General information about company | |
| Scrip code | 523144 |
| NSE Symbol | |
| MSEI Symbol | |
| ISIN | INE442D01010 |
| Name of the entity | MEDI-CAPS LIMITED |
| Date of start of financial year | 01-04-2019 |
| Date of end of financial year | 31-03-2020 |
| Reporting Quarter | Quarterly |
| Date of Report | 31-12-2019 |
| Risk management committee | Not Applicable |
| Market Capitalisation as per immediate previous Financial Year | Any other |
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 | |||||||||||||||||||
| 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 | RAMESH CHANDRA MITTAL | ABZPM1785C | 00035272 | Non-Executive - Non Independent Director | Chairperson related to Promoter | 16-06-1947 | NA | 06-08-1983 | 26-07-2016 | 1 | 0 | 0 | 0 | ||||||
| 2 | Mrs | Kusum Mittal | ABZPM1784D | 00035356 | Non-Executive - Non Independent Director | Not Applicable | 08-08-1950 | NA | 04-05-1991 | 01-10-2016 | 1 | 0 | 0 | 0 | ||||||
| 3 | Mr | Alok k Garg | AAHPG5352J | 00274321 | Executive Director | Not Applicable | MD | 27-01-1969 | NA | 01-04-2007 | 01-04-2019 | 36 | 1 | 0 | 0 | 0 | ||||
| 4 | Mrs | Manisha Garg | ADOPG7990A | 01006545 | Executive Director | Not Applicable | 15-09-1971 | NA | 11-11-2016 | 11-11-2016 | 16-10-2019 | 36 | 1 | 0 | 0 | 0 | ||||
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 | Shamsher Singh | AGAPS8548P | 00204290 | Non-Executive - Independent Director | Not Applicable | 06-06-1942 | Yes | 25-09-2018 | 30-04-2002 | 01-04-2019 | 60 | 1 | 1 | 2 | 2 | ||||
| 6 | Mr | Ashok Omprakash Agrawal | ABTPA2337G | 07870578 | Non-Executive - Independent Director | Not Applicable | 16-07-1960 | NA | 25-07-2017 | 28-09-2017 | 60 | 1 | 1 | 0 | 0 | |||||
| 7 | Mr | Pramod Fatehpuria | AAAPF7695N | 00972389 | Non-Executive - Independent Director | Not Applicable | 20-08-1961 | NA | 29-05-2014 | 29-05-2019 | 60 | 1 | 1 | 1 | 0 | |||||
| 8 | Mr | Mahesh Kumar Patni | AFBPP7767H | 07444248 | Non-Executive - Independent Director | Not Applicable | 10-09-1950 | NA | 27-05-2016 | 27-05-2016 | 60 | 1 | 1 | 2 | 0 | |||||
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 | 00204290 | Shamsher Singh | Non-Executive - Independent Director | Chairperson | 31-01-2003 | ||
| 2 | 07444248 | Mahesh Kumar Patni | Non-Executive - Independent Director | Member | 27-05-2016 | ||
| 3 | 00972389 | Pramod Fatehpuria | Non-Executive - Independent Director | Member | 30-05-2017 | ||
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 | 00204290 | Shamsher Singh | Non-Executive - Independent Director | Chairperson | 31-05-2002 | ||
| 2 | 07444248 | Mahesh Kumar Patni | Non-Executive - Independent Director | Member | 27-05-2016 | ||
| 3 | 00972389 | Pramod Fatehpuria | Non-Executive - Independent Director | Member | 30-05-2017 | ||
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 | 00204290 | Shamsher Singh | Non-Executive - Independent Director | Chairperson | 31-05-2002 | ||
| 2 | 07444248 | Mahesh Kumar Patni | Non-Executive - Independent Director | Member | 27-05-2016 | ||
| 3 | 00565554 | Ashok Pitliya | Member | Member | 31-05-2002 | 01-10-2019 | Textual Information(1) |
| 4 | 07870578 | Ashok Omprakash Agrawal | Non-Executive - Independent Director | Member | 16-10-2019 | ||
Sr Text Block | |
| Textual Information(1) | Resigned w.e.f 01.10.2019 as a member from Stakeholders relationship committee meeting |
Risk Management Committee | |||||||
| Whether the Risk Management 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 |
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 |
| 1 | 00204290 | Shamsher Singh | Corporate Compliance Committee | Non-Executive - Independent Director | Chairperson | |
| 2 | 07870578 | Ashok Omprakash Agrawal | Corporate Compliance Committee | Non-Executive - Independent Director | Member | |
| 3 | 07444248 | Mahesh Kumar Patni | Corporate Compliance Committee | Non-Executive - Independent Director | Member | |
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 | Whether requirement of Quorum met (Yes/No) | Number of Directors present* | No. of Independent Directors attending the meeting* |
| 1 | 09-08-2019 | Yes | 8 | 4 | |||
| 2 | 16-10-2019 | 67 | Yes | 8 | 4 | ||
| 3 | 14-11-2019 | 28 | Yes | 8 | 4 | ||
Annexure 1 | ||||||||
IV. Meeting of Committees | ||||||||
| Disclosure of notes on meeting of committees explanatory | ||||||||
| 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 | 30-07-2019 | Yes | 3 | 3 | |||
| 2 | Audit Committee | 14-11-2019 | 106 | Yes | 3 | 3 | ||
| 3 | Nomination and remuneration committee | 30-07-2019 | Yes | 3 | 3 | |||
| 4 | Nomination and remuneration committee | 16-10-2019 | 77 | Yes | 3 | 3 | ||
| 5 | Stakeholders Relationship Committee | 02-11-2019 | Yes | 3 | 3 | |||
| 6 | Other Committee | 14-11-2019 | 11 | Independent Directors meeting | Yes | 4 | 4 | |
Annexure 1 | ||||||||
IV. Meeting of Committees | ||||||||
| 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* |
| 7 | Other Committee | 14-11-2019 | Corporate Compliance Committee | Yes | 3 | 3 | ||
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 | |
| Disclosure of notes on related party transactions | Textual Information(1) | ||
Text Block | |
| Textual Information(1) | Statement and Declaration of Related Party Transactions
for the Quarter ended on 31.12.2019 A. Details of Contract or Arrangements or Transactions entered or to be entered by the company which are at arms length basis:
S. No. Name of the Related Party Nature of Relation with the Directors/ KMP/ Company Nature of contract or arrangement or transaction Transaction approved for the previous quarter ended 30.09.2019 Transactions during the quarter from 30.09.2019 to 31.12.2019 Cumulative Value of the transaction during the quarter 01.04.2019 to 31.12.2019 Reference for the approval of the ACM and their remarks if any. 1. Mr. Alok K. Garg Managing Director Salary/ Remuneration 15,00,000 1,50,000 16,50,000 Approved at B.M. held on 16.10.19 2. Mrs. Kusum Mittal* Whole Time Director Salary/ Remuneration 9,00,000 0 9,00,000 Approved at B.M. held on 30.07.19 3. Mrs. Manisha Garg** Whole Time Director Salary/ Remuneration 6,00,000 51,614 6,51,614 Approved at B.M. held on 30.07.19 4. Mr. Manish Kumar Jain CFO (Chief Financial Officer) Salary/ Remuneration 1,39,800 39,610 1,79,410 Approved at B.M held on 01.04.14 5. Ms. Ayushi Silot CS (Company Secretary) Salary/ Remuneration 1,45,225 69,053 2,14,278 Approved at B.M held on 28.05.19 6. Medgel Private Limited WOS Net Purchase of Raw Material Purchase: 9,686/- Sale: 17,950/- Sale: 2,59,560/- Purchase: 9,686/- Sale: 2,77,510/- Approved at ACM held on 27/05/16 # The transaction value must be as per the details given in the notes to the financial statement for the related party transaction as per AS-18 requirement and verified by the auditors. *Mrs Kusum Mittal has resigned from the office of the whole time director and continues as Women and Non Executive Director w.e.f 16.10.19 **Mrs Manisha Garg has resigned w.e.f. 16.10.2019 For, MEDI-CAPS LIMITED
ALOK K. GARG MANISH KUMAR JAIN MANAGING DIRECTOR CHIEF FINANCIAL OFFICER DIN: 00274321 Date: 31st Dec., 2019
Place : Pithampur Details of Contract or Arrangements or Transactions entered or to be entered by the company which are not at arms length basis:
S.N. Name of the Related Party Nature of Relation with the Directors/ KMP/ Company Nature of contract or arrangement or transaction Duration of contract or arrangement or transaction Maximum amount of Transaction during the quarter 31.12.2019 Indicative base price/current contracted price Amount paid as advance, if any Justification for entering into such contract or arrangements or transaction Date on which the General Resolution passed or to be passed in the General Meeting, in case of Material Related Party Transaction Not Applicable * The transaction value must be as per the details given in the notes to the financial statement for the related party transaction as per AS-18 requirement and verified by the auditors For, MEDI-CAPS LIMITED
ALOK K. GARG MANISH KUMAR JAIN
MANAGING DIRECTOR CHIEF FINANCIAL OFFICER DIN: 00274321 Date: 31st Dec., 2019 Place : Pithampur |
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) | 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 | ALOK K GARG |
| 2 | Designation | Managing Director |
Text Block |
Signatory Details | |
| Name of signatory | ALOK K GARG |
| Designation of person | Managing Director |
| Place | PITHAMPUR |
| Date | 13-01-2020 |