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TMI BlogModification of circular dated September 24, 2015 on ‘Format for compliance report on Corporate Governance to be submitted to Stock Exchange (s) by Listed Entities’X X X X Extracts X X X X X X X X Extracts X X X X ..... 3. The Committee on Corporate Governance under the Chairmanship of Shri Uday Kotak made several recommendations. Most amendments necessary to implement these recommendations have been made in the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 vide notification dated May 9, 2018. Some of these amendments necessitate changes to the format of the quarterly compliance report. 4. The formats for Compliance Report on Corporate Governance as per Annexure I, II and III to this circular are being prescribed:- Annex - I - on quarterly basis; Annex - II - at the end of a financial year (for the whole of financial year); Annex - III - within six months from end of a financial year. This may be submitted along with the second quarter's report. 5. Accordingly, the Circular No. CIR/CFD/CMD/ 5 /2015 dated September 24, 2015 shall stand modified only to the extent to the format for compliance report on Corporate Governance. The format specified in the Annexure to this circular shall replace the format specified in the Annexure to the circular dated September 24, 2015. 6. In view of the revised timelines under ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... s including this listed entity [in reference to proviso to regulation 17A(1)] Number of membershi ps in Audit/ Stakehold er Committee (s) including this listed entity (Refer Regulation 26(1) of Listing Regulation s) No of post of Chairperson in Audit/ Stakeholder Committee held in listed entities including this listed entity (Refer Regulation 26(1) of Listing Regulations) Whether Regular chairperson appointed ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... eparating them with hyphen III. Meeting of Board of Directors Date(s) of Meeting (if any) in the previous quarter Date(s) of Meeting (if any) in the relevant quarter Whether requirement of Quorum met* Number of Directors present* Number of independent directors present* Maximum gap between any two consecutive (in number of days) Yes / No * to be filled in only for the current quarter meetings IV. Meetings of Committees Date(s) of meeting of the committee ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... f Board of Directors is in terms of SEBI (Listing Obligations and Disclosure requirements) Regulations, 2015. The composition of the following committees is in terms of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 Audit Committee Nomination Remuneration Committee Stakeholders Relationship Committee Risk management committee (applicable to the top 100 listed entities) The committee members have been made aware of their powers, role and responsibilities as specified in SEBI (Listing obligations and disclosure requirements) Regulations, 2015. 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. This report and/or the report submitted in the previous quarter has been placed before Board of Directors. Any comments/observations/advice of the board of directors may be mentioned here. ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... independent directors j) Email address for grievance redressal and other relevant details k) Contact information of the designated officials of the listed entity who are responsible for assisting and handling investor grievances l) Financial results m) Shareholding pattern n) Details of agreements entered into with the media companies and/or their associates o) 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 p) New name and the old name of the listed entity ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... Code of Conduct 17(5) Fees/compensation 17(6) Minimum Information 17(7) Compliance Certificate 17(8) Risk Assessment Management 17(9) Performance Evaluation of Independent Directors 17(10) Recommendation of board 17(11) Maximum number of directorship 17A Composition of Audit Committee 18(1) Meeting of Audit Committee ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... Alternate Director to Independent Director 25(1) Maximum Tenure 25(2) Meeting of independent directors 25(3) (4) Familiarization of independent directors 25(7) Declaration from Independent Director 25(8) (9) Directors and Officers insurance 25(10) Memberships in Committees 26(1) Affirmation with compliance to code of conduct from members of Board of Directors and Senior management personnel 26(3) Disclosure of Shareholding by Non- Executive Dir ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... 19(3) Presence of Chairperson of the Stakeholder Relationship committee at the annual general meeting 20(3) Whether Corporate Governance Report disclosed in Annual Report 34(3) read with para C of Schedule V Note In the column Compliance Status , compliance or non-compliance may be indicated by Yes/No/N.A.. For example, if the Board has been composed in accordance with the requirements of Listing Regulations, Yes may be indicated. Similarly, in case the Listed Entity has no related party transactions, the words N.A. may be indicated. If status is No details of non-compliance may be given here. If the Listed Entity would like to provide any other information the same may be indicated here. Name Designation Company Secretary / Compliance Of ..... X X X X Extracts X X X X X X X X Extracts X X X X
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