At Bilcare, Corporate Governance is about upholding the highest standards of integrity, transparency and accountability. We maximize shareholder value while safeguarding and promoting the interests of other stakeholders and maintaining a steadfast commitment to ethics and code of conduct. We believe that retaining and enhancing stakeholder trust is essential for sustained corporate growth. We have engrained into our culture and into each associate the values of honesty and fairness. For us, adherence to Corporate Governance stems not only from the letter of law but also from our inherent belief in doing business the right way.

Tenets of our Corporate Governance Philosophy

• Respect, accountability and fairness towards all stakeholders.
• Create value for all stakeholders without compromising on ethical principles.
• Comply with laws in all countries in which the Company operates.
• Clear communication of relevant information and high degree of disclosure levels.

Bilcare is in full compliance with the corporate governance norms and disclosures of clause 49 of the Listing Agreement with the Stock Exchanges. We report our financial results and other relevant disclosures/developments in a clear and timely manner through print and electronic media.

Board of Directors

At the helm of the Bilcare Corporate Governance practice is its Board. The Board provides strategic direction to the company's senior management and oversees the interests of all stakeholders. It reviews corporate policies, overall performance, accounting and reporting standards and other significant areas of management, corporate governance and regulatory compliance. Bilcare's Board consists of eminent individuals with diverse experience and expertise.

It comprises of Six directors; one (1) Executive Director, the Chairman and Managing Director, one (1) Woman Director, who is Non-Executive Independent Director and four (4) Non-Executive Independent Directors.

Committees of the board

Audit Committee

The Audit Committee of the Company comprises of three Directors, two-thirds of which are independent directors.

Its primary responsibility is to:

• Monitor and review the Company's financial statements and internal controls.
• Supervise financial reporting process.
• Review financial results before placing them to the Board along with related disclosures and filing requirements.
• Review adequacy of internal controls and performance of internal audit function.
• Discuss with management, the Company's major policies with respect to risk assessment and risk management.
• Ensure compliance with accounting standards, listing requirements with respect to
• financial statements.

Nomination & Remuneration Committee

The Nomination & Remuneration Committee of the Company comprises of three Directors.

Its primary responsibility is to:

• Recommend / review the remuneration of Executive Directors of the Company,
• to identify persons who are qualified to become Directors and who may be appointed in Senior Management and
• to carry out such other duties and functions as stipulated in Section 178 of the Companies Act, 2013 read with rules framed thereunder and Clause 49 of the Listing Agreement

Stakeholder Relationship Committee

The Stakeholders Relationship Committee of the Company comprises of three Directors:

• Review investor complaints and their redressal.
• Review the queries received from investors.
• Review the work done by the Share Transfer Agent.
• Review corporate actions related work.

Audit Committee

Nomination & Remuneration Committee

Stakeholders Relationship Committee

Policy for Preservation of Documents

Vigil Mechanism and Whistleblower Policy

Policy on Related Party Transactions

Policy on Material Subsidiary

Nomination and Remuneration Policy

Terms of the Appointment of Independent Directors of Bilcare Limited

Familiarization Program for Independent Directors

Code of Conduct for the BoD & Senior Management

Policy for Determination of Materiality of Events

 

Mr. Mohan H. Bhandari
Chief Executive Officer
ceo@bilcare.com

Ms. Prabhavi Mungee
Company Secretary & Compliance Officer
cs@bilcare.com

Mr. Nilesh Tiwari
Chief Financial Officer
cfo@bilcare.com