Annexure I
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Annexure I to be submitted by listed entity on quarterly basis
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I. Composition of Board of Directors
|
Disclosure of notes on composition of board of directors explanatory |
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Is there any change in information of board of directors compare to previous quarter |
Yes |
Sr |
Title (Mr / Ms) |
Name of the Director |
PAN |
DIN |
Category 1 of directors |
Category 2 of directors |
Category 3 of directors |
Date of appointment in the current term |
Date of cessation |
Tenure 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 |
1 |
Mr |
Jagdish Prasad Purohit |
AFSPP1444E |
00083125 |
Executive Director |
Chairperson |
CEO-MD |
01-06-1995 |
|
|
3 |
5 |
0 |
|
2 |
Mr |
Sushil Kr. Purohit |
AFPPP9680R |
00073684 |
Non-Executive - Non Independent Director |
Not Applicable |
|
15-02-1996 |
|
|
2 |
2 |
0 |
|
3 |
Mr |
Johar Pal Singh |
AMBPS8591F |
00113986 |
Non-Executive - Independent Director |
Not Applicable |
|
01-04-2014 |
|
36 |
4 |
3 |
5 |
|
4 |
Mrs |
Renu Kedia |
AFTPK1952M |
07126779 |
Non-Executive - Independent Director |
Not Applicable |
|
06-03-2015 |
04-01-2017 |
25 |
2 |
0 |
0 |
|
Annexure I
|
Annexure I to be submitted by listed entity on quarterly basis
|
I. Composition of Board of Directors
|
Sr |
Title (Mr / Ms) |
Name of the Director |
PAN |
DIN |
Category 1 of directors |
Category 2 of directors |
Category 3 of directors |
Date of appointment in the current term |
Date of cessation |
Tenure 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 |
5 |
Mr |
Mohit Jhunjhunwala |
AHMPJ8136F |
02905685 |
Non-Executive - Independent Director |
Not Applicable |
|
14-01-2015 |
07-03-2017 |
27 |
3 |
3 |
1 |
|
6 |
Mrs |
Saroj Devi Kothari |
ARCPK1018M |
01312905 |
Non-Executive - Independent Director |
Not Applicable |
|
04-01-2017 |
|
2 |
7 |
6 |
1 |
|
Annexure 1
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II. Composition of Committees
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Disclosure of notes on composition of committees explanatory |
|
Is there any change in information of committees compare to previous quarter |
Yes |
Sr |
Name Of Committee |
Name of Committee members |
Category 1 of directors |
Category 2 of directors |
Name of other committee |
1 |
Audit Committee |
Johar Pal Singh |
Non-Executive - Independent Director |
Chairperson |
|
2 |
Audit Committee |
Saroj Devi Kothari |
Non-Executive - Independent Director |
Member |
|
3 |
Audit Committee |
Jagdish Prasad Purohit |
Executive Director |
Member |
|
4 |
Nomination and remuneration committee |
Johar Pal Singh |
Non-Executive - Independent Director |
Member |
|
5 |
Nomination and remuneration committee |
Saroj Devi Kothari |
Non-Executive - Independent Director |
Chairperson |
|
6 |
Nomination and remuneration committee |
Sushil Kr. Purohit |
Non-Executive - Non Independent Director |
Member |
|
7 |
Stakeholders Relationship Committee |
Johar Pal Singh |
Non-Executive - Independent Director |
Chairperson |
|
8 |
Stakeholders Relationship Committee |
Saroj Devi Kothari |
Non-Executive - Independent Director |
Member |
|
9 |
Stakeholders Relationship Committee |
Jagdish Prasad Purohit |
Executive Director |
Member |
|
Annexure 1
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IV. Meeting of Committees
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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 (details) |
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 |
14-02-2017 |
Yes |
All Directors were present in the Meeting |
11-11-2016 |
94 |
|
2 |
Nomination and remuneration committee |
04-01-2017 |
Yes |
All Directors were present in the Meeting |
|
326 |
|
Annexure 1
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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 |
Yes |
|
Disclosure of notes on related party transactions |
Textual Information(1) |
Disclosure of notes of material transaction with related party |
Textual Information(2) |
Annexure 1
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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 II
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Annexure II to be submitted by listed entity at the end of the financial year (for the whole of financial year)
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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 |
|
unisyssoftwares.com |
2 |
Terms and conditions of appointment of independent directors |
Yes |
|
unisyssoftwares.com |
3 |
Composition of various committees of board of directors |
Yes |
|
unisyssoftwares.com |
4 |
Code of conduct of board of directors and senior management personnel |
Yes |
|
unisyssoftwares.com |
5 |
Details of establishment of vigil mechanism/ Whistle Blower policy |
Yes |
|
unisyssoftwares.com |
6 |
Criteria of making payments to non-executive directors |
Yes |
|
unisyssoftwares.com |
7 |
Policy on dealing with related party transactions |
Yes |
|
unisyssoftwares.com |
8 |
Policy for determining ‘material’ subsidiaries |
Yes |
|
unisyssoftwares.com |
9 |
Details of familiarization programmes imparted to independent directors |
Yes |
|
unisyssoftwares.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
|
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 |
|
unisyssoftwares.com |
11 |
email address for grievance redressal and other relevant details |
Yes |
|
unisyssoftwares.com |
12 |
Financial results |
Yes |
|
unisyssoftwares.com |
13 |
Shareholding pattern |
Yes |
|
unisyssoftwares.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 |
|
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Annexure II
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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) |
NA |
|
Annexure II
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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 |
|
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Any other information to be provided - Add Notes |
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