REPORT ON CORPORATE GOVERNANCE
I. Company's Philosophy on Code of CorporateGovernance Overview
The Company strongly believes that sound & unambiguous system of the Corporate Governance practices go a long way in retaining investors trust & preserving the interest of all Stakeholders. We believe that it is imperative for us to manage our business affairs in the most fair & transparent manner with a firm commitment to our values.
The Company has sought to consistently focus on good corporate governance by increasing transparency and accountability to its Shareholders and other Stakeholders.
The Company's complete internal control structure seeks to integrate management control over Company operations ensuring compliance with legal requirements and ensuring reliability of financial reporting. It makes the management responsible for implementing and maintaining effective business controls, including internal financial controls whose effectiveness is monitored by self assessment and by audits performed by Independent Internal and Statutory Auditors. The Company wishes to be a responsible partner in society, acting with integrity towards its shareholders, customers, employees and the Government.
In India, Corporate Governance standards for listed companies are regulated by the Securities & Exchange Board of India (SEBI) through Clause 49 of the Listing Agreement of the Stock Exchange. The Company has adopted the best practices mandated in Clause 49.
We believe, Corporate Governance is just not a destination, but a journey to constantly improve sustainable value creation. It is an upward moving target that we collectively strive towards achieving. Our multiple initiatives towards maintaining the highest standards of governance are detailed in the following pages. Best Corporate Governance Practices SRSL maintains the standards of the Corporate Governance. It is the Company's constant endeavour to adopt the best Corporate
Governance practices keeping in view the international code of Corporate Governance and practices of well-known global companies. Some of the governance norms implemented by the company includes:
1. All the Securities related filings with Stock Exchanges and SEBI are duly complied with.
2. The Company has Independent Board Committees for the matters related to Stakeholder's interface and Nomination and Remuneration of the Board members and Key Managerial Personnel.
3. The Company's internal audit is also conducted by Independent auditors.
4. The Company also undergoes half-yearly Secretarial Audit conducted by Company Secretary who is in whole-time practice. The Secretarial Audit Report placed before the Board is included in the Annual Report under the heading Director's Report as Annexure II. II. Board of Directors
A. Board Composition and Category of Directors
The Company's policy is to maintain optimum combination of Executive and Non- Executive Directors. As on March 31, 2015 the Company's Board consist of nine Directors comprising of
a) Three Executive Directors - Mr. V.K. Ladia, Chairman &Managing Director, Mr. Vikas Ladia, Jt. Managing Director &Mr. Anubhav Ladia, ExecutiveDirector and
b) Six Non- Executive Directors - Mr. R.L. Kunawat, Mr. Raj Singh Nirwan, Mr. N.N. Agrawala, Mr. Susheel Jain, Mr. Sunil Goyal & Mr. Ravinder Narain
A majority of the Board i.e. 5 (five) out of 9 are Independent Directors. Mr. V.K. Ladia, Mr. Vikas Ladia and Mr. Anubhav Ladia are related to each other. Mr. V.K. Ladia being father of Mr. Vikas Ladia and Mr. Anubhav Ladia.
During the period under review, Mr. R.K. Pandey & Mrs. Amita Narain Ceased to be Directors of the Company w.e.f. 17.09.2014 & 12.02.2015 respectively.
The Executive and Non-Executive Director are appointed or reappointed based on the recommendation of the Nomination & Remuneration Committee which considers their overall experience, expertise & industry knowledge. The Directors do not have any pecuniary relationship with the Company except to the extent of the following:
(a) Managing/Whole - Remuneration as per their terms of Time Directors appointment and reimbursement of expenses actually incurred for the business of the Company, within the approved terms and conditions.
(b) Non-Executive Reimbursement of expenses and Directors - payment of sitting fees for the Board /Committee meetings attended by them.
B. Number of Board Meetings
The Board of Directors met five times during the financial year on 22nd May 2014, 14th August 2014, 12th November 2014, 12th February 2015 & 23rd March 2015. Notices of the meetings & Agenda along with explanatory notes, wherever required, for each meeting were sent to the Directors on time. The maximum time gap between any two consecutive meetings was less than one hundred and twenty days as prescribed in the Listing Agreement and the Companies Act, 2013. The details are also placed in Table1 below.
C. Attendance & Directorship held
As mandated by Clause 49 of the Listing Agreement, none of the Directors are members of more than ten board-level committees nor they are Chairman of more than five Committees in which they are members. Further, all the Directors have confirmed that they do not serve as an Independent Director in more than seven listed companies or where they are whole-time director in any listed company, then they do not serve as Independent Director in more than three listed companies. The details are also placed in Table 1.
Table 1 - The names & categories of the Director on the Board, their attendance at Board meetings during the year & at last Annual General Meeting, as also the number of Directorship, Committee memberships and Committee Chairmanship held by them in various other Companies as on 01.04.2014:-
D. Independent Director
I. Selection of Independent Directors
Considering the requirement of skills set on the Board, eminent people having an independent standing in their respective field/ profession, and who can effectively contribute to the Company's business and policy decisions are considered by the Nomination and Remuneration Committee, for appointment, as Independent Directors on the Board. The Committee, inter alia, considers qualification, positive attributes, area of expertise and number of Directorships and memberships held in various committees of other companies by such persons. The Board considers the
Committee's recommendation, and takes appropriate decision. Every Independent Director, at the first meeting of the Board in which he participates as a Director and thereafter at the first meeting of the Board in every financial year, gives a declaration that he meets the criteria of independence as provided under law.
II. Meetings of Independent Directors
As per provision of Clause 49 of Listing Agreement and Section 149 of the Companies Act, 2013, the Company's Independent Directors meet at least once in every financial year without the presence of Executive Directors or management personnel. Such meetings are conducted informally to enable the Independent Directors to discuss matters pertaining to the Company's affairs and put for the views to the Board of Directors. A meeting of Independent Director § was held on 30th March, 2015 during the year in which the following matters were duly taken on record as per the Listing Agreement and Schedule IV of the Companies Act, 2013:
a. Performance Evaluation of Non- Independent Directors
b. Performance Evaluation of Board as a whole
c. Performance Evaluation of Chairman
d. Assessment of quality, quantity, timeliness and efficiency of flow of Information between the Company, Management and the Board.
III. Familiarization Programme for Directors
Pursuant to Clause 49(II)(B)(7) of the Listing Agreement, the Company shall familiarize the newly appointed Independent Directors with the Company, their roles, rights, responsibilities in the Company, nature of the industry in which the Company operates, business model of the Company, etc., through various
programmes. The company vide its meeting held on 12th February, 2015 duly adopted the Familiarization Programme for directors. The details of such programmes for familiarization of Independent Directors & related matters are put up on the website of the company at the link http://www.srsl.in /documents/ Familiarization-Programme-ID.pdf. Further during the year 201415 there was no new appointment of Independent Director in the company.
E. Information supplied to the Board
Minimum four pre-scheduled Board meetings are held annually. Additional Board Meetings are convened by giving appropriate notice & agenda to address the Company's specific needs. The items / matters required to be placed before the Board inter alia includes:
• Annual operating plans of business and budgets including capital budgets and any updates.
• Quarterly results of the Company and its operating divisions or business segments
• Company's Annual Financial Results, Financial Statements,
Auditors Report and Board's Report & Minutes of meetings of the Audit Committee and other Committees of the Board.
• Fatal or serious accidents, dangerous occurrences and any material effluent or pollution problems.
• Non compliance of any regulatory, statutory or listing requirements and shareholder's service, such as dividend non payment, share transfer delay (if any) among others.
• Appointment, remuneration and resignation of Directors
• Formation/reconstitution of Board Committees
• Terms of reference of Board Committees
• Declaration by independent directors at the time of appointment / annually.
• Disclosures of Director's interest and their shareholding
• Appointment or removal of the Key Managerial Personnel (KM P) and officer's one level below KMP.
• Quarterly / Annual Secretarial Audit Reports submitted by Secretarial Auditors.
• Dividend declaration
• Quarterly summary of all long-term borrowings made, bank guarantees issued and loans and investments made.
• Significant changes in accounting policies and internal controls
• Takeover of a company or acquisition of a controlling or substantial stake in another company.
• Statement of significant transactions, related party transactions and arrangements entered by unutilized subsidiary companies.
• Issue of securities
• Appointment of and fixing of remuneration of the auditors as recommended by the Audit Committee.
• Internal Audit findings and External Audit Reports (through the Audit Committees)
• Status of business risk exposures, its management and related action plans.
• Making of loans and investment of surplus funds
• Borrowing of monies, giving guarantees or providing security in respect of loans
• Brief on statutory developments, changes in government policies, among others with impact thereof, Director's Responsibilities arising out of any such developments.
• Compliance Certificate certifying compliances with all laws as applicable to the Company.
• Reconciliation of share capital audit report under SEBI (Depositories and Participants) Regulations, 1996.
F. Code of Conduct
The Company has laid down a Code of Conduct for all the members of the Board of Directors and Senior Management Personnel for avoidance of conflict of interest. The Directors and Senior Management Personnel have confirmed of compliance with Code of Conduct for the year 2014-15. A copy of the Code has also been put on the Company's website www.srsl.in. There were no material, financial and commercial transactions in which the Senior Management Personnel had personal interest which could lead to potential conflict of interest with the Company during the year.
III. Committees of Board of Directors
A. Audit Committee
The Audit Committee's composition meets with the requirement of Section 177 of the Companies Act, 2013 and Clause 49 of the Listing Agreement. Members of the Audit Committee possesses financial / accounting expertise / exposure. As on March 31, 2015 the Audit Committee comprises of 5 Directors, Mr. R.S. Nirwan, Mr. V.K. Ladia, Mr. Sunil Goyal, Mr. R.L. Kunawat and Mr. N.N. Agrawala out of which 4 are Non ExecutiveDirectors. Mr. R.S. Nirwan is the Chairman of the Committee. Meeting details: Four meetings of the Audit Committee were held during Year. The accounts and financial positions were perused by the Audit Committee and thereafter placed before the Board for their consideration. The details of meeting and attendance were duly minutised.
The Chief Financial Officer and Internal Auditors are invitees to the Audit Committee Meetings. The Company Secretary is the Secretary to the Committee. The Chairman of the Audit Committee attended the 34th Annual General Meeting (AGM) held on September 17, 2014.
Powers of the Audit Committee interalia include the following:
• To investigate any activity within its terms of reference.
• To seek information from any employee
• To obtain outside legal or other professional advise
• To secure attendance of outsiders with relevant expertise, if it considers necessary.
Terms of Reference of Audit Committee:
• Oversight of the Company's financial reporting process and the disclosure of its financial information to ensure that the financial statement is correct, sufficient & credible;
• Recommendation of the appointment, remuneration and terms of appointment of statutory auditors including cost auditors of the Company;
• Approving of payment to statutory auditors, including cost auditors, for any other services rendered by them;
• Reviewing with the management, annual financial statements and auditors report thereon before submission to the Board for approval, with particular reference to:
o Matters required to be included in the Director's Responsibility Statement to be included in the Board's Report in terms of clause (c) of sub-section 3 of Section 134 of the Companies Act, 2013. o Changes, if any, in accounting policies and practices and reasons for the same; o Major accounting entries involving estimates based on the exercise of judgement by the management; o Significant adjustments made in financial statements arising out of audit findings; o Compliance with listing and other legal requirements relating to financial statement; o Disclosure of any related party transactions; and o Qualifications in draft audit report.
• Reviewing with the management, the quarterly financial statements before submission to the Board for approval;
• Reviewing and monitoring the auditors independence and performance and effectiveness of audit process;
• Approval or any subsequent modification of transactions of the Company with related parties;
• Scrutiny of inter-corporate loans and investments;
• Valuation of undertakings or assets of the Company, wherever it is necessary;
• Evaluation of internal financial controls and risk management system;
• Reviewing with the management, performance of statutory auditors, cost auditors & internal auditors, adequacy of internal control systems;
• Discussion with internal auditors on any significant findings and follow up thereof;
• Reviewing the findings of any internal investigations by the internal auditors into matters where there is suspected fraud or irregularity or a failure of internal control systems of a material nature and reporting the matter to the Board;
• Approval of appointment of Chief Financial Officer of the Company;
• To review the functioning of the Whistle Blower Mechanism;
• Carrying out any other function as is mentioned in the terms of reference of the Audit Committee;
• Reviewing the following information:
1. The management discussions and analysis of financial condition and results of operations.
2. Statement of significant related party transactions (as defined by the Audit Committee), submitted by management;
3. Management letters/letters of internal control weaknesses issued by the statutory auditors.
4. Internal auditor reports relating to internal control weaknesses; and
5. The appointment, removal and terms of remuneration of internal auditors/chief internal auditor.
B. Nomination and Remuneration Committee. The Nomination and Remuneration Committee's composition meets with requirement of Section 178 of the Companies Act, 2013 and Clause 49 of the Listing Agreement. Members of this Committee possess sound expertise/knowledge/exposure. As on March 31, 2015 the Nomination and Remuneration Committee comprises of 3 Directors, Mr. R.S. Nirwan, Mr. R.L. Kunawat, and Mr. N.N. Agrawala. All the members of committee are Non-Executive Directors. Mr. N.N. Agrawala is the Chairman of the Committee. The Company Secretary is the Secretary to the Committee.
Meeting details: Three meetings of the Nomination & Remuneration Committee were held during Year. The details of meeting and attendance are duly minutised.
Terms of Reference of the Committee, inter alia, includes the following:
• To identify persons who are qualified to become Directors and who may be appointed in Senior Management in accordance with the criteria laid down, recommend to the Board their appointment and removal;
• To carry out evaluation of every Director's performance;
• To formulate the criteria for determining qualifications, positive attributes and independence of a Director, and recommended to the Board a policy, relating to the remuneration for the Directors, Key Managerial Personnel and other employees;
• To formulate the criteria for evaluation of Independent Director and the Board;
• To devise a policy on Board Diversity;
• To perform such other functions as may be necessary or appropriate for the performance of its duties.
The Committee have duly formulated the Nomination & Remuneration Policy as annexed to Board's Report as Annexure-I which includes :
01. Appointment Criteria and Qualifications of Director, KMP and Senior Management & there Removal.
02. Term / Tenure of Managing Director / Whole Time Director/ Independent Director.
03. Criteria for evaluation.
04. Policy for Remuneration to Managing Director / Whole-time Director / Key Managerial Personnel & Non- Executive /Independent Director
? Details of Appointment and Notice period of Managing Directors & Executive Director for the year 2014-15:
1) Appointment, and the terms thereof, of Mr. V.K. Ladia,Chairman & Managing Director, has been approved for 3(three) years from 1st June, 2013 to 31st May, 2016 with 6 months notice period.
2) Appointment, and the terms thereof, of Mr. Vikas Ladia, Joint Managing Director, has been approved for 3 (three) years from 1st September, 2013 to 31st August, 2016 with 6 months notice period.
3) Appointment, and the terms thereof, of Mr. Anubhav Ladia, Executive Director, has been approved for 3 (three) years from 1st September, 2013 to 31st August, 2016 with 6 months notice period.
? The remuneration to Executive/Whole Time Directors is paid as determined/recommended by the Nomination and Remuneration Committee and Board of Directors. Non-Executive Independent Directors are being paid Sitting fee of Rs. 7,000/- for each meeting of the Board of Directors.
? Details of fixed component and performance linked incentive along with the performance criteria : Salary has fixed component only and no performance linked incentive.
C. Stakeholders Relationship Committee.
The Stakeholders Relationship(SR) Committee composition meets with requirement of Section 178 of the Companies Act, 2013. The SR Committee is primarily responsible to review all grievances connected with the Company's transfer of securities and redressal of shareholders' / investors' / security holders' complaints. As on March 31, 2015 the Stakeholders Relationship Committee comprises of 3 Directors, Mr. R.L. Kunawat, Mr. V.K. Ladia and Mr. N.N. Agrawala out of which majority are Non-Executive Directors.
Mr. R.L. Kunawat is the Chairman of the Committee. The Company Secretary is the Secretary and Compliance Officer of the Committee.
D. Sub-Committee of the Board
The Sub-Committee of the Board consisting of Mr. V.K. Ladia, Mr.Vikas Ladia, Mr. Anubhav Ladia Mr. N.N. Agrawala & Mr. R.L.Kunawat deals with various matters including transfer of shares, transmission of shares, issue of duplicate share certificates, approving the split, consolidation requests, demat requests and other matters relating to Securities, etc.
Meeting details: During the year 2014-15, Twenty Eight (28) meetings of Sub-Committee of the Board were held. Three members constitute the quorum for each meeting. The meetings were held on 7th April 2014, 30th April 2014, 5th May 2014, 31st May 2014, 30th June 2014, 7th July 2014, 22nd July 2014, 31st July 2014, 4th August 2014, 26th August 2014, 30th August 2014, 8th September 2014, 15th September 2014, 22nd September 2014,30th September 2014, 13th October 2014, 31st October 2014, 3rd November 2014, 17th November 2014, 29th November 2014, 8th December 2014, 31st December 2014, 5th January 2015, 12th January 2015, 19th January 2015, 30th January 2015, 28th February 2015 and 31st March 2015.
E. Risk Management Committee.
The Risk Management Committee (RM Committee) was constituted by the Board on November 11, 2014 adhering to the requirements of the Companies Act, 2013 and Clause 49 of the Listing Agreement. The Committee's prime responsibility is to review the major risks identified by the Management, implement and monitor the risk management plan and policy of the Company & to apprise the Board on risk assessment and minimization procedures. The Committee's constitution meets with the requirements of Clause 49 of the Listing Agreement.The Committee as on March 31,2015 consists of following four members.
Role and Responsibilities of the Committee includes the following:
i) To identify the Corporate Risks and method for mitigation of the same.
ii) To facilitate the determination of risk appetite, including maximum limits.
iii) To monitor the Corporate Governance frame work and ensureits compliance
iv) To highlight any of the serious risk issues to the Board of Directors
v) To monitor strategies and action plans which have been enacted by the business units.
vi) To provide guidance for the risk assessment to the management of the Company.
vii) To monitor whether the Company has any Risk Management
Policy and if the same is being followed effectively. Risk Management Plan
The risk management plan followed by the Committee comprised of the following 5 steps :
i) Identification of risk
ii) Defining the risk in detail
iii) Analyzing the risk
iv) Evaluating various aspects linked to the risk
v) Treatment of risk
Meeting details: During the year 2014-15,One meeting was held on 12.2.2015.
a) Related party transactions- Disclosure on materially significant related party transactions that may have potential conflict with the interests of Company at large.
The details of Related Party Transactions are provided in AOC-2 attached under the head of Board's Report as Annexure VI.
b) Details of non-compliance by the Company, penalties and strictures imposed on the company by Stock Exchanges or SEBI, or any other statutory authority, on any matter related to capital markets during last three years.
i) There has been no instance of non-compliance by the Company on any matter related to capital markets during last three years, and hence, no penalties or strictures have been imposed on the Company by Stock Exchanges or SEBI or any other statutory authority.
ii) Stock option details, if any, and whether the same has been issued at a discount as well as the period over which accrued and over which exercisable - No stock option issued.
c) Whistle Blower Policy / Vigil Mechanism
Pursuant to Section 177 (9) & (10) of the Companies Act, 2013 and as per Clause 49 of the Listing Agreement the Vigil Mechanism / Whistle Blower Policy was formulated to provide an opportunity to employees and an avenue to raise concerns about the unethical behavior actual or suspected fraud or violation of the Company's code or ethics policy and to access in good faith the Audit Committee, to the highest possible standards of ethical, moral and legal business conduct and its commitment to open communication, in case they observe unethical and improper practices or any other wrongful conduct in the Company, to provide necessary safeguards for protection of employees from reprisals or victimization and to prohibit managerial personnel from taking any adverse personnel action against those employees.
The Vigil Mechanism/ Whistle Blower Policy and any matters arising towards such policy shall be overseen by the Audit Committee on the basis of the following details;
a) Internal Policy & Protection under Policy.
b) Safeguards against Harassment or Victimization:
c) False Allegation & Legitimate Employment Action.
d) Disclosure to the Head of Department/Audit Committee
e) Accountabilities - Head of Department/ Managing Director/ Audit Committee.
f) Procedure of vigil mechanism.
VI. Insider Trading/ Formulation And Adoption Of Code Of Fair Disclosures And Code Of Conduct Related To Insider Trading Of Shares As Per SEBI (Prohibition Of Insider Trading) Regulations, 2015 w.e.f. 15.05.2015.
Your company was governed under SEBI (Prohibition of Insider Trading) Regulations, 1992 along with its main amendments in 2008 and 2011 till 14th May 2015.
Further, pursuant to SEBI vide its notification No. LAD-NRO/GN/2014-15/21/85 dated 15th January 2015 has notified SEBI (Prohibition of Insider Trading) Regulations 2015. This regulation has came into the effect from 14th May 2015 and it overrides the previous regulations of code of internal procedures and conduct framed under the SEBI (Prohibition of Insider Trading) Regulations, 1992 inter alia to prevent insider trading in the shares of the Company.
Accordingly, the company has duly formulated and adopted the following codes w.e.f. 15.05.2015:
01. Code of Practices And Procedures For Fair Disclosure Of Unpublished Price Sensitive Information.
02. Code Of Conduct To Regulate, Monitor And Report Trading By Its Employees & Other Connected Persons towards achieving compliance with regulations.
VII. Compliance Officer & Role of Company Secretary in overall Governance process
The Company Secretary plays a key role in ensuring that the Board (including the committees thereof) procedures are followed & regularly reviewed. Mrs. Bhanupriya Mehta Jain, Company
Secretary and Compliance Officer, has been designated by the Board as the Compliance Officer for complying with requirements of Companies Act, 2013 & Rules made thereunder, Securities Laws and Listing Agreements with Stock Exchanges as per Listing Agreement. As per the requirement of the Companies Act, 2013 she is also a part of Key Managerial Personnel.
VIII. Risk Management
The Company has a well defined risk management framework in place. Under this framework, the management identifies and monitors business risks on continuous basis and initiated appropriate risk mitigation steps as and when deemed necessary.
The Company has established procedures to periodically place before the Board, risk assessment and minimization procedures being followed by the Company and the steps taken to mitigate those risks through this framework.
IX. Chief Executive Officer (CEO) and Chief Financial Officer (CFO) Certification
As per requirement of Clause 49 of the Listing Agreement, a certificate duly signed by CEO and CFO of the Company was placed at the Board meeting of the Company held on 22nd May, 2015 and forms a part of this Report on Corporate Governance.
X. Means of Communication
Quarterly Results: The Company's quarterly, half yearly & yearly results in the form prescribed under Clause 41 of the Listing Agreement were sent to the Stock Exchange, where the shares are listed, & the same were published in Financial Express and Nafanuksan within the prescribed time. The financial results are also displayed on the website of the Company (www.srsl.in). News releases, presentations, among others: Official news releases and official media releases, if any, are sent to Stock Exchanges.
Website: The Company's website www.srsl.in contains a separate dedicated section 'financial results' where shareholders information is available. The Company's Annual Report is also available in a user friendly and downloadable form.
Annual Report: The Annual Report containing, inter alia, Audited Financial Statements, Consolidated Financial Statements, Director's Report, Auditor's Report and other important information is circulated to members and others entitled thereto. The Management's Discussions and Analysis (MD&A) Reportforms part of the Annual Report and is displayed on the Company's website (www.srsl.in)Chairman's Communique: The printed copy of the Chairman's speech is distributed to shareholders at Annual General Meetings.
The document is also placed on the Company's website :www.srsl.in
BSE Corporate Compliance & Listing Centre (The Listing Centre):
BSE's Listing Centre is a web based application designed for corporate. All periodical compliances filings like shareholding pattern, corporate governance report, media releases, among others are also filed electronically on the Listing Centre.
SEBI Complaints Redress System (SCORES): The investor complaints are processed in a centralized web based complaints redress system. The salient features of this system are: Centralized database of all complaints, online upload of Action Taken Reports (ATRs) by concerned companies and online viewing by investors of actions taken on the complaint and its current status.
Designated Exclusive email-ID: The Company has designated the following email ids exclusively for investor servicing:
For queries on Annual Report: firstname.lastname@example.org
For queries in respect of shares in physical mode: email@example.com
XI. General Shareholder Information:
a) Annual General Meeting
Date : 29th September, 2015
Time : 2.30 P.M.
Venue : at the Registered Office of the Company at "SRSLHouse', Pulla Bhuwana Road, N.H.No.8, Udaipur -313 004
b) Financial year :
1st April, 2014 - 31st March, 2015
Financial Calendar Particulars April 01, 2014 to March 31, 2015
Unaudited Financial Results for Quarter ended June 30, 2014 14th August, 2014
Unaudited Financial Results for Half Year ended September 30, 2014 12th November, 2014
Unaudited Financial Results for Third Quarter ended December 31, 2014 12th February, 2015
Audited Financial Results for the year ending March 31,2015 22nd May, 2015
Financial Calendar Particulars April 01, 2015 to March 31, 2016 (Tentative schedule)
Unaudited Financial Results for Quarter ended June 30, 2015 - August, 2015 (2nd Week)
Unaudited Financial Results for Half Year ended September 30, 2014 - November, 2015 (2nd Week) Unaudited Financial Results for Third Quarter ended December 31, 2014 - February, 2016 (2nd Week) Audited Financial Results for the year ending March 31, 2015 - May, 2016 (Last Week)
Annual General Meeting 2015-16: Last week of September, 2016 (Tentative schedule)
c) Date of Book Closure:
28th September, 2015 -29th September, 2015
d) Listing on Stock Exchanges
At present the equity shares of the company arelisted on Bombay Stock Exchange Ltd. (BSE). TheAnnual Listing fees for the financial year 2015 to BSE have been paid.
503837 with BSE Ltd.
f) Registrar and Transfer Agent :
M/s. MAS Service Ltd.
T-34, 2nd Floor, Okhla Industrial Area, Phase - II New Delhi-110 024
Phone: 011 26387281-83Fax: 011 26387384
g) Share Transfer System:
Share transfers are normally effected within a period of 15 days from the date of receipt, if all required documentation is submitted. All share transfers are approved by the Sub-Committee of the Board of Directors. The Committee met 28 times during the financial year 2014-2015 for consideration of share transfer and similar matters. The Company obtains from a Company Secretary in Practice Half-yearly Certificate of compliance with the share transfer formalities as required under Clause 47(c) of the Listing Agreement and file a copy of the said certificate with Stock Exchange.
h) Dematerialization of Shares and Liquidity
As on 31st March 2015, 88.47 % of the Company's equity shares have been dematerialized. The Company has entered into an agreement with both National Securities Depository Ltd. (NSDL) and Central Depository Services Ltd. (CDSL) whereby shareholders have the option to dematerialize their shares with the Depositories.
International Securities Identification Number (ISIN) of the Company is INE796C01011.
i) Plant Locations
i) Shree Rajasthan Syntex Ltd., Village-Udaipura, Simalwara Road, Dungarpur - 314 001 (Raj.) Tel: 02964 - 302400 Fax: 02964 - 302500
ii) Shree Rajasthan Polycot (A Div. of Shree Rajasthan Syntex Ltd) Simalwara Road Dungarpur -314 001 (Raj.) Tel: 02964 -302400 Fax: 02964 - 302503
iii) Shree Rajasthan Texchem (A Div. of Shree Rajasthan Syntex Ltd) Village - Patapura, Simalwara Road Dungarpur - 314 001 (Raj.) Tel: 02964 - 302400, Fax: 02964 - 302502
j) Address for correspondence
'SRSL House', Pulla
/Registered Office : Bhuwana Road, N.H 8,Udaipur, (Raj.) - 313 004
k) Payment of Depository Fees
Annual Custody/Issuer fee for the year 2015-16 will be paid by the Company to NSDL & CDSL on receipt of the invoices.
XII. Non-Mandatory Requirements
The Company has not adopted any non-mandatory requirements.