4. Remuneration Committee
The Board has not constituted a  Remuneration Committee as it is not mandatory.  The same will be constituted as and  when  the need will arise.

5.  Remuneration Policy
No remuneration other than sitting fees of  Rs. 250/-  for attending  Board  Meeting  is paid to each of non-executive directors.

As regards payment to executive director  Shri V.K. Sureka as Mananging Director  and  Shri N. K.  Sureka as Director (Finance & Works), for the financial year 2006-07 ended on 31st March, 2007 was concerned, the same was made to them @ Rs.35,000/- and Rs. 30,000/-  per month respectively as Minimum  Remuneration in accordance with Schedule XIII of the Companies Act, 1956.   Details of  remuneration  paid/payable to  the Directors  during the financial year 2006-07 ended on 31st March, 2007 are as under:-

(i) Sitting fees paid to Directors for meetings of the Board/Committee: -

7. Investors’/ Shareholders’ Grievance Committee
This Committee was constituted on 1st December, 2003, with a view to redress shareholders’/ investors’ complaints etc. relating to delay in transfer of shares, demat, non-receipt of annual accounts, delays in balance sheet, split, duplicate, transmission, etc. of the shares issued by the Company. This Committee consists of 2 Non-executive directors namely Shri Mohan Lal and Shri O.P. Bhardwaj with Shri Mohan Lal as Chairman.
 
Shri  Mohan Lal has been nominated as the Compliance Officer.

(b) Ordinary Resolution u/s 293(1)(a) of the Companies Act, 1956 relating to authority in favour of the Board of Directors to sell, lease or otherwise dispose off the whole or substantially the whole of the land and building of the company situated at Sohna Road, Sector-25, Faridabad- 121004 as included in the notice for the 26th Annual General Meeting held on 18th September, 2006 was got passed by Postal Ballot as required u/s 192A of the said Act. Shri Avik Kumar Guha, Practising Company Secretary, was the Scrutinizer for conducting the Postal Ballot for the Ordinary Resolution as contained in the notice of the 26th AGM. Details of the scrutinized Postal Ballots for the said AGM as per Scrutinizer’s Report are as under :-

29 (Twenty Nine ) Ballot Papers   were   received   from  the  Shareholders  representing  in  all 34,78,625 Equity Shares (78.34% of Equity Shares)  which were in favour and none against the Ordinary Resolution.  There were no Ballots being invalid requiring to be rejected.  Accordingly, approval  of  the  shareholders  to the Ordinary Resolution was announced at the Annual General Meeting held on 18th September,2006.

9. Brief Resume of Directors seeking re-appointment  
(i)  Shri  N. K. Sureka :-
Shri N. K. Sureka, is in business having 14 years working experience in the Steel Industry. He joined the Board of Directors of the Company on 29th July,1997 as a promoter director. He is liable to retire by rotation at the ensuing Annual General Meeting and, being eligible, offers himself for re-appointment
(ii) Shri Puneet Kumar Saraf :- 
Shri Puneet Kumar Saraf is B. Com.(Hons) and having 7 years’ working experience in Textile Industry. He joined the Board as an independent director w.e.f. 14th February, 2006. He is liable to retire by rotation at the ensuing Annual General Meeting and ,being eligible, offers himself for re-appointment.

10. Disclosure
(a) Materially Significant related party transactions. 
     During the period, no transaction of material nature, had been entered into by the Company with      the management or their relatives that may have potential conflict with the interestsof the      Company.
(b) Details of non-compliance by the company, penalties, strictures imposed on the      Company by Stock Exchange or SEBI or any statutory authority, on any matter      related to capital markets, during the last three years.
There was no instance of penalties, strictures imposed on the Company by Stock Exchange or SEBI or any statutory authority as well as non-compliance of any matter related to the Capital Markets during the last three years.

11. Means of Communication
The quarterly, half yearly and yearly results are published in English in widely circulating “The Business Standard ” and in Bengali in “Kalantar” from Kolkata.  

12. General Shareholder information

Declaration of Managing Director
The Code of Conduct for the Directors and the Senior Managerial Personnel was adopted by the Board of Directors .

All the Board Members and Senior Managerial Personnel have affirmed that they have complied with the code of conduct during the financial year ended on 31st March, 2007.