Company’s Philosophy on Corporate Governance
In order to promote and raise the standards of Corporate Governance, the Securities and Exchange Board of India (SEBI) has introduced a Code of Corporate Governance for implementation by listed Companies. The recommendations of SEBI suggested suitable amendments to the listing agreement to improve the standards of Corporate Governance in the listed Companies, and are divided into mandatory and non-mandatory recommendations. The revised Clause 49 of the Listing Agreement introduced in 2004 deals with the new norms for Listed Companies. The key amendments relate to the composition of the Board of Directors, roles and responsibilities of audit committees, improving the quality of financial disclosure, CEO/CFO certification of financial statements, and improving disclosures to shareholders.
As per the latest SEBI guidelines, our Company has to comply with the revised clause 49, notified by SEBI in Nov 2004, by December 31, 2005. In its constant endeavor to improve the standards of Corporate Governance in line with needs of dynamic market, your Company has already taken certain initiatives to comply with revised provisions of clause 49 of the Listing Agreement.
The key to good Corporate Governance is a well functioning Board of Directors. The Board should have a core group of excellent, professionally qualified Directors who understand their role and honestly discharge their fiduciary responsibilities towards the Company’s stakeholders. The implementation of the recommendations in totality is a critical success factor for survival, and an aid to brand building and most importantly a potential source of competitive advantage influencing the ability of the Company to raise funds from the capital market. The responsibility for putting the recommendations into practice lies directly with the Board of Directors and the Management of the Company. The driving forces of Corporate Governance at Nucleus are its core values-Belief in People, Entrepreneurship, Customer Orientation and the Pursuit of Excellence. The Company’s goal is to find creative and productive ways of keeping its stakeholders i.e. Investors, Customers and Associates informed, while fulfilling the role of a responsible corporate committed to best practice.
