Tue, Oct 09, 2012
Independent Directors Fully Aware
Independent Directors fully aware

The Independent Directors on the board of DLF Ltd deliberated and desired that the gist of the letter written by them in response to the headline in Economic Times be uploaded on the Company's website.

In reference the banner headline "Robert Vadra: DLF Independent Directors in the dark over deals" in today's (8th Oct.'12) issue of Economic Times, the independent directors would like to convey as follows:

The headline states that DLF independent directors were in the dark in a matter they should be aware of. The headline incorrectly implies, as our Directors now wish to state, some non performance of the independent directors. This is far from the truth. Further, this is contradictory even to what is contained in the full text of the news item under the said headline.

In your text Shri K N Memani has been quoted correctly on page 16. Shri Memani who is a highly reputed and respected professional of long duration is, apart from his other engagements, also Chairman of the Audit Committee of DLF. He has summed up the position which is concurred with by all independent directors which would imply that they were always aware and involved in the matter to the extent it was required in a listed company keeping in view the interest of large number of small shareholders.

DLF had sold during last 4 years well in the thousands of residential apartments. Since these transactions fall into the category of day to day business, the Audit Committee ensures through the scrutiny by internal auditors that the same been done in accordance with the established business practice and as per policies approved by Audit Committee and Board of Directors.

KPMG and Deloitte were the Companies, at the time fully engaged for internal audit by DLF and through their quarterly presentations to the Audit Committee, they always bring to the notice any transaction which is not in order. Further all the documents related to these transactions formed a part of the audit carried out by the statutory auditor who also report to Audit Committee irregularities, if any. However, in addition to this foolproof scrutiny by the internals, a provision has been made in the whistleblower policy of the company that any deviation in the knowledge by the whistleblower should also be reported to the chairman of the Audit Committee so that the matter can be investigated further.

The Board deliberates and approves what is mandated in law. Accordingly, during its meeting on 15th Oct, '09 the board deliberated and approved the formation of a partnership with Skylight Hospitality Pvt. Ltd including the transfer of the company's hotel property in Saket to the partnership firm at an enterprise valuation of Rs 150 cr out of which equity valuation is Rs 70 crore - and accordingly meant a 50% share was Rs.35 crore.

All the above statements fully reflect the views of all the independent directors particularly those who were then the members of the Audit Committee viz. Shri K N Memani, Shri M M Sabharwal, Shri D V Kapur and Shri B. Bhushan.

D V Kapur,
Independent Director
DLF Ltd.
For and on behalf of the Independent Directors


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