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Independent Directors Related Information
Familiarization Programme for Independent Directors
- As a part of familiarisation programmes for new Independent Directors, presentations was made to new independent director Ms. Surama Padhy on the following subjects on 30th May, 2017 at 9.30 am to 14.00 pm (four and a half hours).
- An overview of BHEL
- Important statutory & regulatory provisions under Companies Act, 2013 and Listing (Obligation & Disclosure Requirements ) Regulations, 2015 with emphasis on provisions concerning Directors
- Overview of business sector viz., Power sector, Industry Sector and International Operations.
- Project Management
- As a part of familiarisation programmes for new Independent Directors, presentations was made to new independent director Shri Ranjit Rae on the following subjects on 9th October, 2017 at 11.00 am to 13.30 pm (Two and a half hours).
- An overview of BHEL
- Important statutory & regulatory provisions under Companies Act, 2013 and Listing (Obligation & Disclosure Requirements ) Regulations, 2015 with emphasis on provisions concerning Directors
- Independent directors, Ms. Surama Padhy and Shri Ranjit Rae have attended TWO DAYS Orientation Programme for capacity building of independent directors organised by Department of Public Enterprise on 8th and 9th January, 2018 at Visakhapatnam from 10:00 am to 17:30 pm ( both days). The programme structure included sessions on.
- CPSE overview in India
- Roles & Responsibilities of Independent Directors in the context of Companies Act, 2013
- Understanding Financial Statements
- Role & Responsibilities of Audit Committee
- Functioning of Audit Committee - Perspectives from Government
- Role of Management Accounting for Effective Decision making (Case study)
- Corporate Social Responsibility : Perspectives and Way Forward
- Shri Ranjit Rae, Independent director has attended One & Half Hour familiarization programme on 06th Feb, 2018 at BHEL Corporate Office, New Delhi on "Insight into BHEL's Corporate Social Responsibility Policy and Procedural Aspects".
- As a part of familiarisation programmes for new Independent Directors, presentations was made to new independent director Shri Desh Deepak Goel on the following subjects on 7th Feb., 2018 from 2.00 pm to 07.00 pm (Five hours).
- An overview of BHEL
- Important statutory & regulatory provisions under Companies Act, 2013 and Listing (Obligation & Disclosure Requirements) Regulations, 2015 with emphasis on provisions concerning Directors
- An overview of Power Sector, Industry Sector and Project Management
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Two programmes for the new independent Directors (S/Shri Rajesh Kishore, Keshav N Desiraju & R Swaminathan ) were organised on 28.12.2015 and 12.02.2016 on the following subjects in the year 2015-16:
- An overview of BHEL.
- Important statutory & regulatory provisions concerning Directors.
- Human Resources in BHEL
- Overview of business sector viz., Power sector, Industry Sector and International Operations.
- Project Management
- Corporate Governance Provisions under the Listing (Obligation & Disclosure Requirements ) Regulations, 2015
- BHEL's Code of Conduct for Regulating & Reporting Trading by Insiders and for Fair Disclosure
- Secretarial Standard 1 (on Board Meetings) and Secretarial Standard 2 (on General Meetings)
In the year 2015-16, total number of hour spent by new independent directors was seven and a half hours each
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Terms & Conditions of Appointment of Independent Directors
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Part-time Non-official (Independent) Directors are appointed pursuant to the order of the Department of Heavy Industry, Ministry of Heavy Industries & Public Enterprises, Government of India for a period of three years. Independent Directors are required to comply with the requirements of the "Code of Business Conduct & Ethics for Board Members and Senior Management Personnel", "Code of Conduct for Prevention of Insider Trading" and the "Charter for the Board of Directors" approved by the BHEL Board. Independent Directors are also required to observe certain Dos & Don'ts for Independent Directors (approved by the Board of BHEL) in the course in performance of their duties as Independent Directors apart from the requirements and duties enumerated for them in the Companies Act, 2013. Independent Directors are entitled to a sitting fee @ Rs. 30,000/- per Board Meeting and Rs. 20,000/- per Board Level Committee Meeting attended by them. Independent Directors are not eligible for any profit related commission or stock option.
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