(2)The Audit Committee shall act in accordance with the terms of reference specified by the Board, which shall include, inter alia,—(a)recommendations for appointment, remuneration and terms of appointment of the auditors of the Corporation;(b)review and monitoring of the independence and performance of the auditors, and the effectiveness of the audit process;(c)examination of financial statements and auditor’s report thereon;(d)approval of transactions of the Corporation with related parties:Provided that the Audit Committee may make omnibus approval for related party transactions proposed to be entered into by the Corporation subject to such conditions as may be prescribed:Provided further that in case of transaction other than transactions referred to in section 4C, and where the Audit Committee does not approve a transaction, it shall make its recommendations to the Board:Provided also that in case any transaction involving any amount not exceeding one crore rupees is entered into by a director or an officer of the Corporation without obtaining the approval of the Audit Committee and it is not ratified by the Audit Committee within three months from the date of the transaction, such transaction shall be voidable at the option of the Corporation with the approval of the Audit Committee and if the transaction is with the related party to any director or is authorised by any other director, the director concerned shall indemnify the Corporation against any loss incurred by it:Provided also that the provisions of this clause shall not apply to a transaction, other than a transaction referred to in section 4C, between the Corporation and its wholly owned subsidiary;(e)scrutiny of inter-corporate loans and investments;(f)valuation of undertakings or assets of the Corporation, wherever it is necessary;(g)evaluation of internal financial controls and risk management systems;(h)monitoring the end use of funds raised through public offers, and related matters.
