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Corporate Governance

CG believes that its Management is accountable to its shareholders, for creating, protecting and enhancing their shareholder value, and reporting to them on the Company's performance and developments on the performance in a timely and transparent manner. All our systems institutionalize our belief that Corporate Governance protects the interest of all stakeholders by inculcating in all our operations and processes, the principles of transparency, integrity, professionalism and accountability.

 

It starts at the top with the Board of Directors comprising eminent professionals, as Independent Directors, who provide high quality, impartial advice to the Chairman, Managing Director and the various Committees of the Board. The Chairman of the Board is a non-Executive Director providing the necessary independence to the management to chart its growth strategy and promote operational excellence. Espousing the philosophy of going beyond Regulatory requirements, the number of Independent Directors on the Board far exceeds the proportion required between Independent and Non-Independent directors, prescribed by the Listing Agreement with the Stock Exchanges.

 

The above ideology is also well reflected through best-in-class business practices and adoption of high level ethical standards in all its business dealings. CG encourages Management independence and provides individual flexibility within an established framework of policies, standards and processes, which for clarity, are amplified in its "Rules of Procedure for Management" through which decision-making levels, with respect to the areas of importance in CG`s day-to-day operations within India, are documented.

 

As CG`s foreign locations progressively get integrated with CG India, the best practices of governance get progressively extended to these locations as well. To better achieve its high Governance standards at its foreign locations as well, CG has articulated "Transnational Governance Guidelines", with a view to creating a common platform for Board practices across the Company`s subsidiaries and joint ventures, and introduce an effective governance framework. These Guidelines outline comprehensive integrated approach towards Governance, which includes creation of an Authority-Responsibility Matrix for Management; Compliance Certifications; Board Compositions, Procedures, Information Flow, and Reporting Formats for Board Reviews, across the Group.

 

Needless to say, the core CG Values and Code of Business Practices are applicable at all locations across the world.

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