ICAP SIRA, Italy
| MSEI Symbol | ||||||||||||
| Scrip code | 524080 | |||||||||||
| NSE Symbol | ||||||||||||
| MSEI Symbol | ||||||||||||
| ISIN | INE681F01018 | |||||||||||
| Name of the entity | HARYANA LEATHER CHEMICALS LIMITED | |||||||||||
| Date of start of financial year | 01-04-2017 | |||||||||||
| Date of end of financial year | 31-03-2018 | |||||||||||
| Reporting Quarter | Yearly | |||||||||||
| Date of Report | 31-03-2018 | |||||||||||
| Risk management committee | Not 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 | No | ||||||||||||||
| 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 quarter | No | |||||||||||
| Audit Committee Details | |||||
| Sr | DIN Number | Name of Committee members | Category 1 of directors | Category 2 of directors | Remarks |
| Nomination and remuneration committee | |||||
| Sr | DIN Number | Name of Committee members | Category 1 of directors | Category 2 of directors | Remarks |
| Stakeholders Relationship Committee | |||||
| Sr | DIN Number | Name of Committee members | Category 1 of directors | Category 2 of directors | Remarks |
| Risk Management Committee | |||||
| Sr | DIN Number | Name of Committee members | Category 1 of directors | Category 2 of directors | Remarks |
| Corporate Social Responsibility Committee | |||||
| Sr | DIN Number | Name of Committee members | Category 1 of directors | Category 2 of directors | Remarks |
| 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) | ||
| 1 | 10-11-2017 | ||||
| 2 | 07-02-2018 | 88 | |||
| Annexure 1 | |||||||
IV. Meeting of Committees | |||||||
| Disclosure of notes on meeting of committees explanatory | |||||||
| Sr | Name of Committee | Date(s) of meeting of the committee in the relevant quarter | Whether requirement of Quorum met (Yes/No) | Requirement of Quorum met | Date(s) of meeting of the committee in the previous quarter | Maximum gap between any two consecutive meetings (in number of days) | Name of other committee |
| 1 | Audit Committee | 07-02-2018 | Yes | 10-11-2017 | 88 | ||
| 2 | Nomination and remuneration committee | 07-02-2018 | Yes | 10-11-2017 | 88 | ||
| 3 | Stakeholders Relationship Committee | 07-02-2018 | Yes | 10-11-2017 | 88 | ||
| 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 | Yes | |||
| 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 100 listed entities) | NA | |||
| 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 | SILU NANDA | |||
| 2 | Designation | Company Secretary | |||
| 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.leatherchem.com | ||
| 2 | Terms and conditions of appointment of independent directors | Yes | www.leatherchem.com | ||
| 3 | Composition of various committees of board of directors | Yes | www.leatherchem.com | ||
| 4 | Code of conduct of board of directors and senior management personnel | Yes | www.leatherchem.com | ||
| 5 | Details of establishment of vigil mechanism/ Whistle Blower policy | Yes | www.leatherchem.com | ||
| 6 | Criteria of making payments to non-executive directors | NA | |||
| 7 | Policy on dealing with related party transactions | Yes | www.leatherchem.com | ||
| 8 | Policy for determining 'material' subsidiaries | NA | |||
| 9 | Details of familiarization programmes imparted to independent directors | NA | |||
| 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.leatherchem.com | ||
| 2 | Terms and conditions of appointment of independent directors | Yes | www.leatherchem.com | ||
| 3 | Composition of various committees of board of directors | Yes | www.leatherchem.com | ||
| 4 | Code of conduct of board of directors and senior management personnel | Yes | www.leatherchem.com | ||
| 5 | Details of establishment of vigil mechanism/ Whistle Blower policy | Yes | www.leatherchem.com | ||
| 6 | Criteria of making payments to non-executive directors | NA | |||
| 7 | Policy on dealing with related party transactions | Yes | www.leatherchem.com | ||
| 8 | Policy for determining 'material' subsidiaries | NA | |||
| 9 | Details of familiarization programmes imparted to independent directors | NA | |||
| 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.leatherchem.com | ||
| 11 | email address for grievance redressal and other relevant details | Yes | www.leatherchem.com | ||
| 12 | Financial results | Yes | www.leatherchem.com | ||
| 13 | Shareholding pattern | Yes | www.leatherchem.com | ||
| 14 | Details of agreements entered into with the media companies and/or their associates | NA | |||
| 15 | New name and the old name of the listed entity | 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. | |
| 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) | Yes | ||
| 3 | Meeting of Board of directors | 17(2) | Yes | ||
| 4 | Review of Compliance Reports | 17(3) | Yes | ||
| 5 | Plans for orderly succession for appointments | 17(4) | Yes | ||
| 6 | Code of Conduct | 17(5) | Yes | ||
| 7 | Fees/compensation | 17(6) | Yes | ||
| 8 | Minimum Information | 17(7) | Yes | ||
| 9 | Compliance Certificate | 17(8) | Yes | ||
| 10 | Risk Assessment & Management | 17(9) | 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. | |
| 11 | Performance Evaluation of Independent Directors | 17(10) | Yes | ||
| 12 | Composition of Audit Committee | 18(1) | Yes | ||
| 13 | Meeting of Audit Committee | 18(2) | Yes | ||
| 14 | Composition of nomination & remuneration committee | 19(1) & (2) | Yes | ||
| 15 | Composition of Stakeholder Relationship Committee | 20(1) & (2) | Yes | ||
| 16 | Composition and role of risk management committee | 21(1),(2),(3),(4) | NA | ||
| 17 | Vigil Mechanism | 22 | Yes | ||
| 18 | Policy for related party Transaction | 23(1),(5),(6),(7) & (8) | Yes | ||
| 19 | Prior or Omnibus approval of Audit Committee for all related party transactions | 23(2), (3) | Yes | ||
| 20 | Approval for material related party transactions | 23(4) | 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 | Composition of Board of Directors of unlisted material Subsidiary | 24(1) | NA | ||
| 22 | Other Corporate Governance requirements with respect to subsidiary of listed entity | 24(2),(3),(4),(5) & (6) | NA | ||
| 23 | Maximum Directorship & Tenure | 25(1) & (2) | Yes | ||
| 24 | Meeting of independent directors | 25(3) & (4) | Yes | ||
| 25 | Familiarization of independent directors | 25(7) | Yes | ||
| 26 | Memberships in Committees | 26(1) | Yes | ||
| 27 | Affirmation with compliance to code of conduct from members of Board of Directors and Senior management personnel | 26(3) | Yes | ||
| 28 | Disclosure of Shareholding by Non-Executive Directors | 26(4) | Yes | ||
| 29 | 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 | ||||
| 2 | Designation | ||||
| 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 | SILU NANDA | |||
| 2 | Designation | Company Secretary | |||
| Signatory Details | |||||
| Name of signatory | SILU NANDA | ||||
| Designation of person | Company Secretary | ||||
| Place | GURGAON | ||||
| Date | 12-04-2018 | ||||
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Corporate Office :
Haryana Leather Chemicals Ltd.
1405 B, Signature Towers, South City I, Gurgaon – 122001,
Haryana, India
info@leatherchem.com
Phone : (+91)124 – 2739000
Fax : (+91)124 – 2739029
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