TMI BlogANNUAL REPORT [See Regulation 34(3) and 53(f)]X X X X Extracts X X X X X X X X Extracts X X X X ..... Subsidiary Same disclosures as applicable to the parent company in the accounts of subsidiary company. 3 Holding Company Investments by the loanee in the shares of parent company and subsidiary company, when the company has made a loan or advance in the nature of loan. For the purpose of above disclosures directors interest shall have the same meaning as given in Section184 of Companies Act, 2013. 1 [(2A) Disclosures of transactions of the listed entity with any person or entity belonging to the promoter/promoter group which hold(s) 10% or more shareholding in the listed entity, in the format prescribed in the relevant accounting standards for annual results.] 14 [ 3. The above disclosures shall not be applicable to listed banks. ] B. Management Discussion and Analysis: 1. This section shall include discussion on the following matters within the limits set by the listed entity s competitive position: (a) Industry structure and developments. (b) Opportunities and Threats. (c) Segment wise or product-wise performance. (d) Outlook (e) Risks and ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... g) web link where details of familiarisation programmes imparted to independent directors is disclosed. 4 [(h) A chart or a matrix setting out the skills/expertise/competence of the board of directors specifying the following: (i) With effect from the financial year ending March 31, 2019, the list of core skills/expertise/competencies identified by the board of directors as required in the context of its business(es) and sector(s) for it to function effectively and those actually available with the board; and (ii) With effect from the financial year ended March 31, 2020, the names of directors who have such skills / expertise / competence (i) confirmation that in the opinion of the board, the independent directors fulfill the conditions specified in these regulations and are independent of the management. (j) detailed reasons for the resignation of an independent director who resigns before the expiry of his 8 [ /her ] tenure along with a confirmation by such director that there are no other material reasons other than those provided.] (3) Audit committee: (a) brief description of terms of reference; (b) composition, name of members and chairperson; ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... here last three annual general meetings held; (b) whether any special resolutions passed in the previous three annual general meetings; (c) whether any special resolution passed last year through postal ballot details of voting pattern; (d) person who conducted the postal ballot exercise; (e) whether any special resolution is proposed to be conducted through postal ballot; (f) procedure for postal ballot. (8) Means of communication: (a) quarterly results; (b) newspapers wherein results normally published; (c) any website, where displayed; (d) whether it also displays official news releases; and (e) presentations made to institutional investors or to the analysts. (9) General shareholder information: (a) annual general meeting - date, time and venue; (b) financial year; (c) dividend payment date; (d) the name and address of each stock exchange(s) at which the listed entity's securities are listed and a confirmation about payment of annual listing fee to each of such stock exchange(s); (e) stock code; (f) market price data- high, low during each month in last financial year; (g) performance in comparison to broad-based in ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... h is mandatorily required, in the relevant financial year, the same to be disclosed along with reasons thereof: Provided that the clause shall only apply where recommendation of / submission by the committee is required for the approval of the Board of Directors and shall not apply where prior approval of the relevant committee is required for undertaking any transaction under these Regulations. (k) total fees for all services paid by the listed entity and its subsidiaries, on a consolidated basis, to the statutory auditor and all entities in the network firm/network entity of which the statutory auditor is a part.] 7 [ (l) disclosures in relation to the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013: a. number of complaints filed during the financial year b. number of complaints disposed of during the financial year c. number of complaints pending as on end of the financial year. ] 15 [ (m) disclosure by listed entity and its subsidiaries of Loans and advances in the nature of loans to firms/companies in which directors are interested by name and amount : Provided that this requirement shall be applicable t ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... endment) Regulations, 2018, w.e.f. 1.4.2019. 2 Inserted by the SEBI (Listing Obligations and Disclosure Requirements) (Amendment) Regulations, 2018, w.e.f. 1.4.2019. 3 Inserted ibid., w.e.f from the date specified in the provision. 4 Inserted by the SEBI (Listing Obligations and Disclosure Requirements) (Amendment) Regulations, 2018, w.e.f. 1.4.2019. 5 Inserted by the SEBI (Listing Obligations and Disclosure Requirements) (Amendment) Regulations, 2018, w.e.f. 1.4.2019. 6 Inserted by the SEBI (Listing Obligations and Disclosure Requirements) (Amendment) Regulations, 2018, w.e.f. 1.4.2019. 7 Inserted by SEBI (Listing Obligations and Disclosure Requirements) (Sixth Amendment) Regulations, 2018, w.e.f. 16.11.2018. 8. Inserted vide Notification No. SEBI/LAD-NRO/GN/2021/22 dated 05-05-2021 9. Substituted vide Notification No. SEBI/LAD-NRO/GN/2021/22 dated 05-05-2021 before it was read as (c) disclosures with respect to remuneration: in addition to disclosures required under the Companies Act, 2013, the following disclosures shall be made: (i) all elements of remuneration package of individual directors summarized under major groups, such as salary, bene ..... X X X X Extracts X X X X X X X X Extracts X X X X
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