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Corporate Governance
Code of Corporate Governance
Corporate Governance Philosophy
  • Company believes that sound corporate governance practices are the bedrock for the functioning of the institution and for the creation of value for its stakeholders on a sustainable and long-term basis. This philosophy guides us in maintaining an ethical framework within which we operate.

Purpose
  • Corporate Governance refers to a set of systems and procedures aimed at bringing about transparency and efficiency in the functioning of an organization within the framework of the applicable rules and regulations. This Code takes into account the statutory requirements and guidelines prescribed by the Reserve Bank of India, as applicable to Altico Capital India Pvt. Ltd as a Non-Banking Financial Institution, not accepting public deposits and having an asset size of Rs. 100 crores and above, and any other statute for the time being in force.

Board committees
  • As per the statutory requirements and guidelines prescribed by the Reserve Bank of India, Board has constituted such committees which include Audit Committee, Asset Liability Management Committee, Nomination Committee, Risk Management Committee and Internal Complaints Committee and CSR Committee.

Credit Committee
  • The Credit committee is empowered to deploy, monitor, manage the funds of the Company in terms of its charter as approved by the Board if the Company. The names of the members of the Credit Committee are set out in Appendix 1 to this charter, which may be amended from time to time.

Audit Committee
  • The Audit committee deals with all material questions concerning the auditing and accounting policies of the Company and their financial controls and systems or any other function as may be determined by the Board. The names of the members of the Audit Committee are set out in Appendix 2 to this charter, which may be amended from time to time. The Company shall be obligated to ensure rotation of partners of audit firms appointed for auditing the company every three years.

Asset-Liability Management Committee (ALCO)
  • The ALCO monitors the asset liability composition of the Company’s business and determines actions to mitigate risks associated with the asset liability mismatches in consultation with Credit Committee. The names of the members of the ALCO are set out in Appendix 3 to this charter, which may be amended from time to time.

Risk Management Committee (RMC)
  • The RMC is responsible for setting up and reviewing integrated risk management policies of the Company from time to time. The names of the members of the Risk Management Committee are set out in Appendix 4 to this charter, which may be amended from time to time.

Grievance Redressal Officer
  • The Company has appointed a Grievance Redressal Officer to address complaints of borrowers and clients, including but not limited to, applications for loans and their processing, loan appraisal and terms/conditions, disbursement of loans, change in terms and conditions, and any other grievance that a borrower or client may have against the Company.

Nomination Committee
  • This committee ensure good governance in the appointment of Directors to the Board of the Company so that they fulfil the ‘fit and proper’ criteria. It also ensures that the general character of the management or the proposed management of the Company shall not be prejudicial to the interest of the Company. The names of the members of the Risk Management Committee are set out in Appendix 5 to this charter, which may be amended from time to time

Remuneration Committee
  • The Remuneration Committee decides on specific remuneration packages (including pension rights and compensation payments) of the Executive Directors, Whole-Time Directors, Non-Executive Directors, Senior-level employees and other matters. The names of the members of the Remuneration Committee are set out in Appendix 6 to this charter, which may be amended from time to time.

Policies and codes

Fair Practice Code

  • In accordance to the Fair Practice Code, the Company does not carry out retail lending business or any other activities of a NBFC except the activities of a secured wholesale lending business. In the event the Company does carry out retail lending, the activity is to be guided by a clearly demarcated process.

Fit and Proper Criteria Policy for Directors

  • Company shall ensure that there is a policy put in place for ascertaining the fit and proper criteria at the time of appointment of Directors and on a continuing basis. The policy on the fit and proper criteria is included as Appendix 1 of the Nomination Committee Charter

Investment Policy including policy on demand/call loans

  • This Investment Policy including policy on demand / call loans is in compliance with RBI’s requirement to have a documented policy for investment and demand/call loans. The policy also describes the criteria to classify the investments into current and long term investments and process the Company will use to grant demand/call loans.

Policy on Single/Group Exposure Norms

  • The Company has in place the necessary exemption for policy on single/ group exposure norms.

Guidelines on Know Your Customer and Anti Money Laundering Policy

  • Company has adopted Know Your Customer (KYC) and Anti Money Laundering Policy (AML) policy as per the extant regulations prescribed by the Reserve Bank of India.

  • The KYC & AML Policy provides a comprehensive and dynamic framework and measures to be taken in regard to Anti Money Laundering (AML) and Combating Financing of Terrorism (CFT).

Risk Policy

  • The Company has adopted a Risk Policy keeping in view the organisation objectives, business strategy and complexity arising out of the products/services and other activities carried out in pursuit of these objectives and implementation of these strategies.

Interest Rate Policy

  • The Company determines the pricing of loans in a transparent and open manner. This Interest Rate Policy is in compliance with RBI’s requirement to have a documented policy for interest rates being charged on loans disbursed by the Company, and ensures coverage under the Fair Practices Code circular issued by RBI. Since the Company focuses on providing credit only to customers meeting its credit standards for varying tenors, the interest rate applicable to each loan account, is assessed on a case to case basis, based on the evaluation of various factors.

ALCO Policy and as an important part, the Treasury Deployment Policy

  • The ALCO policy provides a comprehensive and dynamic framework for assessing, measuring, monitoring and managing ALM risks. It also involves altering the asset- liability portfolio in a dynamic way in order to manage ALM risks. The policy also describes the process the ALCO Committee will use to evaluate the effectiveness of the Company’s internal control procedures.

Code of Conduct for Directors & Employees

  • The Code of Conduct for Directors & Employees provides for employees to conduct their business and affairs in full compliance with applicable laws, rules and regulations of India. The Code is applicable to all Employees of the Company, including Whole-Time Directors and to the Non-Executive Directors to the extent of their role and responsibilities in the Company. Code of Conduct for prevention of Insider Trading, Media Communication Policy, Record Retention Policy and Whistle blower policy are a part of Code of Conduct for Directors and Employees.

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