CG Report

 
General information about company
Scrip code 519238
NSE Symbol
MSEI Symbol
ISIN INE233P01017
Name of the entity Saptarishi Agro Industries 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 Krunal Ravjibhai Patel AMCPP7911K 02517567 Executive Director Chairperson related to Promoter 02-08-2017 1 1 0
2 Mr Rushabh Ravjibhai Patel AULPP4748B 02721107 Executive Director Not Applicable MD 02-08-2017 1 0 0
3 Mr Ravjibhai Nagarbhai Patel AALPP3707C 00310385 Non-Executive – Non Independent Director Not Applicable 02-08-2017 1 0 0
4 Mr Janayash Nareshbhai Desai AELPD4458E 00387060 Executive Director Not Applicable 13-11-2017 1 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 Bangaru Ramakrishnan AFTPR2356E 00182214 Non-Executive – Nominee Director Not Applicable 30-07-2005 3 3 0
6 Mr Arvind Kumar Kalra AAMPK0864C 00577625 Non-Executive – Non Independent Director Not Applicable 29-08-2003 1 0 0
7 Mr Divyakant Ramniklal Zaveri AABPZ5582H 01382184 Non-Executive – Independent Director Not Applicable 11-02-2019 60 3 5 3
8 Mr Rajendra Prasad Tewari AAEPT8126A 02526495 Non-Executive – Independent Director Not Applicable 29-09-2014 60 1 0 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
9 Mr Devendrakumar Harilal Patel AGMPP2099L 07684123 Non-Executive – Independent Director Not Applicable 28-09-2018 60 1 1 0
10 Mr Bipin Javanlal Parekh AAWPP0398Q 07927616 Non-Executive – Independent Director Not Applicable 28-09-2018 60 1 0 0
11 Ms Vaibhavi Ashhish Patel EFNPP8126N 08284892 Non-Executive – Independent Director Not Applicable 02-11-2018 60 1 0 0
12 Mr Rishi Bhootra AENPB1701J 08285440 Non-Executive – Independent Director Not Applicable 02-11-2018 60 1 2 1

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 01382184 Divyakant Ramniklal Zaveri Non-Executive – Independent Director Chairperson 11-02-2019
2 00182214 Bangaru Ramakrishnan Non-Executive – Nominee Director Member 30-07-2005
3 07684123 Devendrakumar Harilal Patel Non-Executive – Independent Director Member 28-09-2018
4 08285440 Rishi Bhootra Non-Executive – Independent Director Member 02-11-2018
 
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 07927616 Bipin Javanlal Parekh Non-Executive – Independent Director Chairperson 28-09-2018
2 00182214 Bangaru Ramakrishnan Non-Executive – Nominee Director Member 30-07-2005
3 01382184 Divyakant Ramniklal Zaveri Non-Executive – Independent Director Member 11-02-2019
4 00310385 Ravjibhai Nagarbhai Patel Non-Executive – Non Independent Director Member 02-08-2017
 
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 08285440 Rishi Bhootra Non-Executive – Independent Director Chairperson 02-11-2018
2 02517567 Krunal Ravjibhai Patel Executive Director Member 02-08-2017
3 00387060 Janayash Nareshbhai Desai Executive Director Member 13-11-2017
 
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 Yes
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 02-11-2018
2 11-02-2019 100
 
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 11-02-2019 Yes 02-11-2018 100
2 Nomination and remuneration committee 11-02-2019 Yes 02-11-2018 100
 
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 NA
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 NA
 
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 Rushabh Ravjibhai Patel
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://www.saptarishiagro.com/
2 Terms and conditions of appointment of independent directors Yes http://www.saptarishiagro.com/
3 Composition of various committees of board of directors Yes http://www.saptarishiagro.com/
4 Code of conduct of board of directors and senior management personnel Yes http://www.saptarishiagro.com/
5 Details of establishment of vigil mechanism/ Whistle Blower policy NA
6 Criteria of making payments to non-executive directors NA
7 Policy on dealing with related party transactions NA
8 Policy for determining ‘material’ subsidiaries NA
9 Details of familiarization programmes imparted to independent directors Yes http://www.saptarishiagro.com/
 
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://www.saptarishiagro.com/contact/
11 email address for grievance redressal and other relevant details Yes http://www.saptarishiagro.com/contact/
12 Financial results Yes http://www.saptarishiagro.com/financial-reports/
13 Shareholding pattern Yes http://www.saptarishiagro.com/shareholders-information/
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) NA
6 Code of Conduct 17(5) Yes
7 Fees/compensation 17(6) Yes
8 Minimum Information 17(7) Yes
9 Compliance Certificate 17(8) Yes
10 Risk Assessment & Management 17(9) 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.
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 NA
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) NA
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) NA
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 Rushabh Ravjibhai Patel
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 NA
Any other information to be provided
 
Annexure II
1 Name of signatory Rushabh Ravjibhai Patel
2 Designation Managing Director
 
Signatory Details
Name of signatory Rushabh Ravjibhai Patel
Designation of person Managing Director
Place Ahmedabad
Date 11-04-2019

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