Annexure 1
|
IV. Meeting of Committees
|
| 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) |
| 1 |
Audit Committee |
11-02-2016 |
Yes |
All Three Committee Members were present |
09-11-2015 |
93 |
| 2 |
Nomination and remuneration committee |
11-02-2016 |
Yes |
All Three Committee Members were present |
09-11-2015 |
93 |
| 3 |
Stakeholders Relationship Committee |
11-02-2016 |
Yes |
All Three Committee Members were present |
09-11-2015 |
93 |
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. Any comments/observations/advice of Board of Directors may be mentioned here: |
Textual Information(1) |
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 |
|
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 |
| 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 |
|
|
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 |
|
| 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) |
NA |
|
| 20 |
Approval for material related party transactions |
23(4) |
NA |
|
| 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 |
|