Scrip code | General information about company | |
505324 | ||
NSE Symbol | MANUGRAPH | |
MSEI Symbol | N.A. | |
ISIN | INE867A01022 | |
Name of the entity | MANUGRAPH INDIA LIMITED | |
Date of start of financial year | 1-Apr-23 | |
Date of end of financial year | 31-Mar-24 | |
Reporting Quarter | Yearly | |
Date of Report | 31-Mar-24 | |
Risk management committee | Not Applicable | |
Market Capitalisation as per immediate previous Financial Year | Any other |
1 Name of Listed Entity | : Manugraph India Limited | ||||||||||||||||||||
2 | Quarter ending | : March 31, 2024 | |||||||||||||||||||
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 | Disqualification of Directors under section 164 of the Companies Act, | Yes | |||||||||||||||||||
2013 | |||||||||||||||||||||
Title | Name of the Director | PAN | DIN | Category (Chairperson / | Date of Birth | Whether the | Start Date of | End Date of | Details of | Current | Whether | Date of | Initial Date of | Date of Re- | Date of | Tenure | No of | No of | Number of | No of post of | |
(Mr. / | Executive / Non-Executive / | director is | disqualificati | disqualificati | disqualificati | status | special | passing | Appointment | Appointment | cessation | of | Directorship in | Independent | memberships in | Chairperson in Audit/ | |||||
Ms.) | independent / Nominee) & | disqualified? | on | on | on | resolution | special | in the current | director | listed entities | Directorship in | Audit/ Stakeholder | Stakeholder Committee | ||||||||
passed? | resolution | term | (in | including this | listed entities | Committee(s) | held in listed entities | ||||||||||||||
[Refer Reg. | months) | listed entity | including this | including this listed | including this listed | ||||||||||||||||
17(1A) of | (Refer | listed entity | entity (Refer | entity (Refer Regulation | |||||||||||||||||
Listing | Regulation | (Refer | Regulation 26(1) of | 26(1) of Listing | |||||||||||||||||
Regulations] | 17A of Listing | Regulation | Listing Regulations) | Regulations) | |||||||||||||||||
Regulations) | 17A(1) of Listing | ||||||||||||||||||||
31-Jul-59 | No | Active | NA | - | 11-Aug-89 | 1-Apr-22 | - | Regulations | |||||||||||||
Mr. | Sanjay S. Shah | AAIPS0615D | 00248592 | Executive Director, Chairman | N.A. | 1 | 0 | 1 | 0 | ||||||||||||
related to Promoter, CEO-MD | |||||||||||||||||||||
Mr. | Pradeep S. Shah | AAHPS6793D | 00248692 | Executive Director; MD | 13-Dec-60 | No | Active | NA | - | 11-Aug-89 | 1-Apr-22 | - | N.A. | 1 | 0 | 0 | 0 | ||||
Mrs. | Basheera J. Indorewala | AAIPI8418G | 07294515 | Non Executive - Independent | 15-Feb-84 | No | Active | NA | - | 7-Feb-18 | 7-Feb-23 | - | 70 | 1 | 1 | 2 | 0 | ||||
Mr. | Shailesh B. Shirguppi | AJWPS1459A | 08770042 | Executive Director; WTD | 9-Aug-67 | No | Active | NA | - | 1-Jul-20 | 1-Jul-23 | - | N.A. | 1 | 0 | 0 | 0 | ||||
Mrs. | Madhavi Kilachand | AACPK3750D | 00296504 | Non Executive - Independent | 16-Sep-61 | No | Active | NA | - | 28-Jun-21 | 28-Jun-21 | - | 33 | 1 | 1 | 0 | 0 | ||||
Mr. | K N Padmanabhan | AOWPP5754Q | 10040838 | Non Executive - Independent | 9-Jun-57 | No | Active | NA | - | 2-Mar-23 | 2-Mar-23 | - | 13 | 1 | 1 | 2 | 2 |
- Composition of Committees
1 Audit Committee
Whether Audit Committee has a regular Chairperson | Yes | |||||
DIN | Name of Committee members | Category 1 of directors | Category 2 of directors | Date of Appointment | Date of Cessation | Remarks |
10040838 | Mr. K N Padmanabhan | Non Exective - Independent Director | Chairman | 2-Mar-23 | ||
00368177 | Mr. Nimish Vakil | Non Exective - Independent Director | Member | 2-Mar-23 | ||
07294515 | Mrs. Basheera Indorewala | Non Exective - Independent Director | Member | 26-May-22 |
2 Nomination & Remuneration Committee
Whether Nomination & Remuneration Committee has a regular Chairperson | Yes | ||||||
DIN | Name of Committee members | Category 1 of directors | Category 2 of directors | Date of Appointment | Date of Cessation | Remarks | |
10040838 | Mr. K N Padmanabhan | Non Exective - Independent Director | Chairman | 2-Mar-23 | |||
00368177 | Mr. Nimish Vakil | Non Exective - Independent Director | Member | 2-Mar-23 | |||
07294515 | Mrs. Basheera Indorewala | Non Exective - Independent Director | Member | 2-Mar-23 | |||
3 Risk Management Committee (if applicable) | Not Applicable |
4 Stakeholders Relationship Committee
Whether Stakeholders Relationship Committee has a regular Chairperson | Yes | |||||
DIN | Name of Committee members | Category 1 of directors | Category 2 of directors | Date of Appointment | Date of Cessation | Remarks |
10040838 | Mr. K N Padmanabhan | Non Exective - Independent Director | Chairman | 2-Mar-23 | ||
00248592 | Mr. Sanjay S. Shah | Executive Director | Member | 16-Feb-96 | ||
07294515 | Mrs. Basheera J. Indorewala | Non Exective - Independent Director | Member | 13-Aug-18 |
5 Corporate Social Responsibility Committee | Not Applicable |
III. Meeting of Board of Directors | ||||||||||||||
Date(s) of Meeting (if any) in | Date(s) of Meeting (if | Maximum gap between | Notes for not providing | Whether | Total Number of | Number of Directors | No. of Independent | |||||||
the previous quarter | any) in the relevant | any two consecutive | Date | requirement of | Directors as on | present* (All directors | Directors attending the | |||||||
quarter | meetings | Quorum met | date of the | including Independent | meeting* | |||||||||
(in number of days) | (Yes/No) | meeting | Director) | |||||||||||
9-Nov-23 | Yes | 7 | 6 | 3 | ||||||||||
IV. Meeting of Committees | 12-Feb-24 | 94 | Yes | 7 | 6 | 3 | ||||||||
Name of Committee | Date(s) of meeting of the | Date(s) of meeting of the | Maximum gap between | Name of other | Reson for not | Whether requirement of | Total Number of | Number of Directors | ||||||
committee in the relevant | committee in the | any two consecutive | committee | providing date | Quorum met (Yes/No) | Directors in the | Present (All Directors | |||||||
quarter | previous quarter | meetings | Committee as on date of | including Independent | ||||||||||
(in number of days) | the meeting | Director) | ||||||||||||
Audit Committee | 9-Nov-23 | Yes | 3 | 2 | ||||||||||
Audit Committee | 12-Feb-24 | 94 | Yes | 3 | 2 | |||||||||
Stakeholders Relationship | 9-Nov-23 | Yes | 3 | 2 | ||||||||||
Committee | ||||||||||||||
Committee | 12-Feb-24 | 94 | Yes | 3 | 2 | |||||||||
Stakeholders Relationship |
Annexure I
- Related Party Transactions
Whether prior approval of audit committee obtainedSubject
Whether shareholder approval obtained for material RPT
Whether details of RPT entered into pursuant to omnibus approval have been reviewed by Audit Committee
VI. Affirmations
Compliance status (Yes/No/NA) refer note below
Yes
- A Yes
1 The composition of Board of Directors is in terms of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015.
2 | The composition of the following committees is in terms of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015: |
a. | Audit Committee |
b. | Nomination & Remuneration Committee |
c. | Stakeholders Relationship Committee |
d. | Risk Management Committee (applicable to the top 1000 listed entities) |
3 | The committee members have been made aware of their powers, role and responsibilities as specified in SEBI (Listing Obligations and Disclosure Requirements) |
4 | Regulations, 2015. |
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. |
5 This report and/or the report submitted in the previous quarter has been placed before Board of Directors.
Annexure I | |
Subject | Compliance Status |
Name of the Sigatory | Mihir V Mehta |
Designation | Company Secretary & |
Compliance Officer |
Yes
Yes
Yes
Yes
Not applicable
Yes
Yes
Yes
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 | If status is "No" | Web address |
(Yes/No/NA) | details of non- | |||
compliance may | ||||
be given here. | ||||
1 | Details of business | Yes | http://manugraph.com/our_product.html | |
2 | Terms and conditions of appointment of independent directors | Yes | pdfhttp://manugraph.com/Files/MIL_Terms_of_Appointment_Independent_Directors. | |
3 | Composition of various committees of board of directors | Yes | http://www.manugraph.com/Files/MIL_Board_Committees_02032023.pdf | |
4 | Code of conduct of board of directors and senior management personnel | Yes | http://manugraph.com/MIL_Code_of_Conduct.pdf | |
5 | Details of establishment of vigil mechanism/ Whistle Blower policy | Yes | http://manugraph.com/Files/MIL_Vigil_Mechanism_Policy_2021_F.pdf | |
6 | Criteria of making payments to non-executive directors | Yes | http://manugraph.com/Files/Policy_on_Appointment_&_Evaluation_Final.pdf | |
7 | Policy on dealing with related party transactions | Yes | http://manugraph.com/Files/Related_Party_Transactions_Policy_2019_F.pdf | |
8 | Policy for determining 'material' subsidiaries | NA | ||
9 | Details of familiarization programmes imparted to independent directors | Yes | http://manugraph.com/Files/MIL_Familirisation_Program_ID_F.pdf | |
10 | Email address for grievance redressal and other relevant details | Yes | http://manugraph.com/investor_relations.html | |
11 | investorContact informationgrievances of the designated officials of the listed entity who are responsible for assisting and handling | Yes | http://manugraph.com/investor_relations.html | |
12 | Financial results | Yes | http://www.manugraph.com/FinancialResult/MIL_UFR_31122023.pdf | |
13 | Shareholding pattern | Yes | http://www.manugraph.com/Files/MIL_SHP_505324_31032024.pdf | |
14 | Details of agreements entered into with the media companies and/or their associates | NA | ||
15.1 | investorsSchedule ofsimultaneouslyanalyst or institutionalwith submissioninvestortomeetstockandexchangepresentations made by the listed entity to analysts or institutional | NA | ||
15.2 | Audio or video recordings and transcripts of post earnings/quarterly calls | NA | ||
16 | New name and the old name of the listed entity | NA | ||
17 | Advertisements as per regulation 47 (1) | Yes | http://www.manugraph.com/Files/MIL_NP_UFR_Sakal_14022024.pdf | |
18 | Credit rating or revision in credit rating obtained | NA | ||
19 | Separate audited financial statements of each subsidiary of the listed entity in respect of a relevant financial year | NA | ||
20 | Secretarial Compliance Report | Yes | http://www.manugraph.com/Files/MIL_ASCR_31032023.pdf | |
21 | Materiality Policy as per Regulation 30 (4) | Yes | http://manugraph.com/Files/MIL_Policy_for_determination_of_materiality_F.pdf | |
22 | regulationDisclosure 30(5)of contact details of KMP who are authorized for the purpose of determining materiality as required under | Yes | http://manugraph.com/Files/MIL_Policy_for_determination_of_materiality_F.pdf | |
23 | Disclosures under regulation 30(8) | Yes | http://www.manugraph.com/frmFinancialReport.aspx?ID=3 | |
24 | Statements of deviation(s) or variations(s) as specified in regulation 32 | NA | ||
25 | Dividend Distribution policy as per Regulation 43A(1) | NA | ||
26 | Annual return as provided under section 92 of the Companies Act, 2013 | Yes | http://www.manugraph.com/Files/Form_MGT_7_MIL_2022-23_F_SS.pdf |
27 | Confirmation that the above disclosures are in a separate section as specified in regulation 46(2) | Yes | Confirm | |
28 | Compliance with regulation 46(3) with respect to accuracy of disclosures on the website and timely updating | Yes | Confirm |
II | Annual Confirmations | |||
Sr | Particulars | Regulation Number | Compliance status | If status is "No" details of non- |
(Yes/No/NA) | compliance may be given here. | |||
1 | Independent director(s) have been appointed in | 16(1)(b) & 25(6) | Yes | |
terms of specified criteria of 'independence' | ||||
and/or 'eligibility' | ||||
2 | Board composition | 17(1), 17(1A) & | Yes | |
17(1C), 17(1D) & | ||||
17(1E) | ||||
3 | Meeting of Board of directors | 17(2) | Yes | |
4 | Quorum of Board meeting | 17(2A) | Yes | |
5 | Review of Compliance Reports | 17(3) | Yes | |
6 | Plans for orderly succession for appointments | 17(4) | Yes | |
7 | Code of Conduct | 17(5) | Yes | |
8 | Fees/compensation | 17(6) | Yes | |
9 | Minimum Information | 17(7) | Yes | |
10 | Compliance Certificate | 17(8) | Yes | |
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 | Role of Audit Committee and information to be | 18(3) | Yes | |
reviewed by the audit committee | ||||
18 | Composition of nomination & remuneration | 19(1) & (2) | Yes | |
committee | ||||
19 | Quorum of Nomination and Remuneration | 19(2A) | Yes | |
Committee meeting | ||||
20 | Meeting of Nomination and Remuneration | 19(3A) | Yes | |
Committee | ||||
21 | Role of Nomination and Remuneration Committee | 19(4) | Yes | |
22 | Composition of Stakeholder Relationship | 20(1), 20(2) & 20(2A) | Yes | |
Committee | ||||
23 | Meeting of Stakeholders Relationship Committee | 20(3A) | Yes | |
24 | Role of Stakeholders Relationship Committee | 20(4) | Yes | |
25 | Composition and role of risk management | 21(1),(2),(3),(4) | NA | |
committee | ||||
26 | Meeting of Risk Management Committee | 21(3A) | NA | |
27 | Quorum of Risk Management Committee meeting | 21(3B) | NA | |
28 | Gap between the meetings of the Risk | 21(3C) | NA | |
Management Committee | ||||
29 | Vigil Mechanism | 22 | Yes | |
30 | Policy for related party Transaction | 23(1), (1A), (5), (6), & | Yes | |
(8) | ||||
31 | Prior or Omnibus approval of Audit Committee for | 23(2), (3) | Yes | |
all related party transactions | ||||
32 | Approval for material related party transactions | 23(4) | Yes | |
33 | Disclosure of related party transactions on | 23(9) | Yes | |
consolidated basis | ||||
34 | Composition of Board of Directors of unlisted | 24(1) | NA | |
material Subsidiary | ||||
35 | Other Corporate Governance requirements with | 24(2),(3),(4),(5) & (6) | NA | |
respect to subsidiary of listed entity | ||||
36 | Alternate Director to Independent Director | 25(1) | NA | |
37 | Maximum Tenure | 25(2) | Yes |
38 | Appointment, Re-appointment or removal of an | 25(2A) | Yes | |
Independent Director through special resolution | ||||
or the alternate mechanism | ||||
39 | Meeting of independent directors | 25(3) & (4) | Yes | |
40 | Familiarization of independent directors | 25(7) | Yes | |
41 | Declaration from Independent Director | 25(8) & (9) | Yes | |
42 | Directors and Officers insurance | 25(10) | Yes | |
43 | Confirmation with respect to appointment of | 25(11) | Yes | |
Independent Directors who resigned from the | ||||
listed entity | ||||
44 | Memberships in Committees | 26(1) | Yes | |
45 | Affirmation with compliance code of conduct | 26(3) | Yes | |
from members of Board of Directors and Senior | ||||
management personnel | ||||
46 | Disclosure of Shareholding by Non-Executive | 26(4) | Yes | |
Directors | ||||
47 | Policy with respect to Obligations of directors and | 26(2) & 26(5) | Yes | |
senior management | ||||
48 | Approval of the Board and shareholders for | 26(6) | NA | |
compensation or profit sharing in connection with | ||||
dealings in the securities of the listed entity | ||||
49 | Vacancies in respect Key Managerial Personnel | 26A(1) & 26A(2) | Yes | |
Any other information to be provided - Add Notes | ||||
Name of the Sigatory | Annexure II | |
Mihir Mehta | ||
Designation | Company Secretary & Compliance Officer | |
III Affirmations | Annexure II | |
Sr. No. Particulars | Compliance status | |
1 The Listed Entity has approved Material Subsidiary Policy and the Corporate Governance | (Yes/ o/NA) | |
NA | ||
requirements with respect to subsidiary of Listed Entity have been complied | ||
Name of the Sigatory | Annexure II | |
Mihir Mehta | ||
Designation | Company Secretary & Compliance Officer | |
dditional Half yearly Disclosure | Applicable | |
Applicability of disclosure | ||
Reason for Non Applicability | Textual Information(1) |
- Disclosure of Loans/ guarantees/comfort letters /securities etc.refer note below
(A)Any loan or any other form of debt advanced by the listed entity directly or indirectly to
Entity | Aggregate amount | Balance outstanding |
advanced during six | at the end of six | |
Promoter or any other entity controlled by them | months | months |
0 | 0 | |
Promoter Group or any other entity controlled by | 0 | 0 |
them | 0 | 0 |
Directors (including relatives) or any other entity | ||
controlled by them | 0 | 0 |
KMPs or any other entity controlled by them |
- Any guarantee / comfort letter (by whatever name called) provided by the listed entity directly or indirectly, in connection with any loan(s) or any other form of debt availed By
Entity | Type (guarantee, | Aggregate amount of | Balance outstanding at the end |
comfort letter etc.) | issuance during six | of six months(taking into | |
Promoter or any other entity controlled by them | 0 | months | account any invocation) |
0 | 0 | ||
Promoter Group or any other entity controlled by | 0 | 0 | 0 |
Directors (including relatives) or any other entity | 0 | 0 | 0 |
controlled by them | 0 | 0 | 0 |
KMPs or any other entity controlled by them |
- Any security provided by the listed entity directly or indirectly, in connection with any loan(s) or any other form of debt availed by
Entity | Type of security | Aggregate value of | Balance outstanding at the end |
(cash, shares etc.) | security provided | of six months | |
Promoter or any other entity controlled by them | 0 | during six months | 0 |
0 | |||
Promoter Group or any other entity controlled by | 0 | 0 | 0 |
Directors (including relatives) or any other entity | 0 | 0 | 0 |
controlled by them | 0 | 0 | 0 |
KMPs or any other entity controlled by them |
(D) Additional Information
Allffirmati(orns
nameloanscalled)otheror securitiesform ofindirectlydebt),connectionguarantees,withcomfortany loan(s)letters(or(byotherwhateverform
of debt) given directly or by the listed entity to promoter(s), promoter group, director(s) (including their relatives), key managerial personnel (including their relatives) or any entity controlled by them are in the economic interest of the company.
Compliance Status | Company Remarks |
Yes |
Attachments
- Original Link
- Original Document
- Permalink
Disclaimer
Manugraph India Ltd. published this content on 27 May 2024 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 27 May 2024 08:02:03 UTC.