General information about company

Scrip code523144
NSE Symbol
MSEI Symbol
ISININE442D01010
Name of the entityMEDI-CAPS LIMITED
Date of start of financial year01-04-2019
Date of end of financial year31-03-2020
Reporting QuarterYearly
Date of Report31-03-2020
Risk management committeeNot Applicable
Market Capitalisation as per immediate previous Financial YearAny 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 ChairpersonYes
Whether Chairperson is related to MD or CEOYes
SrTitle (Mr / Ms)Name of the DirectorPANDINCategory 1 of directorsCategory 2 of directorsCategory 3 of directors Date of BirthWhether special resolution passed? [Refer Reg. 17(1A) of Listing Regulations]Date of passing special resolutionInitial Date of appointmentDate of Re-appointmentDate of cessationTenure 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 RegulationsNumber 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 DirectorChairperson16-06-1947NA06-08-198326-07-20161000
2MrALOK K GARGAAHPG5352J00274321Executive DirectorNot ApplicableMD27-01-1969NA01-04-200701-04-2019361000
3MrsKUSUM MITTALABZPM1784D00035356Non-Executive - Non Independent DirectorNot Applicable08-08-1950NA04-05-199101-10-2016601000
4MrSHAMSHER SINGHAGAPS8548P00204290Non-Executive - Independent DirectorNot Applicable06-06-1942Yes25-09-201830-04-200201-04-2019601122



I. Composition of Board of Directors

Disclosure of notes on composition of board of directors explanatory

Wether the listed entity has a Regular Chairperson

SrTitle (Mr / Ms)Name of the DirectorPANDINCategory 1 of directorsCategory 2 of directorsCategory 3 of directors Date of BirthWhether special resolution passed? [Refer Reg. 17(1A) of Listing Regulations]Date of passing special resolutionInitial Date of appointmentDate of Re-appointmentDate of cessationTenure 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 RegulationsNumber 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
5MrASHOK OMPRAKASH AGRAWALABTPA2337G07870578Non-Executive - Independent DirectorNot Applicable16-07-1960NA25-07-201728-09-2017601100
6MrPRAMOD FATEHPURIAAAAPF7695N00972389Non-Executive - Independent DirectorNot Applicable20-08-1961NA29-05-201429-05-2019601110
7MrMAHESH KUMAR PATNIAFBPP7767H07444248Non-Executive - Independent DirectorNot Applicable10-09-1950NA27-05-201627-05-201619-02-2020601120




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
100204290SHAMSHER SINGHNon-Executive - Independent DirectorChairperson31-01-2003
207444248MAHESH KUMAR PATNINon-Executive - Independent DirectorMember27-05-201619-02-2020Textual Information(1)
300972389PRAMOD FATEHPURIANon-Executive - Independent DirectorMember30-05-2017
407870578ASHOK OMPRAKASH AGRAWALNon-Executive - Independent DirectorMember25-07-2017

Sr Text Block

Textual Information(1)
Mr. Mahesh Kumar Patni has resigned from the post of Non Executive Independent Director from the Company w.e.f 19-02-2020.


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
100204290SHAMSHER SINGHNon-Executive - Independent DirectorChairperson31-05-2002
207444248MAHESH KUMAR PATNINon-Executive - Independent DirectorMember27-05-201619-02-2020
300972389PRAMOD FATEHPURIANon-Executive - Independent DirectorMember30-05-2017
407870578ASHOK OMPRAKASH AGRAWALNon-Executive - Independent DirectorMember25-07-2017


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
100204290SHAMSHER SINGHNon-Executive - Independent DirectorChairperson31-05-2002
207444248MAHESH KUMAR PATNINon-Executive - Independent DirectorMember27-05-201619-02-2020
307870578ASHOK OMPRAKASH AGRAWALNon-Executive - Independent DirectorMember16-10-2019
400972389PRAMOD FATEHPURIANon-Executive - Independent DirectorMember29-05-2014


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 SINGHCorporate Compliance CommitteeNon-Executive - Independent DirectorChairperson
207870578ASHOK OMPRAKASH AGRAWALCorporate Compliance CommitteeNon-Executive - Independent DirectorMember
300972389PRAMOD FATEHPURIACorporate Compliance 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 DateWhether requirement of Quorum met (Yes/No)Number of Directors present*No. of Independent Directors attending the meeting*
114-11-2019Yes73
204-02-202081Yes73
309-03-202033Yes63



Annexure 1

IV. Meeting of Committees

Disclosure of notes on meeting of committees explanatory
SrName of CommitteeDate(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 committeeReson for not providing dateWhether requirement of Quorum met (Yes/No)Number of Directors present*No. of Independent Directors attending the meeting*
1Audit Committee14-11-2019Yes44
2Audit Committee04-02-202081Yes43
3Stakeholders Relationship Committee02-11-2019Yes33
4Stakeholders Relationship Committee11-03-2020129Yes33
5Nomination and remuneration committee16-10-2019Yes43
6Other Committee14-11-201928Independent Directors MeetingYes43



Annexure 1

IV. Meeting of Committees

SrName of CommitteeDate(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 committeeReson for not providing dateWhether requirement of Quorum met (Yes/No)Number of Directors present*No. of Independent Directors attending the meeting*
7Other Committee14-11-2019Corporate Compliance CommitteeYes33
8Nomination and remuneration committee09-03-2020115Yes33



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)

Statement and Declaration of Related Party Transactions

for the Quarter ended on 31.03.2020

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 31.12.2019 Transactions during the quarter from 01.01.2020 to

31.03.2020 Cumulative Value of the transaction during the quarter 01.04.2019 to

31.03.2020 Reference for the approval of the ACM and their remarks if any.

1.  Mr. Alok K. Garg Managing Director Salary/ Remuneration 16,50,000 1,50,000 18,00,000 Approved at B.M. held on 16.10.19

2.  Mrs. Kusum Mittal* Whole Time Director Salary/ Remuneration 9,00,000 0 900000 Approved at B.M. held on 30.07.19

3.  Mrs. Manisha Garg** Whole Time Director Salary/ Remuneration 6,51,614 0 651614 Approved at B.M. held on 30.07.19

4.  Mr. Manish Kumar Jain CFO (Chief Financial Officer) Salary/ Remuneration 179410 0 179410 Approved at B.M held on 01.04.14

5.  Ms. Ayushi  Silot CS (Company Secretary) Salary/ Remuneration 214278 77081 291359 Approved at B.M held on 28.05.19

6.  Medgel Private Limited WOS Net Purchase of Raw Material Purchase:

9686/-

Sale: 277510/-



Advance Rec:

45,00,000/-

 Sale:

543380 Purchase:

9686/-

Sale: 820890/-

Advance Amount Repaid:

45,00,000/-

 Approved at ACM

# 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

***Mr. Manish Kumar Jain has paid Rs. 156407/- (Rs. 69900/- 3 Month salary, Rs. 69900/- Compensation and Rs. 16607/- Leave Encashment) against full & Final Payment dtd. 21.11.2019

For, MEDI-CAPS LIMITED

ALOK K. GARG     HEMANT SETHI

MANAGING DIRECTOR  CHIEF FINANCIAL OFFICER

DIN: 00274321

Date: 31st Mar., 2020

Place : Pithampur




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 500 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=12
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/?page_id=7280
6Criteria of making payments to non-executive directorsYeshttp://medicaps.com/wp-content/uploads/2016/06/Remuneration-Policy.pdf
7Policy on dealing with related party transactionsYeshttp://medicaps.com/?page_id=7280
8Policy for determining ‘material’ subsidiariesYeshttp://medicaps.com/?page_id=7280
9Details of familiarization programmes imparted to independent directorsYeshttp://medicaps.com/?page_id=7282

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
15Schedule of analyst or institutional investor meet and presentations made by the listed entity to analysts or institutional investors simultaneously with submission to stock exchangeNA
16New name and the old name of the listed entityNA
17Advertisements as per regulation 47 (1)Yeshttp://medicaps.com/?page_id=6791
18Credit rating or revision in credit rating obtainedNA
19Separate audited financial statements of each subsidiary of the listed entity in respect of a relevant financial yearYeshttp://medicaps.com/?page_id=6439
20Whether company has provided information under separate section on its website as per Regulation 46(2)Yeshttp://medicaps.com/?page_id=7280
21Materiality Policy as per Regulation 30Yeshttp://medicaps.com/?page_id=7280
22Dividend Distribution policy as per Regulation 43A (as applicable)NA
23It is certified that these contents on the website of the listed entity are correctYesWWW.MEDICAPS.COM


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), 17(1A) & 17(1B)Yes
3Meeting of Board of directors17(2)Yes
4Quorum of Board meeting17(2A)Yes
5Review of Compliance Reports17(3)Yes
6Plans for orderly succession for appointments17(4)Yes
7Code of Conduct17(5)Yes
8Fees/compensation17(6)Yes
9Minimum Information17(7)Yes
10Compliance Certificate17(8)Yes

Annexure II

II. Annual Affirmations

SrParticularsRegulation NumberCompliance status (Yes/No/NA)If status is “No” details of non-compliance may be given here.
11Risk Assessment & Management17(9)Yes
12Performance Evaluation of Independent Directors17(10)Yes
13Recommendation of Board17(11)Yes
14Maximum number of Directorships17AYes
15Composition of Audit Committee18(1)Yes
16Meeting of Audit Committee18(2)Yes
17Composition of nomination & remuneration committee19(1) & (2)Yes
18Quorum of Nomination and Remuneration Committee meeting19(2A)Yes
19Meeting of Nomination and Remuneration Committee19(3A)Yes
20Composition of Stakeholder Relationship Committee20(1), 20(2) & 20(2A)Yes

Annexure II

II. Annual Affirmations

SrParticularsRegulation NumberCompliance status (Yes/No/NA)If status is “No” details of non-compliance may be given here.
21Meeting of Stakeholders Relationship Committee20(3A)Yes
22Composition and role of risk management committee21(1),(2),(3),(4)NA
23Meeting of Risk Management Committee21(3A)NA
24Vigil Mechanism22Yes
25Policy for related party Transaction23(1),(1A),(5),(6),(7) & (8)Yes
26Prior or Omnibus approval of Audit Committee for all related party transactions23(2), (3)Yes
27Approval for material related party transactions23(4)NA
28Disclosure of related party transactions on consolidated basis23(9)Yes
29Composition of Board of Directors of unlisted material Subsidiary24(1)Yes
30Other Corporate Governance requirements with respect to subsidiary of listed entity24(2),(3),(4),(5) & (6)Yes

Annexure II

II. Annual Affirmations

SrParticularsRegulation NumberCompliance status (Yes/No/NA)If status is “No” details of non-compliance may be given here.
31Annual Secretarial Compliance Report24(A)Yes
32Alternate Director to Independent Director25(1)NA
33Maximum Tenure25(2)Yes
34Meeting of independent directors25(3) & (4)Yes
35Familiarization of independent directors25(7)Yes
36Declaration from Independent Director25(8) & (9)Yes
37D & O Insurance for Independent Directors25(10)NA
38Memberships in Committees26(1)Yes
39Affirmation with compliance to code of conduct from members of Board of Directors and Senior management personnel26(3)Yes
40Disclosure of Shareholding by Non-Executive Directors26(4)Yes
41Policy 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
Date11-05-2020