ICICI Bank 2006 Annual Report Download - page 12

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11
Annual Report 2005-2006
PERSONNEL
As required by the provisions of Section 217(2A) of the Companies Act, 1956, read with Companies
(Particulars of Employees) Rules, 1975, as amended, the names and other particulars of the employees
are set out in the Annexure to the Directors’ Report.
APPOINTMENT OF NOMINEE DIRECTORS ON THE BOARD OF ASSISTED
COMPANIES8
Erstwhile ICICI Limited (ICICI) had a policy of appointing nominee directors on the boards of certain
borrower companies based on loan covenants, with a view to enable monitoring of the operations of
those companies. Subsequent to the merger, ICICI Bank continues to nominate directors on the boards of
assisted companies. Apart from the Bank’s employees, experienced professionals from the banking,
government and other sectors are appointed as nominee directors. At March 31, 2006, ICICI Bank had 82
nominee directors of whom 53 are employees of the Bank, on the boards of 132 companies. The Bank
has a Nominee Director Cell for maintaining records of nominee directorships.
CORPORATE GOVERNANCE
ICICI Bank has established a tradition of best practices in corporate governance. The corporate governance
framework in ICICI Bank is based on an effective independent Board, the separation of the Board’s supervisory
role from the executive management and the constitution of Board Committees, generally comprising a
majority of independent Directors and chaired by an independent Director, to oversee critical areas.
I. Philosophy of Corporate Governance
ICICI Bank’s corporate governance philosophy encompasses not only regulatory and legal requirements,
such as the terms of listing agreements with stock exchanges, but also several voluntary practices aimed
at a high level of business ethics, effective supervision and enhancement of value for all stakeholders.
Whistle Blower Policy
ICICI Bank has formulated a Whistle Blower Policy for the ICICI group. In terms of this policy, employees
of ICICI Bank and its group companies are free to raise issues, if any, on the accounting policies and
procedures adopted for any area or item and report them to the Audit Committee through specified
channels. This mechanism has been communicated and posted on the Bank’s intranet.
Prevention of Insider Trading
In accordance with the requirements of SEBI (Prohibition of Insider Trading) Regulations, 1992, ICICI Bank
has instituted a comprehensive code of conduct for prevention of insider trading.
Demat Accounts
ICICI Bank’s demat services
offer unique features like
e-instructions, consolidation,
digitally signed statements,
mobile requests and
corporate benefits tracking.
Property Solutions
For millions of home buyers across
the country, ICICI Bank offers not
just great deals on home loans but
also a wealth of expert advice. ICICI
Bank offers Home Search services
which can help a customer identify
the property of his choice based on
his budget and other requirements.
NRI banking
A gamut of services to
take care of all NRI
banking needs including
deposits, money transfers
and private banking.
Money2India
A complete range of
online and offline money
transfer solutions to send
money to India.