General information about company

Scrip code516108
NSE Symbol
MSEI Symbol
ISININE088G01014
Name of the entityTHE SOUTH INDIA PAPER MILLS LIMITED
Date of start of financial year01-04-2020
Date of end of financial year31-03-2021
Reporting QuarterYearly
Date of Report31-03-2021
Risk management committeeApplicable
Market Capitalisation as per immediate previous Financial YearTop 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 explanatoryTextual Information(1)
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
1MrMANISH M PATELAEEPP6501K00128179Executive DirectorChairpersonCEO-MD18-05-1959NA01-10-199020-05-20191000
2MrDINESHCHANDRA C PATELABBPP4124C00167581Non-Executive - Non Independent DirectorNot Applicable16-10-1938Yes24-09-202030-08-197524-09-20201000
3MrM G MOHAN KUMARADVPM5755E00020029Non-Executive - Independent DirectorNot Applicable03-03-1957NA28-06-199419-09-2019122244
4MrS R CHANDRASEKARA SETTYACKPC7349G00017055Non-Executive - Independent DirectorNot Applicable12-10-1940Yes19-09-201923-01-199219-09-2019121120



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
5MrJAGDISH M PATELADQPP3156R00128834Non-Executive - Independent DirectorNot Applicable16-04-1944Yes19-09-201927-06-198719-09-2019121110
6MrAJAY D PATELABAPP3615P00466905Non-Executive - Non Independent DirectorNot Applicable10-12-1968NA31-08-199624-09-20201000
7MrN S KISHORE KUMARAAFPN4348H03422169Non-Executive - Independent DirectorNot Applicable13-05-1956NA31-01-201119-09-2019121100
8MrJITENDRA A PATELAGIPP7237J00248302Non-Executive - Non Independent DirectorNot Applicable02-05-1948NA27-09-201219-09-20191000



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
9MrsGIRIJA SHANKAR AANPG1420H07148094Non-Executive - Independent DirectorNot Applicable28-02-1957NA31-03-201519-09-2019121110



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.

 

 



Annexure 1

II. Composition of Committees

Disclosure of notes on composition of committees explanatoryTextual 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 ChairpersonYes
SrDIN NumberName of Committee membersCategory 1 of directorsCategory 2 of directorsDate of Appointment Date of CessationRemarks
100020029M G MOHAN KUMARNon-Executive - Independent DirectorChairperson29-01-2002
200017055S R CHANDRASEKARA SETTYNon-Executive - Independent DirectorMember29-01-2002Textual Information(1)
300128834JAGDISH M PATELNon-Executive - Independent DirectorMember28-07-2005

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.
 


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
100020029M G MOHAN KUMARNon-Executive - Independent DirectorChairperson30-05-2009Textual Information(1)
200017055S R CHANDRASEKARA SETTYNon-Executive - Independent DirectorMember30-05-2009
300128834JAGDISH M PATELNon-Executive - Independent DirectorMember30-05-2009

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 ChairpersonYes
SrDIN NumberName of Committee membersCategory 1 of directorsCategory 2 of directorsDate of Appointment Date of CessationRemarks
100020029M G MOHAN KUMARNon-Executive - Independent DirectorChairperson29-01-2002Textual Information(1)
200017055S R CHANDRASEKARA SETTYNon-Executive - Independent DirectorMember27-01-2005
307148094GIRIJA SHANKAR Non-Executive - Independent DirectorMember30-07-2020

Sr Text Block

Textual Information(1)
Note : The date of appointment given for all the Committee Members refers to the appointment to the Committee.


Risk Management Committee

Whether the Risk Management Committee has a Regular ChairpersonYes
SrDIN NumberName of Committee membersCategory 1 of directorsCategory 2 of directorsDate of Appointment Date of CessationRemarks
100128179MANISH M PATELExecutive DirectorChairperson27-01-2015Textual Information(1)
200020029M G MOHAN KUMARNon-Executive - Independent DirectorMember27-01-2015
300017055S R CHANDRASEKARA SETTYNon-Executive - Independent DirectorMember27-01-2015

Sr Text Block

Textual Information(1)
Note : The date of appointment given for all the Committee Members refers to the appointment to the Committee.


Corporate Social Responsibility Committee

Whether the Corporate Social Responsibility Committee has a Regular ChairpersonYes
SrDIN NumberName of Committee membersCategory 1 of directorsCategory 2 of directorsDate of Appointment Date of CessationRemarks
100128179MANISH M PATELExecutive DirectorChairperson27-01-2015Textual Information(1)
200020029M G MOHAN KUMARNon-Executive - Independent DirectorMember27-01-2015
300017055S R CHANDRASEKARA SETTYNon-Executive - Independent DirectorMember27-01-2015

Sr Text Block

Textual Information(1)
Note : The date of appointment given for all the Committee Members refers to the appointment to the Committee.


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 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*
129-10-2020Yes95
228-01-202190Yes74



Annexure 1

IV. Meeting of Committees

Disclosure of notes on meeting of committees explanatory Textual Information(1)
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 Committee29-10-2020Yes22
2Audit Committee28-01-202190Yes22



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

SrSubjectCompliance status (Yes/No/NA)If status is “No” details of non-compliance may be given here.
1Whether prior approval of audit committee obtainedNA
2Whether shareholder approval obtained for material RPTNA
3Whether details of RPT entered into pursuant to omnibus approval have been reviewed by Audit CommitteeNA


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)Yes
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 signatoryVIDYA BHAT
2DesignationCompany 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

SrItemCompliance status (Yes/No/NA)If status is “No” details of non-compliance may be given here.Web address
1Details of businessYeswww.sipaper.com
2Terms and conditions of appointment of independent directorsYeswww.sipaper.com
3Composition of various committees of board of directorsYeswww.sipaper.com
4Code of conduct of board of directors and senior management personnelYeswww.sipaper.com
5Details of establishment of vigil mechanism/ Whistle Blower policyYeswww.sipaper.com
6Criteria of making payments to non-executive directorsYeswww.sipaper.com
7Policy on dealing with related party transactionsYeswww.sipaper.com
8Policy for determining ‘material’ subsidiariesNA
9Details of familiarization programmes imparted to independent directorsYeswww.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

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.sipaper.com
11email address for grievance redressal and other relevant detailsYeswww.sipaper.com
12Financial resultsYeswww.sipaper.com
13Shareholding patternYeswww.sipaper.com
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)Yeswww.sipaper.com
18Credit rating or revision in credit rating obtainedYeswww.sipaper.com
19Separate audited financial statements of each subsidiary of the listed entity in respect of a relevant financial yearNA
20Whether company has provided information under separate section on its website as per Regulation 46(2)Yeswww.sipaper.com
21Materiality Policy as per Regulation 30Yeswww.sipaper.com
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.sipaper.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)Yes
23Meeting of Risk Management Committee21(3A)Yes
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)NA
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)NA
30Other Corporate Governance requirements with respect to subsidiary of listed entity24(2),(3),(4),(5) & (6)NA

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 signatoryVIDYA BHAT
2DesignationCompany Secretary and Compliance Officer



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 compliedNA
Any other information to be provided




Annexure II

1Name of signatoryVIDYA BHAT
2DesignationCompany Secretary and Compliance Officer



Signatory Details

Name of signatoryVIDYA BHAT
Designation of personCompany Secretary and Compliance Officer
PlaceNANJANGUD
Date14-04-2021