General information about company | |
Scrip code | 516108 |
NSE Symbol | |
MSEI Symbol | |
ISIN | INE088G01014 |
Name of the entity | THE SOUTH INDIA PAPER MILLS LIMITED |
Date of start of financial year | 01-04-2020 |
Date of end of financial year | 31-03-2021 |
Reporting Quarter | Yearly |
Date of Report | 31-03-2021 |
Risk management committee | Applicable |
Market Capitalisation as per immediate previous Financial Year | Top 2000 listed entities |
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 | Textual Information(1) | |||||||||||||||||||
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 | MANISH M PATEL | AEEPP6501K | 00128179 | Executive Director | Chairperson | CEO-MD | 18-05-1959 | NA | 01-10-1990 | 20-05-2019 | 1 | 0 | 0 | 0 | |||||
2 | Mr | DINESHCHANDRA C PATEL | ABBPP4124C | 00167581 | Non-Executive - Non Independent Director | Not Applicable | 16-10-1938 | Yes | 24-09-2020 | 30-08-1975 | 24-09-2020 | 1 | 0 | 0 | 0 | |||||
3 | Mr | M G MOHAN KUMAR | ADVPM5755E | 00020029 | Non-Executive - Independent Director | Not Applicable | 03-03-1957 | NA | 28-06-1994 | 19-09-2019 | 12 | 2 | 2 | 4 | 4 | |||||
4 | Mr | S R CHANDRASEKARA SETTY | ACKPC7349G | 00017055 | Non-Executive - Independent Director | Not Applicable | 12-10-1940 | Yes | 19-09-2019 | 23-01-1992 | 19-09-2019 | 12 | 1 | 1 | 2 | 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 | JAGDISH M PATEL | ADQPP3156R | 00128834 | Non-Executive - Independent Director | Not Applicable | 16-04-1944 | Yes | 19-09-2019 | 27-06-1987 | 19-09-2019 | 12 | 1 | 1 | 1 | 0 | ||||
6 | Mr | AJAY D PATEL | ABAPP3615P | 00466905 | Non-Executive - Non Independent Director | Not Applicable | 10-12-1968 | NA | 31-08-1996 | 24-09-2020 | 1 | 0 | 0 | 0 | ||||||
7 | Mr | N S KISHORE KUMAR | AAFPN4348H | 03422169 | Non-Executive - Independent Director | Not Applicable | 13-05-1956 | NA | 31-01-2011 | 19-09-2019 | 12 | 1 | 1 | 0 | 0 | |||||
8 | Mr | JITENDRA A PATEL | AGIPP7237J | 00248302 | Non-Executive - Non Independent Director | Not Applicable | 02-05-1948 | NA | 27-09-2012 | 19-09-2019 | 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 |
9 | Mrs | GIRIJA SHANKAR | AANPG1420H | 07148094 | Non-Executive - Independent Director | Not Applicable | 28-02-1957 | NA | 31-03-2015 | 19-09-2019 | 12 | 1 | 1 | 1 | 0 |
Text Block | |
Textual Information(1) | Note :
1. There is no change in the composition of Board of Directors as compared to the previous quarter.
2. There are no separate posts for the Chairman and MD. Mr Manish M Patel is the Managing Director as well as the Chairman of the Company. The requirement with respect to creation of separate posts for Chairman and MD is applicable to top 500 entities as per Amended SEBI (LODR Regulations) - Reg 17(1B) w.e.f 1st April 2022. Our Company is not in the list of top 500 entities as on 31-03-2020 and hence not applicable to us.
3. Mr Manish M Patel was re appointed as the Managing Director of the Company w.e.f 20-05-2019 (for a period of 5 years) by passing of special resolution at the AGM of the Company held on 20th Sept 2018.
4. Mr M G Mohan Kumar was appointed as a Director of the Company on 28-06-1994. As per the Companies Act, 2013 he has been re appointed as an Independent Director for a second term at the AGM held on 19-09-2019. His appointment is effective from 01st April 2020 and upto 31st March 2025.
5. Mr S R Chandrasekara Setty was appointed as a Director of the Company on 23-01-1992. As per the Companies Act, 2013 he has been re appointed as an Independent Director for a second term at the AGM held on 19-09-2019. His appointment is effective from 01st April 2020 and upto 31st March 2025.
6. Mr Jagdish M Patel was appointed as a Director of the Company on 27-06-1987. As per the Companies Act, 2013 he has been re appointed as an Independent Director for a second term at the AGM held on 19-09-2019. His appointment is effective from 01st April 2020 and upto 31st March 2025.
7. Mr N S Kishore Kumar was appointed as a Director of the Company on 31-01-2011.As per the Companies Act, 2013 he has been re appointed as an Independent Director for a second term at the AGM held on 19-09-2019. His appointment is effective from 01st April 2020 and upto 31st March 2025.
8. Mrs Girija Shankar was appointed as an Independent Director of the Company on 31-03-2015. As per the Companies Act, 2013 she has been re appointed as an Independent Director for a second term at the AGM held on 19-09-2019. Her appointment is effective from 01st April 2020 and upto 31st March 2025.
9. The tenure in months given for all the independent directors is from the effective date of appointment i.e from 1st April 2020 which is their second term. The tenure of all the Independent Directors is 12 months as on 31st March 2021 (calculated from 1st April 2020) in the SECOND TERM. All the Independent Directors have already completed their first term of 5 years.
The other 3 Non executive Directors re - appointment is based on rotation. Hence tenure is not provided here for them.
10. Mr Dineshchandra C Patel has been appointed as Director by passing a special resolution at the AGM held on 24th Sept 2020 as per Reg 17(1A) of SEBI (LODR) Regulations, 2015. His appointment has been approved and ratified in terms of the amended regulation 17(1A) of SEBI (LODR)Regulations effective from 1st April 2019.
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Annexure 1 | |||||||
II. Composition of Committees | |||||||
Disclosure of notes on composition of committees explanatory | Textual Information(1) |
Annexure 1 Text Block | |
Textual Information(1) | Note : The date of appointment given for all the Committee Members refers to the appointment to the Committee. |
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 | 00020029 | M G MOHAN KUMAR | Non-Executive - Independent Director | Chairperson | 29-01-2002 | ||
2 | 00017055 | S R CHANDRASEKARA SETTY | Non-Executive - Independent Director | Member | 29-01-2002 | Textual Information(1) | |
3 | 00128834 | JAGDISH M PATEL | Non-Executive - Independent Director | Member | 28-07-2005 |
Sr Text Block | |
Textual Information(1) | Mr S R Chandrasekara Setty is the Joint Chairman of the Audit Committee. However in the excel template it is not allowing for selecting Chairperson again. Hence have selected the category of S R Chandrasekara Setty as a member.
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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 | 00020029 | M G MOHAN KUMAR | Non-Executive - Independent Director | Chairperson | 30-05-2009 | Textual Information(1) | |
2 | 00017055 | S R CHANDRASEKARA SETTY | Non-Executive - Independent Director | Member | 30-05-2009 | ||
3 | 00128834 | JAGDISH M PATEL | Non-Executive - Independent Director | Member | 30-05-2009 |
Sr Text Block | |
Textual Information(1) | Note : The date of appointment given for all the Committee Members refers to the appointment to the Committee.
|
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 | 00020029 | M G MOHAN KUMAR | Non-Executive - Independent Director | Chairperson | 29-01-2002 | Textual Information(1) | |
2 | 00017055 | S R CHANDRASEKARA SETTY | Non-Executive - Independent Director | Member | 27-01-2005 | ||
3 | 07148094 | GIRIJA SHANKAR | Non-Executive - Independent Director | Member | 30-07-2020 |
Sr Text Block | |
Textual Information(1) | Note : The date of appointment given for all the Committee Members refers to the appointment to the Committee.
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Risk Management Committee | |||||||
Whether the Risk Management 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 | 00128179 | MANISH M PATEL | Executive Director | Chairperson | 27-01-2015 | Textual Information(1) | |
2 | 00020029 | M G MOHAN KUMAR | Non-Executive - Independent Director | Member | 27-01-2015 | ||
3 | 00017055 | S R CHANDRASEKARA SETTY | Non-Executive - Independent Director | Member | 27-01-2015 |
Sr Text Block | |
Textual Information(1) | Note : The date of appointment given for all the Committee Members refers to the appointment to the Committee.
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Corporate Social Responsibility Committee | |||||||
Whether the Corporate Social Responsibility 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 | 00128179 | MANISH M PATEL | Executive Director | Chairperson | 27-01-2015 | Textual Information(1) | |
2 | 00020029 | M G MOHAN KUMAR | Non-Executive - Independent Director | Member | 27-01-2015 | ||
3 | 00017055 | S R CHANDRASEKARA SETTY | Non-Executive - Independent Director | Member | 27-01-2015 |
Sr Text Block | |
Textual Information(1) | Note : The date of appointment given for all the Committee Members refers to the appointment to the Committee.
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Other Committee | ||||||
Sr | DIN Number | Name of Committee members | Name of other committee | Category 1 of directors | Category 2 of directors | Remarks |
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 | 29-10-2020 | Yes | 9 | 5 | |||
2 | 28-01-2021 | 90 | Yes | 7 | 4 |
Annexure 1 | ||||||||
IV. Meeting of Committees | ||||||||
Disclosure of notes on meeting of committees explanatory | Textual Information(1) | |||||||
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 | 29-10-2020 | Yes | 2 | 2 | |||
2 | Audit Committee | 28-01-2021 | 90 | Yes | 2 | 2 |
Text Block | ||
Textual Information(1) | The Nomination and Remuneration Committee met on 25-06-2020 and it was attended by all the members.
The Risk Management Committee, Stakeholder Relationship Committee met on 29-03-2021 and it was attended by all the members of the Committee.
CSR Committee met on 28-01-2021 and it was attended by all the members of the Committee
On 29-03-2021 a separate meeting of Independent Directors of the Company was held and it was attended by all the Independent Directors. |
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 | NA | |
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 | NA |
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) | Yes |
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 | VIDYA BHAT |
2 | Designation | Company Secretary and Compliance Officer |
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 | ||||
Sr | Item | Compliance status (Yes/No/NA) | If status is “No” details of non-compliance may be given here. | Web address |
1 | Details of business | Yes | www.sipaper.com | |
2 | Terms and conditions of appointment of independent directors | Yes | www.sipaper.com | |
3 | Composition of various committees of board of directors | Yes | www.sipaper.com | |
4 | Code of conduct of board of directors and senior management personnel | Yes | www.sipaper.com | |
5 | Details of establishment of vigil mechanism/ Whistle Blower policy | Yes | www.sipaper.com | |
6 | Criteria of making payments to non-executive directors | Yes | www.sipaper.com | |
7 | Policy on dealing with related party transactions | Yes | www.sipaper.com | |
8 | Policy for determining ‘material’ subsidiaries | NA | ||
9 | Details of familiarization programmes imparted to independent directors | Yes | www.sipaper.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 | ||||
Sr | Item | Compliance status (Yes/No/NA) | If status is “No” details of non-compliance may be given here. | Web address |
10 | Contact information of the designated officials of the listed entity who are responsible for assisting and handling investor grievances | Yes | www.sipaper.com | |
11 | email address for grievance redressal and other relevant details | Yes | www.sipaper.com | |
12 | Financial results | Yes | www.sipaper.com | |
13 | Shareholding pattern | Yes | www.sipaper.com | |
14 | Details of agreements entered into with the media companies and/or their associates | NA | ||
15 | Schedule of analyst or institutional investor meet and presentations made by the listed entity to analysts or institutional investors simultaneously with submission to stock exchange | NA | ||
16 | New name and the old name of the listed entity | NA | ||
17 | Advertisements as per regulation 47 (1) | Yes | www.sipaper.com | |
18 | Credit rating or revision in credit rating obtained | Yes | www.sipaper.com | |
19 | Separate audited financial statements of each subsidiary of the listed entity in respect of a relevant financial year | NA | ||
20 | Whether company has provided information under separate section on its website as per Regulation 46(2) | Yes | www.sipaper.com | |
21 | Materiality Policy as per Regulation 30 | Yes | www.sipaper.com | |
22 | Dividend Distribution policy as per Regulation 43A (as applicable) | NA | ||
23 | It is certified that these contents on the website of the listed entity are correct | Yes | www.sipaper.com |
Annexure II | ||||
II. Annual Affirmations | ||||
Sr | Particulars | Regulation Number | Compliance status (Yes/No/NA) | If status is “No” details of non-compliance may be given here. |
1 | Independent director(s) have been appointed in terms of specified criteria of ‘independence’ and/or ‘eligibility’ | 16(1)(b) & 25(6) | Yes | |
2 | Board composition | 17(1), 17(1A) & 17(1B) | Yes | |
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 |
Annexure II | ||||
II. Annual Affirmations | ||||
Sr | Particulars | Regulation Number | Compliance status (Yes/No/NA) | If status is “No” details of non-compliance may be given here. |
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 | Composition of nomination & remuneration committee | 19(1) & (2) | Yes | |
18 | Quorum of Nomination and Remuneration Committee meeting | 19(2A) | Yes | |
19 | Meeting of Nomination and Remuneration Committee | 19(3A) | Yes | |
20 | Composition of Stakeholder Relationship Committee | 20(1), 20(2) & 20(2A) | Yes |
Annexure II | ||||
II. Annual Affirmations | ||||
Sr | Particulars | Regulation Number | Compliance status (Yes/No/NA) | If status is “No” details of non-compliance may be given here. |
21 | Meeting of Stakeholders Relationship Committee | 20(3A) | Yes | |
22 | Composition and role of risk management committee | 21(1),(2),(3),(4) | Yes | |
23 | Meeting of Risk Management Committee | 21(3A) | Yes | |
24 | Vigil Mechanism | 22 | Yes | |
25 | Policy for related party Transaction | 23(1),(1A),(5),(6),(7) & (8) | Yes | |
26 | Prior or Omnibus approval of Audit Committee for all related party transactions | 23(2), (3) | NA | |
27 | Approval for material related party transactions | 23(4) | NA | |
28 | Disclosure of related party transactions on consolidated basis | 23(9) | Yes | |
29 | Composition of Board of Directors of unlisted material Subsidiary | 24(1) | NA | |
30 | Other Corporate Governance requirements with respect to subsidiary of listed entity | 24(2),(3),(4),(5) & (6) | NA |
Annexure II | ||||
II. Annual Affirmations | ||||
Sr | Particulars | Regulation Number | Compliance status (Yes/No/NA) | If status is “No” details of non-compliance may be given here. |
31 | Annual Secretarial Compliance Report | 24(A) | Yes | |
32 | Alternate Director to Independent Director | 25(1) | NA | |
33 | Maximum Tenure | 25(2) | Yes | |
34 | Meeting of independent directors | 25(3) & (4) | Yes | |
35 | Familiarization of independent directors | 25(7) | Yes | |
36 | Declaration from Independent Director | 25(8) & (9) | Yes | |
37 | D & O Insurance for Independent Directors | 25(10) | NA | |
38 | Memberships in Committees | 26(1) | Yes | |
39 | Affirmation with compliance to code of conduct from members of Board of Directors and Senior management personnel | 26(3) | Yes | |
40 | Disclosure of Shareholding by Non-Executive Directors | 26(4) | Yes | |
41 | Policy with respect to Obligations of directors and senior management | 26(2) & 26(5) | Yes | |
Any other information to be provided - Add Notes |
Annexure II | ||
1 | Name of signatory | VIDYA BHAT |
2 | Designation | Company Secretary and Compliance Officer |
Annexure II | |||
III. Affirmations | Sr | Particulars | Compliance status (Yes/No/NA) |
1 | The Listed Entity has approved Material Subsidiary Policy and the Corporate Governance requirements with respect to subsidiary of Listed Entity have been complied | NA | |
Any other information to be provided |
Annexure II | ||
1 | Name of signatory | VIDYA BHAT |
2 | Designation | Company Secretary and Compliance Officer |
Signatory Details | |
Name of signatory | VIDYA BHAT |
Designation of person | Company Secretary and Compliance Officer |
Place | NANJANGUD |
Date | 14-04-2021 |