of the committee

112. Meetings held during the year

113. Attendance of directors in the meeting

Share Issue and Allotment committee

114. Function of the committee

115. Constitution of the committee

116. Meetings held during the year

117. Attendance of directors in the meeting

Committee on rural sector business

118. Function of the committee

119. Constitution of the committee

120. Meetings held during the year

121. Attendance of directors in the meeting

122. Investment and money market operations

123. Geographical spread of shareholders

124. Code for prevention of insider training

125. Analysis of customer complaints

126. Bio-data of new whole- time director on the board

127. information on investors needs regarding holdings

128. Auditors certificate on corporate governance

129. Details of shareholding of more than 1 percent of paid up share capital

130. Information on top ten shareholders

131. Information on Depository Participation

132. Information on Local Boards

Committee of Directors to review disposal of Vigilance/ Non Vigilance disciplinary action cases

134. Constitution of the committee

135. Meetings held during the year

136. Attendance of directors in the meeting

Directors Promotion Committee

137. Function of the committee

138. Constitution of the committee

139. Meetings held during the year

140. Attendance of directors in the meeting

Power of Attorney Committee

141. Function of the committee

142. Constitution of the committee

143. Meetings held during the year

144. Attendance of directors in the meeting

Committee of Board (Appellate Authority/Reviewing authority)

145. Function of the committee

146. Constitution of the committee

147. Meetings held during the year

148. Attendance of directors in the meeting

149. Corporate Governance Rating

150. Dividend /Bonus history

151. Seperation of Chairman and CEO's Post

152. Unclaimed Dividend and Transfer

153. Electronic clearing services

154. Board membership criteria

155. Membership Term

156. Nomination Facility

157. Details of unclaimed shares- Unclaimed Shares (Suspense) Account

Credit Appproval Committee

158. Function of the committee

159. Constitution of the committee

160. Meetings held during the year

161. Attendance of directors in the meeting

Insurance Joint Venture Committee

162. Function of the committee

163. Constitution of the committee

164. Meetings held during the year

165. Attendance of directors in the meeting

Committee of whole time directors

166. Function of the committee

167. Constitution of the committee

168. Meetings held during the year

169. Attendance of directors in the meeting

Special committee of the board for strategic oversight for integration of businesses

171. Constitution of the committee

172. Meetings held during the year

173. Attendance of directors in the meeting

Corporate Social Responsibility Committee

174. Function of the committee

175. Constitution of the committee

176. Meetings held during the year

177. Attendance of directors in the meeting

 
 

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