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DRIVIN G ROWTH - Dr. Reddy's

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the Committee. The Investment Committee<br />

reviews the Company’s investment<br />

proposals and ongoing projects, and invests<br />

surplus funds arising out of the daily<br />

business of the Company. The Committee<br />

held two meetings during the year on<br />

December 19, 2001 and February 22, 2002.<br />

All members of the Committee attended<br />

each meeting.<br />

6. COMPENSATION COMMITTEE<br />

THE COMPENSATION Committee was<br />

constituted on January 29, 2002, to<br />

administer the Company’s Employee Stock<br />

Option Scheme (ESOS). The Committee<br />

consists of the following Directors:<br />

■ Ravi Bhoothalingam (Chairman)<br />

■ <strong>Dr</strong>. A Venkateswarlu<br />

■ P N Devarajan<br />

■ G V Prasad<br />

■ Satish Reddy<br />

The Company Secretary is the Secretary to<br />

the Committee. The Compensation<br />

Committee met once during the year on<br />

January 29, 2002 and all members of the<br />

Committee attended the meeting.<br />

This Committee has developed<br />

detailed guidelines for the grant of ESOS<br />

to the employees of the Company as<br />

well as its subsidiaries. The salient<br />

features of ESOS are:<br />

■ Grant of options has been linked to<br />

performance — to be granted on the basis of<br />

the appraisal process fixed by the Committee.<br />

■ Vesting period to be decided by the<br />

Committee (minimum vesting period is 12<br />

months).<br />

■ The exercise price will in no case be less than<br />

the weighted average price of 30 days of the<br />

shares on the BSE on the date of grant.<br />

■ Situations of expiry of options specified in the<br />

scheme.<br />

■ Complies with all provisions of SEBI and<br />

Income Tax guidelines issued in this regard.<br />

■ The Committee has been authorised to allot<br />

shares as and when any optionee exercises its<br />

option.<br />

■ The Committee has been authorised to<br />

complete the listing formalities in respect of<br />

shares allotted under the scheme, vary the<br />

terms and conditions of ESOS, so long as<br />

these are not detrimental to the interest of<br />

the employees.<br />

responsibility of management<br />

THE MANAGEMENT OF<br />

<strong>Dr</strong>. Reddy’s has developed and implemented<br />

policies, procedures and practices that<br />

attempt to translate the Company’s purpose<br />

and mission into reality. The management<br />

also identifies, measures, monitors and<br />

DR. REDDY’S LABORATORIES LTD. | CORPORATE GOVERNANCE | ANNUAL REPORT 2001-2002<br />

79

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