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) |
Wether the listed entity has a Regular Chairperson | Yes |
Whether Chairperson is related to MD or CEO | 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 Birth | Whether special resolution passed?
[Refer Reg. 17(1A) of Listing Regulations] | Date of passing special resolution | 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 | PRADEEP RAMWILAS RATHI | AARPR3934M | 00018577 | Non-Executive - Non Independent Director | Chairperson related to Promoter | | 20-05-1953 | NA | | 08-11-1995 | 01-06-2018 | | | 4 | 3 | 6 | 2 | | |
2 | Mr | RAJESH BALKRISHNA RATHI | ABDPR2556A | 00018628 | Executive Director | Not Applicable | MD | 13-11-1968 | NA | | 23-05-2008 | 01-06-2018 | | | 1 | 0 | 1 | 0 | | |
3 | Mr | ANUJ NARAYANDAS RATHI | AAHPR4177L | 00018683 | Non-Executive - Non Independent Director | Not Applicable | | 03-09-1971 | NA | | 08-08-2019 | 04-09-2020 | | | 1 | 0 | 0 | 0 | | |
4 | Mr | DARA N DAMANIA | ABMPD2673D | 00403834 | Non-Executive - Independent Director | Not Applicable | | 02-12-1936 | Yes | 07-08-2019 | 09-08-2014 | 07-08-2019 | | 79 | 3 | 3 | 6 | 2 | | |
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 | Whether special resolution passed?
[Refer Reg. 17(1A) of Listing Regulations] | Date of passing special resolution | 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 | S PADMANABHAN | AEGPS3170P | 00001207 | Non-Executive - Independent Director | Not Applicable | | 01-09-1939 | Yes | 07-08-2019 | 09-08-2014 | 07-08-2019 | | 79 | 3 | 3 | 4 | 2 | | |
6 | Mr | SANJAY K ASHER | ADQPA0146C | 00008221 | Non-Executive - Independent Director | Not Applicable | | 26-11-1963 | NA | | 09-08-2014 | 07-08-2019 | | 79 | 7 | 7 | 7 | 4 | | |
7 | Mrs | RATI F FORBES | AAAPF6801A | 00137326 | Non-Executive - Independent Director | Not Applicable | | 23-03-1957 | NA | | 09-08-2014 | 07-08-2019 | | 79 | 1 | 1 | 1 | 0 | | |
8 | Mrs | SHUBHALAKSHMI PANSE | AFEPP0393L | 02599310 | Non-Executive - Independent Director | Not Applicable | | 28-01-1954 | NA | | 14-08-2015 | 14-08-2020 | | 67 | 4 | 4 | 4 | 2 | | |
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 | Whether special resolution passed?
[Refer Reg. 17(1A) of Listing Regulations] | Date of passing special resolution | 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 |
9 | Mr | NARESH RAISINGHANI | AADPR6196D | 00568298 | Non-Executive - Independent Director | Not Applicable | | 18-04-1965 | NA | | 09-08-2018 | 09-08-2018 | | 31 | 1 | 1 | 0 | 0 | | |
10 | Mr | ASHISH VIJ | ABGPV6978B | 08140194 | Executive Director | Not Applicable | | 02-05-1970 | NA | | 24-05-2018 | 04-09-2020 | | | 1 | 0 | 0 | 0 | | |
11 | Mr | DEEPAK PARIKH | CFHPP3780E | 06504537 | Non-Executive - Independent Director | Not Applicable | | 25-07-1961 | NA | | 01-04-2019 | 01-04-2019 | | 24 | 2 | 2 | 0 | 0 | | |
Annexure 1 |
Annexure 1 |
III. Meeting of Board of Directors |
Disclosure of notes on meeting of board of directors explanatory | Textual Information(1) |
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 | 23-10-2020 | | | | Yes | 12 | 8 |
2 | | 28-01-2021 | 96 | | Yes | 11 | 7 |
Annexure 1 |
IV. Meeting of Committees |
Disclosure of notes on meeting of committees explanatory | Textual Information(1) |
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 | 23-10-2020 | | | | Yes | 4 | 4 |
2 | Audit Committee | 28-01-2021 | 96 | | | Yes | 3 | 3 |
3 | Nomination and remuneration committee | 23-10-2020 | | | | Yes | 5 | 5 |
4 | Corporate Social Responsibility Committee | 04-03-2021 | | | | Yes | 3 | 1 |
5 | Stakeholders Relationship Committee | 30-03-2021 | | | | Yes | 3 | 1 |
6 | Risk Management Committee | 29-03-2021 | | | | Yes | 4 | 4 |
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 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 | | https://www.sudarshan.com/about-us.php |
2 | Terms and conditions of appointment of independent directors | Yes | | https://www.sudarshan.com/company-policies.php |
3 | Composition of various committees of board of directors | Yes | | https://www.sudarshan.com/board-of-directors.php |
4 | Code of conduct of board of directors and senior management personnel | Yes | | https://www.sudarshan.com/company-policies.php |
5 | Details of establishment of vigil mechanism/ Whistle Blower policy | Yes | | https://www.sudarshan.com/company-policies.php |
6 | Criteria of making payments to non-executive directors | Yes | | https://www.sudarshan.com/company-policies.php |
7 | Policy on dealing with related party transactions | Yes | | https://www.sudarshan.com/company-policies.php |
8 | Policy for determining ‘material’ subsidiaries | Yes | | https://www.sudarshan.com/company-policies.php |
9 | Details of familiarization programmes imparted to independent directors | Yes | | https://www.sudarshan.com/company-policies.php |
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 | | https://www.sudarshan.com/investors-contact.php |
11 | email address for grievance redressal and other relevant details | Yes | | https://www.sudarshan.com/investors-contact.php |
12 | Financial results | Yes | | https://www.sudarshan.com/financial-reports-information.php |
13 | Shareholding pattern | Yes | | https://www.sudarshan.com/shareholding-patterns.php |
14 | Details of agreements entered into with the media companies and/or their associates | NA | | |
15 | Schedule of analyst or institutional investor meet and presentations made
by the listed entity to analysts or institutional investors simultaneously with
submission to stock exchange | Yes | | https://www.sudarshan.com/analysts-foreign-institutional-investors-calls.php |
16 | New name and the old name of the listed entity | NA | | |
17 | Advertisements as per regulation 47 (1) | Yes | | https://www.sudarshan.com/notices.php |
18 | Credit rating or revision in credit rating obtained | Yes | | https://www.sudarshan.com/notices.php |
19 | Separate audited financial statements of each subsidiary of the listed entity
in respect of a relevant financial year | Yes | | https://www.sudarshan.com/financial-reports-information.php |
20 | Whether company has provided information under separate section on its website as per Regulation 46(2) | Yes | | www.sudarshan.com |
21 | Materiality Policy as per Regulation 30 | Yes | | https://www.sudarshan.com/company-policies.php |
22 | Dividend Distribution policy as per Regulation 43A (as applicable) | Yes | | https://www.sudarshan.com/company-policies.php |
23 | It is certified that these contents on the website of the listed entity are correct | Yes | | www.sudarshan.com |
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 | Risk Assessment & Management | 17(9) | Yes | |
12 | Performance Evaluation of Independent Directors | 17(10) | Yes | |
13 | Recommendation of Board | 17(11) | Yes | |
14 | Maximum number of Directorships | 17A | Yes | |
15 | Composition of Audit Committee | 18(1) | Yes | |
16 | Meeting of Audit Committee | 18(2) | Yes | |
17 | Composition of nomination & remuneration committee | 19(1) & (2) | Yes | |
18 | Quorum of Nomination and Remuneration Committee meeting | 19(2A) | Yes | |
19 | Meeting of Nomination and Remuneration Committee | 19(3A) | Yes | |
20 | Composition of Stakeholder Relationship Committee | 20(1), 20(2) & 20(2A) | 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. |
21 | Meeting of Stakeholders Relationship Committee | 20(3A) | Yes | |
22 | Composition and role of risk management committee | 21(1),(2),(3),(4) | Yes | |
23 | Meeting of Risk Management Committee | 21(3A) | Yes | |
24 | Vigil Mechanism | 22 | Yes | |
25 | Policy for related party Transaction | 23(1),(1A),(5),(6),(7) & (8) | Yes | |
26 | Prior or Omnibus approval of Audit Committee for all related party transactions | 23(2), (3) | Yes | |
27 | Approval for material related party transactions | 23(4) | NA | |
28 | Disclosure of related party transactions on consolidated basis | 23(9) | Yes | |
29 | Composition of Board of Directors of unlisted material Subsidiary | 24(1) | NA | |
30 | Other Corporate Governance requirements with respect to subsidiary of listed entity | 24(2),(3),(4),(5) & (6) | 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. |
31 | Annual Secretarial Compliance Report | 24(A) | Yes | |
32 | Alternate Director to Independent Director | 25(1) | NA | |
33 | Maximum Tenure | 25(2) | Yes | |
34 | Meeting of independent directors | 25(3) & (4) | Yes | |
35 | Familiarization of independent directors | 25(7) | Yes | |
36 | Declaration from Independent Director | 25(8) & (9) | Yes | |
37 | D & O Insurance for Independent Directors | 25(10) | Yes | |
38 | Memberships in Committees | 26(1) | Yes | |
39 | Affirmation with compliance to code of conduct from members of Board of Directors and Senior management personnel | 26(3) | Yes | |
40 | Disclosure of Shareholding by Non-Executive Directors | 26(4) | Yes | |
41 | Policy with respect to Obligations of directors and senior management | 26(2) & 26(5) | Yes | |
| Any other information to be provided - Add Notes | |