Tube Investments of India Ltd.
Compliance Report on Corporate Governance for the quarter ended
31st March, 2012
| Particulars | Clause of Listing agreement | Compliance status Yes/No |
| I. Board of Directors | 49 I | |
| (A) Composition of Board | 49(IA) | Yes * |
| (B) Non-executive Directors’ compensation & disclosures | 49 (IB) | Yes |
| (C) Other provisions as to Board and Committees | 49 (IC) | Yes |
| (D) Code of Conduct | 49 (ID) | Yes |
| II. Audit Committee | 49 (II) |   |
| (A) Qualified & Independent Audit Committee | 49 (IIA) | Yes |
| (B) Meeting of Audit Committee | 49 (IIB) | Yes |
| (C) Powers of Audit Committee | 49 (IIC) | Yes |
| (D) Role of Audit Committee | 49 (IID) | Yes |
| (E) Review of Information by Audit Committee | 49 (IIE) | Yes |
| III. Subsidiary Companies | 49 (III) | Yes |
| IV. Disclosures | 49 (IV) |   |
| (A) Basis of related party transactions | 49 (IV A) | Yes |
| (B) Disclosure of Accounting Treatment | 49 (IV B) | Yes |
| (C) Board Disclosures | 49 (IV C) | Yes |
| (D) Proceeds from public issues, rights issues, preferential issues etc | 49 (IV D) | NA |
| (E) Remuneration of Directors | 49 (IV E) | Yes |
| (F) Management | 49 (IV F) | Yes |
| (G) Shareholders | 49 (IV G) | Yes |
| V. CEO/CFO Certification | 49 (V) | Yes |
| VI. Report on Corporate Governance | 49 (VI) | Yes |
| VII. Compliance | 49 (VII) | Yes |
*Due to the sad and sudden demise of Maj. Gen. (Retd.) E J Kochekkan, an independent Director, on 26th November, 2011 (as informed to the Stock Exchanges by letter dated 28th November, 2011), the number of independent Directors on the Company’s Board is presently 3 Directors on a total strength of 7.
Necessary action is being taken to fill up the above independent Director’s slot at the earliest and well before the expiry of 180 days as permitted under Clause 49.I.(C)(iv).


