MSEI Symbol

Scrip code523144
NSE Symbol
MSEI Symbol
ISININE442D01010
Name of the entityMEDICAPS LIMITED
Date of start of financial year01-04-2017
Date of end of financial year31-03-2018
Reporting QuarterYearly
Date of Report31-03-2018
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
Is there any change in information of board of directors compare to previous quarterNo



Annexure 1

II. Composition of Committees

Disclosure of notes on composition of committees explanatory
Is there any change in information of committees compare to previous quarterNo


Audit Committee Details

SrDIN NumberName of Committee membersCategory 1 of directorsCategory 2 of directorsRemarks


Nomination and remuneration committee

SrDIN NumberName of Committee membersCategory 1 of directorsCategory 2 of directorsRemarks


Stakeholders Relationship Committee

SrDIN NumberName of Committee membersCategory 1 of directorsCategory 2 of directorsRemarks


Risk Management Committee

SrDIN NumberName of Committee membersCategory 1 of directorsCategory 2 of directorsRemarks


Corporate Social Responsibility Committee

SrDIN NumberName of Committee membersCategory 1 of directorsCategory 2 of directorsRemarks


Other Committee

SrDIN NumberName of Committee membersName of other committeeCategory 1 of directorsCategory 2 of directorsRemarks

Annexure 1

Annexure 1

III. Meeting of Board of Directors

Disclosure of notes on meeting of board of directors explanatoryTextual Information(1)
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)
113-11-2017
209-02-201887
320-03-201838



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Textual Information(1)

Board Meeting held for appointment of Company Secretary under Reg. 6(1) of SEBI (LODR) Regulations, 2015 dated 20.03.2018, Tuesday.




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 committee
1Audit Committee09-02-2018Yes13-11-201787
2Nomination and remuneration committee20-03-2018Yes



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)



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Textual Information(1)

CIN: L24232MP1983PLC002231

Statement and Declaration of Related Party transactions for the Quarter ended 31.03.2018

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 31.12.2017

Transactions during the quarter from 31.12.2017 to 31.03.2018

Cumulative Value of the transaction during the quarter 01.04.2017 to

31.03.2018

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 24.09.15

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

67,050

67,050

2,63,450

Approved at B.M held on 01.04.14

5.                      

Ms. Nupur Lodwal

CS (Company Secretary)

Salary/ Remuneration

60,000

60,000

2,38,667

(till 20.03.2018)

Approved at B.M held on 11.11.2016 and further resigned wef 20.03.2018

6.                      

Ms. Ayushi  Silot

CS (Company Secretary)

Salary/ Remuneration

0

0

6,000

(w.e.f., 21.03.2018)

Appointed wef 21.03.2018 and Approved at B.M held on 20.03.2018

7.                      

Medgel Private Limited

WOS

Net Purchase of Raw Material

19,85,753

(139000)

(Sale to Medgel)

68,74,502

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.

B. Details of Contract or Arrangements or Transactions entered or to be entered by the company which are not 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

Duration of contract or arrangement or transaction

Maximum amount of Transaction during the quarter 01.04.17-30.06.17

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

 

Nil

* 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, MEDICAPS LIMITED

 

DDATE: 06/0­4/2018                            ALOK K GARG                       MANISH KUMAR JAIN

PPLACE: PITHAMPUR                      MANAGING DIRECTOR      CHIEF FINANCIAL OFFICER

                                                                  DIN: 00274321

 

 




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 signatoryMr. Alok k Garg
2DesignationManaging Director



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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 businessYeswww.medicaps.com
2Terms and conditions of appointment of independent directorsYeswww.medicaps.com
3Composition of various committees of board of directorsYeswww.medicaps.com
4Code of conduct of board of directors and senior management personnelYeswww.medicaps.com
5Details of establishment of vigil mechanism/ Whistle Blower policyYeswww.medicaps.com
6Criteria of making payments to non-executive directorsYeswww.medicaps.com
7Policy on dealing with related party transactionsYeswww.medicaps.com
8Policy for determining �material� subsidiariesYeswww.medicaps.com
9Details of familiarization programmes imparted to independent directorsYeswww.medicaps.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

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 grievancesYeswww.medicaps.com
11email address for grievance redressal and other relevant detailsYeswww.medicaps.com
12Financial resultsYeswww.medicaps.com
13Shareholding patternYeswww.medicaps.com
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)Yes
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)Yes
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)NA
29Policy with respect to Obligations of directors and senior management26(2) & 26(5)NA
Any other information to be provided - Add Notes






Annexure II

1Name of signatory
2Designation



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
Date10-04-2018