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 | Textual Information(1) |
Disclosure of notes on composition of board of directors explanatory | Yes |
Sr | Title (Mr / Ms) | Name of the Director | PAN | DIN | Category 1 of directors | Category 2 of directors | Category 3 of directors | Date of appointment in the current term | Date of
cessation | Tenure of director (in months) | No of Directorship in listed entities including this listed entity | Number of memberships in Audit/ Stakeholder Committee(s) including this listed entity | No of post of Chairperson in Audit/ Stakeholder Committee held in listed entities including this listed entity | Notes |
1 | Mr | DHIREN SHASHIKANT BHATT | AENPB4207M | 03409987 | Non-Executive - Independent Director | Not Applicable | | 08-01-2016 | | 3 | 0 | 0 | 0 |
2 | Mr | ILESH PURSHOTTAMDAS SHAH | AGOPS6965L | 00275294 | Non-Executive - Non Independent Director | Chairperson | | 23-01-2010 | | | 1 | 0 | 0 | 3 | Mr | SHALIN ASHOK SHAH | AEQPS9910M | 00297447 | Executive Director | Not Applicable | MD | 22-01-2015 | | | 2 | 3 | 0 | 4 | Mr | MALAV AJITBHAI MEHTA | ACBPM6865G | 01234736 | Non-Executive - Non Independent Director | Not Applicable | | 23-01-2010 | | | 1 | 0 | 0 | 5 | Mr | HARIYANT CHAMPAKLAL SHELAT | AQOPS4237R | 01500966 | Non-Executive - Independent Director | Not Applicable | | 26-12-2005 | | 123 | 1 | 2 | 1 | 6 | Mr | ASHOK CHINUBHAI SHAH | AFGPS2827G | 02467830 | Non-Executive - Non Independent Director | Not Applicable | | 23-08-1991 | | | 2 | 2 | 1 | 7 | Mr | PRAVINBHAI VRAJLAL TRIVEDI | AAIPT8029L | 02916910 | Non-Executive - Independent Director | Not Applicable | | 23-01-2010 | | 75 | 1 | 2 | 1 | 8 | Mrs | SARIKA A. KULKARNI | AZDPK5486G | 07141926 | Non-Executive - Independent Director | Not Applicable | | 30-03-2015 | | 12 | 1 | 0 | 0 |
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 100 listed entities) | NA |
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 |
Annexure II |
Annexure II to be submitted by listed entity at the end of the financial year (for the whole of financial year) |
I. Disclosure on website in terms of Listing Regulations |
Sr | Item | Compliance status (Yes/No/NA) | If status is “No” details of non-compliance may be given here. | Web address |
1 | Details of business | Yes | | www.gnrl.in |
2 | Terms and conditions of appointment of independent directors | Yes | | www.gnrl.in/Terms_and_Conditions_of_Appointment_of_Independent_Director.pdf |
3 | Composition of various committees of board of directors | Yes | | www.gnrl.in/Composition_of_Various_Committees.pdf |
4 | Code of conduct of board of directors and senior management personnel | Yes | | www.gnrl.in/code-of-conduct/ |
5 | Details of establishment of vigil mechanism/ Whistle Blower policy | Yes | | www.gnrl.in/Whistle_Blower_Policy.pdf |
6 | Criteria of making payments to non-executive directors | NA | | |
7 | Policy on dealing with related party transactions | Yes | | www.gnrl.in/Related_Party_Transaction_Policy.pdf |
8 | Policy for determining ‘material’ subsidiaries | Yes | | www.gnrl.in/Policy_on_Material_Subsidiaries.pdf |
9 | Details of familiarization programmes imparted to independent directors | Yes | | www.gnrl.in/Familiarization_Programme_for_Independent_Directors.pdf |
10 | Contact information of the designated officials of the listed entity who are responsible for assisting and handling investor grievances | Yes | | www.gnrl.in/compliance-officer/ |
11 | email address for grievance redressal and other relevant details | Yes | | www.gnrl.in/investor-grievances/ |
12 | Financial results | Yes | | www.gnrl.in/quarterly-reports/ |
13 | Shareholding pattern | Yes | | www.gnrl.in/shareholding-pattern/ |
14 | Details of agreements entered into with the media companies and/or their associates | NA | | |
15 | New name and the old name of the listed entity | NA | | |
Annexure II |
II. Annual Affirmations |
Sr | Particulars | Regulation Number | Compliance status (Yes/No/NA) | If status is “No” details of non-compliance may be given here. |
1 | Independent director(s) have been appointed in terms of specified criteria of ‘independence’ and/or ‘eligibility’ | 16(1)(b) & 25(6) | Yes | |
2 | Board composition | 17(1) | Yes | |
3 | Meeting of Board of directors | 17(2) | Yes | |
4 | Review of Compliance Reports | 17(3) | Yes | |
5 | Plans for orderly succession for appointments | 17(4) | Yes | |
6 | Code of Conduct | 17(5) | Yes | |
7 | Fees/compensation | 17(6) | NA | |
8 | Minimum Information | 17(7) | Yes | |
9 | Compliance Certificate | 17(8) | Yes | |
10 | Risk Assessment & Management | 17(9) | Yes | |
11 | Performance Evaluation of Independent Directors | 17(10) | Yes | |
12 | Composition of Audit Committee | 18(1) | Yes | |
13 | Meeting of Audit Committee | 18(2) | Yes | |
14 | Composition of nomination & remuneration committee | 19(1) & (2) | Yes | |
15 | Composition of Stakeholder Relationship Committee | 20(1) & (2) | Yes | |
16 | Composition and role of risk management committee | 21(1),(2),(3),(4) | NA | |
17 | Vigil Mechanism | 22 | Yes | |
18 | Policy for related party Transaction | 23(1),(5),(6),(7) & (8) | Yes | |
19 | Prior or Omnibus approval of Audit Committee for all related party transactions | 23(2), (3) | Yes | |
20 | Approval for material related party transactions | 23(4) | NA | |
21 | Composition of Board of Directors of unlisted material Subsidiary | 24(1) | NA | |
22 | Other Corporate Governance requirements with respect to subsidiary of listed entity | 24(2),(3),(4),(5) & (6) | Yes | |
23 | Maximum Directorship & Tenure | 25(1) & (2) | Yes | |
24 | Meeting of independent directors | 25(3) & (4) | Yes | |
25 | Familiarization of independent directors | 25(7) | Yes | |
26 | Memberships in Committees | 26(1) | Yes | |
27 | Affirmation with compliance to code of conduct from members of Board of Directors and Senior management personnel | 26(3) | Yes | |
28 | Disclosure of Shareholding by Non-Executive Directors | 26(4) | Yes | |
29 | Policy with respect to Obligations of directors and senior management | 26(2) & 26(5) | Yes | |
| Any other information to be provided - Add Notes | |