Annexure I |
Annexure I to be submitted by listed entity on quarterly basis |
I. Composition of Board of Directors |
Disclosure of notes on composition of board of directors explanatory | |
Wether the listed entity has a Regular Chairperson | Yes |
Whether Chairperson is related to MD or CEO | No |
Sr | Title (Mr / Ms) | Name of the Director | PAN | DIN | Category 1 of directors | Category 2 of directors | Category 3 of directors | Date of Birth | Initial Date of appointment | Date of Re-appointment | Date of
cessation | Tenure of director (in months) | No of Directorship in listed entities including this listed entity (Refer Regulation 17A of Listing Regulations) | No of Independent Directorship in listed entities including this listed entity (Refer Regulation 17A(1) of Listing Regulations | Number of memberships in Audit/ Stakeholder Committee(s) including this listed entity (Refer Regulation 26(1) of Listing Regulations) | No of post of Chairperson in Audit/ Stakeholder Committee held in listed entities including this listed entity (Refer Regulation 26(1) of Listing Regulations) | Notes for not providing PAN | Notes for not providing DIN |
1 | Mr | DHEERAJ GOPICHAND HINDUJA | ABKPH6165Q | 00133410 | Non-Executive - Non Independent Director | Chairperson related to Promoter | | 27-07-1971 | 03-09-1996 | 31-07-2019 | | | 1 | 0 | 1 | 0 | | |
2 | Mr | ANDREAS HUBERTUS BIAGOSCH | BBAPH7908G | 06570499 | Non-Executive - Independent Director | Not Applicable | Shareholder Director | 22-05-1955 | 10-05-2013 | 26-07-2019 | | 62 | 1 | 1 | 0 | 0 | | |
3 | Mr | ANDREW CHARLES PALMER | EWCPP7722N | 02155231 | Non-Executive - Independent Director | Not Applicable | Shareholder Director | 30-06-1963 | 04-11-2015 | 04-11-2015 | | 47 | 1 | 1 | 0 | 0 | | |
4 | Ms | MANISHA GIROTRA | AAEPG5908M | 00774574 | Non-Executive - Independent Director | Not Applicable | Shareholder Director | 09-07-1969 | 08-09-2014 | 29-06-2015 | | 51 | 1 | 1 | 1 | 0 | | |
I. Composition of Board of Directors |
Disclosure of notes on composition of board of directors explanatory |
Wether the listed entity has a Regular Chairperson |
Sr | Title (Mr / Ms) | Name of the Director | PAN | DIN | Category 1 of directors | Category 2 of directors | Category 3 of directors | Date of Birth | Initial Date of appointment | Date of Re-appointment | Date of
cessation | Tenure of director (in months) | No of Directorship in listed entities including this listed entity (Refer Regulation 17A of Listing Regulations) | No of Independent Directorship in listed entities including this listed entity (Refer Regulation 17A(1) of Listing Regulations | Number of memberships in Audit/ Stakeholder Committee(s) including this listed entity (Refer Regulation 26(1) of Listing Regulations) | No of post of Chairperson in Audit/ Stakeholder Committee held in listed entities including this listed entity (Refer Regulation 26(1) of Listing Regulations) | Notes for not providing PAN | Notes for not providing DIN |
5 | Mr | JEAN BRUNOL | DYFPB3063N | 03044965 | Non-Executive - Independent Director | Not Applicable | Shareholder Director | 23-03-1952 | 20-10-2010 | 26-07-2019 | | 62 | 1 | 1 | 1 | 0 | | |
6 | Mr | SANJAY KHATAU ASHER | ADQPA0146C | 00008221 | Non-Executive - Independent Director | Not Applicable | Shareholder Director | 26-11-1963 | 21-12-2010 | 26-07-2019 | | 62 | 5 | 5 | 6 | 3 | | |
7 | Mr | JOSE MARIA ALAPONT ALAPONT | DEHPA6621H | 07712699 | Non-Executive - Independent Director | Not Applicable | Shareholder Director | 03-09-1950 | 25-01-2017 | 25-01-2017 | | 32 | 1 | 1 | 1 | 0 | | |
8 | Mr | GOPAL MAHADEVAN | AACPG7248J | 01746102 | Executive Director | Not Applicable | | 20-05-1966 | 24-05-2019 | | | 60 | 1 | 0 | 3 | 0 | | |
Annexure 1 |
Annexure 1 |
III. Meeting of Board of Directors |
Disclosure of notes on meeting of board of directors explanatory | |
Sr | Date(s) of meeting (if any) in the previous quarter | Date(s) of meeting (if any) in the current quarter | Maximum gap between any two consecutive (in number of days) | Notes for not providing Date | Whether requirement of Quorum met (Yes/No) | Number of Directors present* | No. of Independent Directors attending the meeting* |
1 | 24-05-2019 | | | | Yes | | |
2 | | 31-07-2019 | 67 | | Yes | 7 | 5 |
Annexure 1 |
IV. Meeting of Committees |
Disclosure of notes on meeting of committees explanatory | |
Sr | Name of Committee | Date(s) of meeting (Enter dates of Previous quarter and Current quarter in chronological order) | Maximum gap between any two consecutive (in number of days) | Name of other committee | Reson for not providing date | Whether requirement of Quorum met (Yes/No) | Number of Directors present* | No. of Independent Directors attending the meeting* |
1 | Audit Committee | 23-05-2019 | | | | Yes | | |
2 | Audit Committee | 30-07-2019 | 67 | | | Yes | 3 | 3 |
3 | Nomination and remuneration committee | 23-05-2019 | | | | Yes | | |
4 | Nomination and remuneration committee | 30-07-2019 | 67 | | | Yes | 3 | 2 |
5 | Stakeholders Relationship Committee | 24-05-2019 | | | | Yes | | |
6 | Stakeholders Relationship Committee | 31-07-2019 | 67 | | | Yes | 2 | 1 |
Annexure 1 |
IV. Meeting of Committees |
Sr | Name of Committee | Date(s) of meeting (Enter dates of Previous quarter and Current quarter in chronological order) | Maximum gap between any two consecutive (in number of days) | Name of other committee | Reson for not providing date | Whether requirement of Quorum met (Yes/No) | Number of Directors present* | No. of Independent Directors attending the meeting* |
7 | Corporate Social Responsibility Committee | 23-05-2019 | | | | Yes | | |
8 | Corporate Social Responsibility Committee | 30-07-2019 | 67 | | | Yes | 3 | 2 |
Annexure 1 |
VI. Affirmations |
Sr | Subject | Compliance status (Yes/No) |
1 | The composition of Board of Directors is in terms of SEBI (Listing obligations and disclosure requirements) Regulations, 2015 | Yes |
2 | The composition of the following committees is in terms of SEBI(Listing obligations and disclosure requirements) Regulations, 2015
a. Audit Committee | Yes |
3 | The composition of the following committees is in terms of SEBI(Listing obligations and disclosure requirements) Regulations, 2015. b. Nomination & remuneration committee | Yes |
4 | The composition of the following committees is in terms of SEBI(Listing obligations and disclosure requirements) Regulations, 2015. c. Stakeholders relationship committee | Yes |
5 | The composition of the following committees is in terms of SEBI(Listing obligations and disclosure requirements) Regulations, 2015. d. Risk management committee (applicable to the top 500 listed entities) | Yes |
6 | The committee members have been made aware of their powers, role and responsibilities as specified in SEBI (Listing obligations and disclosure requirements) Regulations, 2015. | Yes |
7 | The meetings of the board of directors and the above committees have been conducted in the manner as specified in SEBI (Listing obligations and disclosure requirements) Regulations, 2015. | Yes |
8 | This report and/or the report submitted in the previous quarter has been placed before Board of Directors. | Yes |
Annexure III |
III. Affirmations |
Sr | Particulars | Regulation Number | Compliance status (Yes/No/NA) | If status is “No” details of non-compliance may be given here. |
1 | Copy of the annual report including balance sheet, profit and loss account, directors report, corporate governance report, business responsibility report displayed on website | 46(2) | Yes | |
2 | Presence of Chairperson of Audit Committee at the Annual General Meeting | 18(1)(d) | Yes | |
3 | Presence of Chairperson of the nomination and remuneration committee at the annual general meeting | 19(3) | No | Though originally planned to attend Board Meeting and AGM in person , due to business exigencies could not attend the AGM. However attended the Board Meeting by video conferencing |
4 | Presence of Chairperson of the Stakeholder Relationship committee at the annual general meeting | 20(3) | Yes | |
5 | Whether “Corporate Governance Report” disclosed in Annual
Report | 34(3) read with para C of Schedule V | Yes | |
Any other information to be provided | |