NBCC is committed to implement the best practices on Corporate Governance. NBCCs philosophy on Corporate Governance is thus based on transparency, disclosures and reporting which conforms fully to laws, regulations and guidelines. Its objective is to create value for the stakeholders while being a responsible corporate citizen.
2. Board of Directors
The company is managed by the Board of Directors which formulates business strategies and policies. The affairs of the company are managed by the Chairman-cum-Managing Director and functional Directors under the overall guidance of the Board of Directors. NBCC being a PSU, all Directors are appointed by the President of India.
During the financial year, the Board consisted of 5 members viz. 3 functional directors including the Chairman-cum-Managing Director besides 2 government nominee directors. The matter relating to nomination of non-executive part-time independent directors to fill 3 vacancies on board is under consideration of the Government of India.
The meetings are being convened by giving due notice after obtaining the approval of the Chairman of the Board. Detailed agenda together with supporting papers and documents is circulated in advance to facilitate decision making during the Board Meetings. Considering the urgency of the matter, sometimes the decision is also taken through a resolution by circulation. Delegation of powers has been given to various functionaries in the organization. Matters which are not covered within the delegated powers of the Chief Executive are referred to the Board of Directors. The Chairman-cum-Managing Director and Functional Directors meet the key executives to review the performance of the Corporation every quarterly.
3. Shareholding pattern
NBCC is a closely held company and its shares are not listed on any stock exchange. The entire paid up share capital of Rs. 120 crore of the company is held by the President of India and its nominees.
4. Disclosures
There has been no related party transaction of material nature with potential conflict of interest.
The Company has followed the Accounting Standards issued by the Institute of Chartered Accountants of India in the preparation of Financial statements.
Management - A Management Discussion and Analysis outlining the business environment in which the Company operates, its Corporate Vision - 2010 and business strategies and human resource has been included as part of the Directors' Report.
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