ICICI Bank 2016 Annual Report Download - page 61

59Annual Report 2015-2016
(g) The Securities and Exchange Board of India (Delisting of Equity Shares) Regulations, 2009; (Not applicable to the
Company during the audit period) and
(h) The Securities and Exchange Board of India (Buyback of Securities) Regulations, 1998; (Not applicable to the
Company during the audit period)
(i) The Securities and Exchange Board of India (Merchant Bankers) Regulations, 1992
(j) The Securities and Exchange Board of India (Bankers to an Issue) Regulations, 1994
(k) The Securities and Exchange Board of India (Debenture Trustee) Regulations, 1993
(l) The Securities and Exchange Board of India (Custodian of Securities) Regulations, 1996
(m) The Securities and Exchange Board of India (Investment Advisers) Regulations, 2013
(n) The Securities and Exchange Board of India (Foreign Portfolio Investors) Regulations, 2014
(vi) Other laws applicable specically to the Company namely:
(a) Banking Regulation Act, 1949, Master Circulars, Notications and Guidelines issued by the RBI from time to time.
(b) The Securitisation and Reconstruction of Financial Assets and Enforcement of Security Interest, 2002
(c) Recovery of debts due to banks and nancial institutions Act, 1993
(d) The Shops and Establishments Act, 1953
We have also examined compliance with the applicable clauses of the following:
(i) Secretarial Standards issued by The Institute of Company Secretaries of India with respect to Board and General
meetings.
(ii) The Listing Agreements entered into by the Company with BSE Limited and National Stock Exchange of India Limited
read with the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015.
During the period under review, the Company has complied with the provisions of the Act, Rules, Regulations, Guidelines,
standards etc. mentioned above. However, as against the prescribed 2% threshold, the Company has spent 1.6% of the
average net prots of the company for the last three nancial years (as calculated in accordance with the Companies Act,
2013) towards Corporate Social Responsibility.
We further report that:
The Board of Directors of the Company is duly constituted with proper balance of executive Directors, non-executive
Directors and independent Directors. The changes in the composition of the Board of Directors that took place during the
period under review were carried out in compliance with the provisions of the Act.
Adequate notice was given to all directors to schedule the Board Meetings, agenda and detailed notes on agenda were
sent at least seven days in advance, and a system exists for seeking and obtaining further information and clarications
on the agenda items before the meeting and for meaningful participation at the meeting.
Decisions at the Board Meetings were taken unanimously.
During the period under review, the Company deposited with IEPF an amount of ` 3,020,190 being the value of demand
drafts returned undelivered pertaining to dividend outstanding for the nancial year 2006-2007.
We further report that there are adequate systems and processes in the Company commensurate with the size and
operations of the Company to monitor and ensure compliance with applicable laws, rules, regulations and guidelines.