A. Conseroation of Energy

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(c) the amount, if any, which it recommends should be paid by way of dividend; (d) material changes and commitments, if any, affecting the financial position of
the company which have occurred between the end of the financial year of the company to which the balance sheet relates and the date of the report;
(e) the conservation of energy, technology absorption, foreign exchange earnings and outgo, in such manner as may be prescribed.
Under clause (e) of sub-section (1) of Section 217, the Department has vide notification dated 31st December, 1988 prescribed Companies (Disclosure of Particulars in the Report of the Board of Directors) Rules, 1988. These rules require the companies to disclose following particulars in the Directors' report, namely:
A. Conseroation of Energy
(i) energy conservation measures taken;
(ii) additional investment and proposals, if any, being implemented for reduction
in consumption of energy;
(iii) impact of measures at (i) and (ii) above for reduction of energy consumption
and consequent impact on the cost of production of goods;
(iv) total energy consumption and energy consumption per unit of production as
per Form A of the Annexure to the Rules in respect of industries specified in
the Schedule thereto.

B. Technology Adsorption
(i) efforts made in technology absorption as per Form B of the Annexure to the
Rules.
C. Foreign Exchange Earnings and Outgo
(i) activities relating to exports; initiatives taken to increase exports, development
of new export market for products and services and export plans;
(ii) total foreign exchange used and earned.
The Board's report shall also specify the reasons for the failure, if any, to complete
the buy-back within the time specified in Section 77 A(4) [Companies (Amendment) Act, 1999]
The Board's report must, in so far as is material for the appreciation of the state of the company's affairs by its members and will not in the Board's opinion be harmful to the business of the company or of any of its subsidiaries, deal with any changes which have occurred during the financial year:
(a) in the nature of company's business;
(b) in the company's subsidiaries or in the nature of the business carried on by
them; and
(c) generally in the classes of business in which the company has an interest. The Board's report must also include a statement as provided in clause (a) of
sub-section (2A) of Section 217 which should show the name of every employee of the company who:
(i) if employed throughout the financial year was in receipt of remuneration for that year which, in the aggregate, was not less than such sum as may be
prescribed;