General information about company | |
Scrip code | 513536 |
NSE Symbol | |
MSEI Symbol | |
ISIN | INE207H01018 |
Name of the entity | GUJARAT NATURAL RESOURCES LIMITED |
Date of start of financial year | 01-04-2018 |
Date of end of financial year | 31-03-2019 |
Reporting Quarter | Yearly |
Date of Report | 31-03-2019 |
Risk management committee | Not Applicable |
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 | ||||||||||||||
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 (Refer Regulation 25(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 | Ashok C Shah | AFGPS2827G | 02467830 | Non-Executive - Non Independent Director | Chairperson | 23-08-1991 | 4 | 3 | 1 | |||||
2 | Mrs | Sarika Abhijit Kulkarni | AZDPK5486G | 07141926 | Non-Executive - Independent Director | Not Applicable | 30-03-2018 | 47 | 1 | 0 | 0 | ||||
3 | Mr | Shalin A Shah | AEQPS9910M | 00297447 | Executive Director | Not Applicable | MD | 22-01-2015 | 4 | 5 | 0 | ||||
4 | Mr | Malav A Mehta | ACBPM6865G | 01234736 | Non-Executive - Non Independent Director | Not Applicable | 23-01-2010 | 2 | 1 | 0 |
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 | |||||||||||||||
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 (Refer Regulation 25(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 | Pravin V Trivedi | AAIPT8029L | 02916910 | Non-Executive - Independent Director | Not Applicable | 23-01-2010 | 111 | 1 | 1 | 1 | ||||
6 | Mrs | Payal Pandya | ATAPM1689A | 07658223 | Non-Executive - Independent Director | Not Applicable | 14-02-2017 | 26 | 3 | 2 | 3 |
Audit Committee Details | |||||||
Whether the Audit Committee has a Regular Chairperson | Yes | ||||||
Sr | DIN Number | Name of Committee members | Category 1 of directors | Category 2 of directors | Date of Appointment | Date of Cessation | Remarks |
1 | 07658223 | PAYAL PUNIT PANDYA | Non-Executive - Independent Director | Chairperson | 14-12-2017 | ||
2 | 02467830 | ASHOK CHINUBHAI SHAH | Non-Executive - Non Independent Director | Member | 30-07-2007 | ||
3 | 02916910 | PRAVINBHAI VRAJLAL TRIVEDI | Non-Executive - Independent Director | Member | 23-01-2010 |
Nomination and remuneration committee | |||||||
Whether the Nomination and remuneration committee has a Regular Chairperson | Yes | ||||||
Sr | DIN Number | Name of Committee members | Category 1 of directors | Category 2 of directors | Date of Appointment | Date of Cessation | Remarks |
1 | 07658223 | PAYAL PUNIT PANDYA | Non-Executive - Independent Director | Member | 14-12-2017 | ||
2 | 02467830 | ASHOK CHINUBHAI SHAH | Non-Executive - Non Independent Director | Member | 30-07-2007 | ||
3 | 02916910 | PRAVINBHAI VRAJLAL TRIVEDI | Non-Executive - Independent Director | Chairperson | 23-01-2010 |
Stakeholders Relationship Committee | |||||||
Whether the Stakeholders Relationship Committee has a Regular Chairperson | Yes | ||||||
Sr | DIN Number | Name of Committee members | Category 1 of directors | Category 2 of directors | Date of Appointment | Date of Cessation | Remarks |
1 | 07658223 | PAYAL PUNIT PANDYA | Non-Executive - Independent Director | Member | 14-12-2017 | ||
2 | 00297447 | SHALIN ASHOK SHAH | Executive Director | Member | 23-01-2010 | ||
3 | 02916910 | PRAVINBHAI VRAJLAL TRIVEDI | Non-Executive - Independent Director | Chairperson | 23-01-2010 |
Risk Management Committee | |||||||
Whether the Risk Management Committee has a Regular Chairperson | |||||||
Sr | DIN Number | Name of Committee members | Category 1 of directors | Category 2 of directors | Date of Appointment | Date of Cessation | Remarks |
Corporate Social Responsibility Committee | |||||||
Whether the Corporate Social Responsibility Committee has a Regular Chairperson | No | ||||||
Sr | DIN Number | Name of Committee members | Category 1 of directors | Category 2 of directors | Date of Appointment | Date of Cessation | Remarks |
Other Committee | ||||||
Sr | DIN Number | Name of Committee members | Name of other committee | Category 1 of directors | Category 2 of directors | Remarks |
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 |
1 | 06-11-2018 | |||
2 | 14-02-2019 | 99 | ||
3 | 29-03-2019 | 42 |
Annexure 1 | ||||||||
IV. Meeting of Committees | ||||||||
Disclosure of notes on meeting of committees explanatory | ||||||||
Sr | Name of Committee | Date(s) of meeting of the committee in the relevant quarter | Whether requirement of Quorum met (Yes/No) | Requirement of Quorum met | Date(s) of meeting of the committee in the previous quarter | Maximum gap between any two consecutive meetings (in number of days) | Name of other committee | Reson for not providing date |
1 | Audit Committee | 14-02-2019 | Yes | 3 | 06-11-2018 | 99 | ||
2 | Stakeholders Relationship Committee | 14-02-2019 | Yes | 3 | 06-11-2018 | 99 | ||
3 | Nomination and remuneration committee | 29-03-2019 | Yes | 3 | Nomination & Remuneration Committee meeting held to consider appointment of Mr. Hitesh Donga as CFO of the Company |
Annexure 1 | |||
V. Related Party Transactions | |||
Sr | Subject | Compliance status (Yes/No/NA) | If status is “No” details of non-compliance may be given here. |
1 | Whether prior approval of audit committee obtained | Yes | |
2 | Whether shareholder approval obtained for material RPT | NA | |
3 | Whether details of RPT entered into pursuant to omnibus approval have been reviewed by Audit Committee | Yes |
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 |
8 | This report and/or the report submitted in the previous quarter has been placed before Board of Directors. | Yes |
Annexure 1 | ||
Sr | Subject | Compliance status |
1 | Name of signatory | SHALIN ASHOK SHAH |
2 | Designation | Managing Director |
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 | http://gnrl.in/ | |
2 | Terms and conditions of appointment of independent directors | Yes | http://gnrl.in/Terms_and_Conditions_of_Appointment_of_Independent_Director.pdf | |
3 | Composition of various committees of board of directors | Yes | http://gnrl.in/Composition_of_Various_Committees.pdf | |
4 | Code of conduct of board of directors and senior management personnel | Yes | http://gnrl.in/code-of-conduct/ | |
5 | Details of establishment of vigil mechanism/ Whistle Blower policy | Yes | http://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 | http://gnrl.in/Related_Party_Transaction_Policy.pdf | |
8 | Policy for determining ‘material’ subsidiaries | Yes | http://gnrl.in/Policy_on_Material_Subsidiaries.pdf | |
9 | Details of familiarization programmes imparted to independent directors | Yes | http://gnrl.in/Familiarization_Programme_for_Independent_Directors.pdf |
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 |
10 | Contact information of the designated officials of the listed entity who are responsible for assisting and handling investor grievances | Yes | http://gnrl.in/compliance-officer/ | |
11 | email address for grievance redressal and other relevant details | Yes | http://gnrl.in/investor-grievances/ | |
12 | Financial results | Yes | http://gnrl.in/quarterly-reports/ | |
13 | Shareholding pattern | Yes | http://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 |
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. |
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 |
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. |
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 |
Annexure II | ||
1 | Name of signatory | Shalin Ashok Shah |
2 | Designation | Managing Director |
Annexure II | |||
III. Affirmations | |||
Sr | Particulars | Compliance status (Yes/No/NA) | |
1 | The Listed Entity has approved Material Subsidiary Policy and the Corporate Governance requirements with respect to subsidiary of Listed Entity have been complied | Yes | |
Any other information to be provided |
Annexure II | ||
1 | Name of signatory | Shalin Ashok Shah |
2 | Designation | Managing Director |
Signatory Details | |
Name of signatory | SHALIN ASHOK SHAH |
Designation of person | Managing Director |
Place | Ahmedabad |
Date | 13-04-2019 |