General information about company

Scrip code523144
NSE Symbol
MSEI Symbol
ISININE442D01010
Name of the entityMEDI-CAPS LIMITED
Date of start of financial year01-04-2018
Date of end of financial year31-03-2019
Reporting QuarterYearly
Date of Report31-03-2019
Risk management committeeNot 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 ChairpersonYes
SrTitle (Mr / Ms)Name of the DirectorPANDINCategory 1 of directorsCategory 2 of directorsCategory 3 of directorsDate of appointment in the current term Date of cessationTenure 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 PANNotes for not providing DIN
1MrRamesh Chandra MittalABZPM1785C00035272Non-Executive - Non Independent DirectorChairperson25-07-2016100
2MrsKusum MittalABZPM1784D00035356Executive DirectorNot Applicable29-09-201636100
3MrAlok k GargAAHPG5352J00274321Executive DirectorNot ApplicableMD25-09-201836100
4MrsManisha GargADOPG7990A01006545Executive DirectorNot Applicable28-09-201736100



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

SrTitle (Mr / Ms)Name of the DirectorPANDINCategory 1 of directorsCategory 2 of directorsCategory 3 of directorsDate of appointment in the current term Date of cessationTenure 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 PANNotes for not providing DIN
5MrShamsher SinghAGAPS8548P00204290Non-Executive - Independent DirectorNot Applicable25-09-201860122
6MrAshok Omprakash AgrawalABTPA2337G07870578Non-Executive - Independent DirectorNot Applicable28-09-201760100
7MrPramod FatehpuriaAAAPF7695N00972389Non-Executive - Independent DirectorNot Applicable25-09-201860110
8MrMahesh Kumar PatniAFBPP7767H07444248Non-Executive - Independent DirectorNot Applicable29-09-201660120




Audit Committee Details

Whether the Audit Committee has a Regular ChairpersonYes
SrDIN NumberName of Committee membersCategory 1 of directorsCategory 2 of directorsDate of Appointment Date of CessationRemarks
100204290Dr. Shamsher SinghNon-Executive - Independent DirectorChairperson31-01-2003
207444248Mr Mahesh Kumar PatniNon-Executive - Independent DirectorMember27-05-2016
300972389Mr. Pramod FatehpuriaNon-Executive - Independent DirectorMember30-05-2017


Nomination and remuneration committee

Whether the Nomination and remuneration committee has a Regular ChairpersonYes
SrDIN NumberName of Committee membersCategory 1 of directorsCategory 2 of directorsDate of Appointment Date of CessationRemarks
100204290Dr. Shamsher SinghNon-Executive - Independent DirectorChairperson31-05-2002
207444248Mr. Mahesh Kumar Patni Non-Executive - Independent DirectorMember27-05-2016
300972389Mr. Pramod Fatehpuria'Non-Executive - Independent DirectorMember30-05-2017


Stakeholders Relationship Committee

Whether the Stakeholders Relationship Committee has a Regular ChairpersonYes
SrDIN NumberName of Committee membersCategory 1 of directorsCategory 2 of directorsDate of Appointment Date of CessationRemarks
100204290Dr. Shamsher SinghNon-Executive - Independent DirectorChairperson31-05-2002
207444248Mr. Mahesh Kumar Patni Non-Executive - Independent DirectorMember27-05-2016
300565554Mr. Ashok Kumar PitliyaMemberMember31-05-2002


Risk Management Committee

Whether the Risk Management Committee has a Regular ChairpersonNo
SrDIN NumberName of Committee membersCategory 1 of directorsCategory 2 of directorsDate of Appointment Date of CessationRemarks


Corporate Social Responsibility Committee

Whether the Corporate Social Responsibility Committee has a Regular ChairpersonNo
SrDIN NumberName of Committee membersCategory 1 of directorsCategory 2 of directorsDate of Appointment Date of CessationRemarks


Other Committee

SrDIN NumberName of Committee membersName of other committeeCategory 1 of directorsCategory 2 of directorsRemarks
100204290Shamsher SinghIndependent Director committeeNon-Executive - Independent DirectorChairperson
200972389Pramod FatehpuriaIndependent Director committeeNon-Executive - Independent DirectorMember
307444248Mahesh Kumar PatniIndependent Director committeeNon-Executive - Independent DirectorMember
407870578Ashok Omprakash Agrawal Independent Director committeeNon-Executive - Independent DirectorMember

Annexure 1

Annexure 1

III. Meeting of Board of Directors

Disclosure of notes on meeting of board of directors explanatory
SrDate(s) of meeting (if any) in the previous quarterDate(s) of meeting (if any) in the current quarterMaximum gap between any two consecutive (in number of days)Notes for not providing Date
114-11-2018
207-02-201984



Annexure 1

IV. Meeting of Committees

Disclosure of notes on meeting of committees explanatory
SrName of CommitteeDate(s) of meeting of the committee in the relevant quarterWhether requirement of Quorum met (Yes/No)Requirement of Quorum metDate(s) of meeting of the committee in the previous quarterMaximum gap between any two consecutive meetings (in number of days)Name of other committeeReson for not providing date
1Audit Committee07-02-2019Yes214-11-201884
2Stakeholders Relationship Committee08-01-2019Yes208-12-201830
3Stakeholders Relationship Committee08-02-2019Yes230
Please note that three stakeholders relationship committe meeting have been conducted in this quarter (as mentioned) and there is no relevance of this meeting to the meeting in previous quarter. However the date of previous quarter meeting has been mentioned as required.  
4Stakeholders Relationship Committee30-03-2019Yes249
Please note that three stakeholders relationship committe meeting have been conducted in this quarter (as mentioned) and there is no relevance of this meeting to the meeting in previous quarter. However the date of previous quarter meeting has been mentioned as required.  



Annexure 1

V. Related Party Transactions

SrSubjectCompliance status (Yes/No/NA)If status is “No” details of non-compliance may be given here.
1Whether prior approval of audit committee obtainedYes
2Whether shareholder approval obtained for material RPTNA
3Whether details of RPT entered into pursuant to omnibus approval have been reviewed by Audit CommitteeYes
Disclosure of notes on related party transactions Textual Information(1)


Text Block

Textual Information(1)

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 31.12.2018

Transactions during the quarter from 31.12.2019 to 31.03.2019

Cumulative Value of the transaction during the quarter 01.04.2018 to

31.03.2019

Reference for the approval of the ACM and their remarks if any.

1.                        

Mr. Alok K Garg

Managing Director

Salary/ Remuneration

7,50,000

7,50,000

30,00,000

Approved at AGM held on  25.09.18

2.                        

Mrs. Kusum Mittal

Whole Time Director

Salary/ Remuneration

4,50,000

4,50,000

18,00,000

Approved at AGM held on 28.09.13

3.                        

Mrs. Manisha Garg

Whole Time Director

Salary/ Remuneration

3,00,000

3,00,000

12,00,000

Approved at B.M. held on 11.11.2016

4.                        

Mr. Manish Kumar Jain

CFO (Chief Financial Officer)

Salary/ Remuneration

2,04,950

69,900

2,74,850

Approved at B.M held on 01.04.14

5.                        

Ms. Ayushi  Silot

CS (Company Secretary)

Salary/ Remuneration

1,74,000

61,500

2,35,500

Approved at B.M held on 20.03.2018

6.                        

Medgel Private Limited

WOS

Net Purchase of Raw Material

19,88,200 (Sales)

36,92,160 (Purchase)

58,800  (Sales)

16,45,463 (Purchase)

20,47,000 (Sales)

53,37,623    (Purchase)

Approved at ACM held on  27th May, 2016

*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.




Annexure 1

VI. Affirmations

SrSubjectCompliance status (Yes/No)
1The composition of Board of Directors is in terms of SEBI (Listing obligations and disclosure requirements) Regulations, 2015Yes
2The composition of the following committees is in terms of SEBI(Listing obligations and disclosure requirements) Regulations, 2015 a. Audit CommitteeYes
3The composition of the following committees is in terms of SEBI(Listing obligations and disclosure requirements) Regulations, 2015. b. Nomination & remuneration committeeYes
4The composition of the following committees is in terms of SEBI(Listing obligations and disclosure requirements) Regulations, 2015. c. Stakeholders relationship committeeYes
5The 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
6The committee members have been made aware of their powers, role and responsibilities as specified in SEBI (Listing obligations and disclosure requirements) Regulations, 2015.Yes
7The 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
8This report and/or the report submitted in the previous quarter has been placed before Board of Directors.Yes

Annexure 1

SrSubjectCompliance status
1Name of signatoryALOK K GARG
2DesignationManaging Director



Text Block




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

SrItemCompliance status (Yes/No/NA)If status is “No” details of non-compliance may be given here.Web address
1Details of businessYeshttp://medicaps.com/?page_id=2
2Terms and conditions of appointment of independent directorsYeshttp://medicaps.com/?page_id=7282
3Composition of various committees of board of directorsYeshttp://medicaps.com/?page_id=6437
4Code of conduct of board of directors and senior management personnelYeshttp://medicaps.com/?page_id=7280
5Details of establishment of vigil mechanism/ Whistle Blower policyYeshttp://medicaps.com/wp-content/uploads/2016/06/Vigil-Mechanism-Policy.pdf
6Criteria of making payments to non-executive directorsNA
7Policy on dealing with related party transactionsYeshttp://medicaps.com/wp-content/uploads/2016/06/Related-party-transaction-Policy.pdf
8Policy for determining ‘material’ subsidiariesYeshttp://medicaps.com/?page_id=7280
9Details of familiarization programmes imparted to independent directorsYeshttp://medicaps.com/?page_id=7280

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

SrItemCompliance status (Yes/No/NA)If status is “No” details of non-compliance may be given here.Web address
10Contact information of the designated officials of the listed entity who are responsible for assisting and handling investor grievancesYeshttp://medicaps.com/?page_id=7724
11email address for grievance redressal and other relevant detailsYeshttp://medicaps.com/?page_id=7724
12Financial resultsYeshttp://medicaps.com/?page_id=6439
13Shareholding patternYeshttp://medicaps.com/?page_id=7267
14Details of agreements entered into with the media companies and/or their associatesNA
15New name and the old name of the listed entityNA


Annexure II

II. Annual Affirmations

SrParticularsRegulation NumberCompliance status (Yes/No/NA)If status is “No” details of non-compliance may be given here.
1Independent director(s) have been appointed in terms of specified criteria of ‘independence’ and/or ‘eligibility’16(1)(b) & 25(6)Yes
2Board composition17(1)Yes
3Meeting of Board of directors17(2)Yes
4Review of Compliance Reports17(3)Yes
5Plans for orderly succession for appointments17(4)Yes
6Code of Conduct17(5)Yes
7Fees/compensation17(6)NA
8Minimum Information17(7)Yes
9Compliance Certificate17(8)Yes
10Risk Assessment & Management17(9)Yes

Annexure II

II. Annual Affirmations

SrParticularsRegulation NumberCompliance status (Yes/No/NA)If status is “No” details of non-compliance may be given here.
11Performance Evaluation of Independent Directors17(10)Yes
12Composition of Audit Committee18(1)Yes
13Meeting of Audit Committee18(2)Yes
14Composition of nomination & remuneration committee19(1) & (2)Yes
15Composition of Stakeholder Relationship Committee20(1) & (2)Yes
16Composition and role of risk management committee21(1),(2),(3),(4)NA
17Vigil Mechanism22Yes
18Policy for related party Transaction23(1),(5),(6),(7) & (8)Yes
19Prior or Omnibus approval of Audit Committee for all related party transactions23(2), (3)Yes
20Approval for material related party transactions23(4)Yes

Annexure II

II. Annual Affirmations

SrParticularsRegulation NumberCompliance status (Yes/No/NA)If status is “No” details of non-compliance may be given here.
21Composition of Board of Directors of unlisted material Subsidiary24(1)Yes
22Other Corporate Governance requirements with respect to subsidiary of listed entity24(2),(3),(4),(5) & (6)Yes
23Maximum Directorship & Tenure25(1) & (2)Yes
24Meeting of independent directors25(3) & (4)Yes
25Familiarization of independent directors25(7)Yes
26Memberships in Committees26(1)Yes
27Affirmation with compliance to code of conduct from members of Board of Directors and Senior management personnel26(3)Yes
28Disclosure of Shareholding by Non-Executive Directors26(4)Yes
29Policy with respect to Obligations of directors and senior management26(2) & 26(5)Yes
Any other information to be provided - Add Notes




Annexure II

1Name of signatoryALOK K GARG
2DesignationManaging Director



Annexure II

III. Affirmations

SrParticularsCompliance status (Yes/No/NA)
1The Listed Entity has approved Material Subsidiary Policy and the Corporate Governance requirements with respect to subsidiary of Listed Entity have been compliedYes
Any other information to be provided




Annexure II

1Name of signatoryALOK K GARG
2DesignationManaging Director



Signatory Details

Name of signatoryALOK K GARG
Designation of personManaging Director
PlacePITHAMPUR
Date11-04-2019