General information about company

Scrip code530127
Name of the entityNPR FINANCE LTD
Date of start of financial year01-04-2017
Date of end of financial year31-03-2018
Reporting QuarterQuarterly
Date of Report30-06-2017
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 quarter
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
1MrARUN CHARAN MUKHERJIAAUPM6404G00063975Non-Executive - Independent DirectorChairperson19-09-201460341Textual Information(1)
2MrNITIN GUHAADTPG1865F01107480Non-Executive - Independent DirectorNot Applicable19-09-201460122Textual Information(2)
3MrRAJENDRA KUMAR DUGGARADUPD2495H00403512Non-Executive - Independent DirectorNot Applicable19-09-201460110Textual Information(3)
4MrNANDLAL TODIABNPT6269L00581581Non-Executive - Non Independent DirectorNot Applicable21-09-2016120Textual Information(4)



Annexure I

Annexure I to be submitted by listed entity on quarterly basis

I. Composition of Board of Directors

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
5MrPAWAN KUMAR TODIABRPT4635J00590156Executive DirectorNot Applicable01-11-2014110Textual Information(5)
6MrsSARIKA MEHRAAHCPM8008P06935192Executive DirectorNot Applicable19-09-2014100Textual Information(6)
7MrASHOK BHANDARIADUPB5894Q00012210Non-Executive - Independent DirectorNot Applicable22-05-201760430Textual Information(7)



Text Block

Textual Information(1)
ARUN CHARAN MUKHERJI
 
Mr. Arun Charan Mukherji (DIN-00063975) was re-appointed at the Annual General Meeting of the Company held on 19-09-2014, for a term of five years. Therefore, his date of appointment in the current term is mentioned as 19-09-2014.
Textual Information(2)
NITIN GUHA
 
Mr. Nitin Guha (DIN-01107480) was re-appointed at the Annual General Meeting of the Company held on 19-09-2014, for a term of five years. Therefore, his date of appointment in the current term is mentioned as 19-09-2014.
Textual Information(3)
RAJENDRA KUMAR DUGGAR
 
Mr. Rajendra Kumar Duggar (DIN-00403512) was re-appointed at the Annual General Meeting of the Company held on 19-09-2014, for a term of five years. Therefore, his date of appointment in the current term is mentioned as 19-09-2014.
Textual Information(4)
NANDLAL TODI
 
Mr. Nandlal Todi (DIN-00581581) retired by rotation at the Annual General Meeting of the Company held on 21-09-2016 , where he was re-appointed. Therefore, his date of appointment in the current term is mentioned as 21-09-2016.
Textual Information(5)
PAWAN KUMAR TODI
 
Mr. Pawan Kumar Todi (DIN-00590156) was re-appointed as the Managing Director of the Company with effect from 01-11-2014.Therefore, his date of appointment in the current term is mentioned as 01-11-2014.
Textual Information(6)
SARIKA MEHRA
 
Ms. Sarika Mehra (DIN-06935192) was appointed as an additional director of the Company and her appointment was regularised at the Annual General Meeting of the Company held on 19-09-2014. Therefore, her date of appointment in the current term is mentioned as 19-09-2014.
Textual Information(7)

ASHOK BHANDARI

 

Mr. Ashok Bhandari (DIN-00012210) has been appointed as Additional Director (Independent category) of the Company with effect from 22.05.2017. Accordingly, he holds office till the conclusion of the ensuing Annual General Meeting (AGM). 

 

The Board of Directors has further proposed his appointment for a period of five years with effect from the ensuing AGM subject to the approval of the shareholders. Therefore, his tenure of appointment has been mentioned as 60 months in this quarterly Corporate Governance Report. 




Annexure 1

II. Composition of Committees

Disclosure of notes on composition of committees explanatoryTextual Information(1)
Is there any change in information of committees compare to previous quarter
SrName Of CommitteeName of Committee membersCategory 1 of directorsCategory 2 of directorsName of other committee
1Audit CommitteeNITIN GUHANon-Executive - Independent DirectorChairperson
2Audit CommitteeARUN CHARAN MUKHERJINon-Executive - Independent DirectorMember
3Audit CommitteeRAJENDRA KUMAR DUGGARNon-Executive - Independent DirectorMember
4Audit CommitteeASHOK BHANDARINon-Executive - Independent DirectorMember
5Audit CommitteeNANDLAL TODINon-Executive - Non Independent DirectorMember
6Nomination and remuneration committeeNITIN GUHANon-Executive - Independent DirectorChairperson
7Nomination and remuneration committeeARUN CHARAN MUKHERJINon-Executive - Independent DirectorMember
8Nomination and remuneration committeeRAJENDRA KUMAR DUGGARNon-Executive - Independent DirectorMember
9Nomination and remuneration committeeASHOK BHANDARINon-Executive - Independent DirectorMember
10Stakeholders Relationship CommitteeNITIN GUHANon-Executive - Independent DirectorChairperson



Annexure 1

II. Composition of Committees

SrName Of CommitteeName of Committee membersCategory 1 of directorsCategory 2 of directorsName of other committee
11Stakeholders Relationship CommitteeNANDLAL TODINon-Executive - Non Independent DirectorMember
12Stakeholders Relationship CommitteePAWAN KUMAR TODIExecutive DirectorMember
13Other CommitteeNITIN GUHANon-Executive - Independent DirectorChairpersonFAIR PRACTICE CODE COMMITTEE
14Other CommitteeNANDLAL TODINon-Executive - Non Independent DirectorMemberFAIR PRACTICE CODE COMMITTEE
15Other CommitteePAWAN KUMAR TODIExecutive DirectorMemberFAIR PRACTICE CODE COMMITTEE



Text Block

Textual Information(1)

Risk Management Committee :

 

The Company is not required to have a Risk Management Committee. However, the Company has in place a Risk Management Committee which comprises of two members of the Board of Directors and one senior executive of the Company, who is not a member of the Board of Directors. The Committee is chaired by a member of the Board of Directors.

 

The Company has voluntarily complied with the constitution of the Risk Management Committee. However, the Annexure on the Composition of Committees, is not permitting to mention the composition of the Committee, since, the Company has chosen the option "Non applicable" against the particular "Risk Management Committee" under the General Info Annexure.

 




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)
111-02-2017
222-05-201799



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 met (details)Date(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 Committee22-05-2017YesAll members of the Committee, except Mr. Arun Charan Mukherji (DIN-00063975) were present at the meeting. The Secretary to the Committee, was also present at the meeting.11-02-201799



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 RPTYes
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)
Disclosure of notes of material transaction with related partyTextual Information(2)



Text Block

Textual Information(1)

The members at the 27th Annual General Meeting of the Company held on 21st September, 2016, accorded approval/Ratification for various Related Party Transactions.

 

Information on Related Party transactions will be reviewed at the ensuing meeting of the Audit Committee to be held on or before 14th August, 2017. The same may also be reviewed by the Nomination and Remuneration Committee, if required.

 

The Audit Committee at its Meeting held on 11th February, 2017, has accorded fresh omnibus approval to pursue related party transactions subject to the maximum threshold limit prescribed in the Regulations.

Nature of Related Party Transactions during the quarter ended 30.06.2017:

 

I. Remuneration Paid

 

II. Rent Paid

 

III. Loan Given

 

IV. Purchase / Sale of Foreign Currency 

 

Textual Information(2)

Information on Related Party transactions will be reviewed at the ensuing meeting of the Audit Committee to be held on or before 14th August, 2017. The same may also be reviewed by the Nomination and Remuneration Committee, if required.

 

The Audit Committee at its Meeting held on 11th February, 2017, has accorded fresh omnibus approval to pursue related party transactions subject to the maximum threshold limit prescribed in the Regulations.

Nature of Related Party Transactions during the quarter ended 30.06.2017:

 

I. Remuneration Paid

 

II. Rent Paid

 

III. Loan Given

 

IV. Purchase / Sale of Foreign Currency 




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
9Any comments/observations/advice of Board of Directors may be mentioned here:Textual Information(1)



Text Block

Textual Information(1)

This Report on Corporate Governance shall be placed at the ensuing Board Meeting of the Company. Further, the Report on Corporate Governance of the previous Quarter was placed before the Board of Directors at their meeting held on 22.05.2017.

Risk Management Committee :

The Company is not required to have a Risk Management Committee. However, the Company has in place a Risk Management Committee which comprises of two members of the Board of Directors and one senior executive of the Company, who is not a member of the Board of Directors. The Committee is chaired by a member of the Board of Directors.

The Company has voluntarily complied with the constitution of the Risk Management Committee. Since the Company has chosen the option "Non applicable" against the particular "Risk Management Committee" under the General Info Annexure, hence, the option "NA" is automatically appearing against compliance status on the Composition of the Risk Management Committee (Serial No. 5) of "Annx 1 - Affirmations".




Signatory Details

Name of signatorySARIKA MEHRA
Designation of personCompliance Officer
PlaceKOLKATA
Date13-07-2017