General information about company | |
| Scrip code | 516108 |
| NSE Symbol | |
| MSEI Symbol | |
| ISIN | INE088G01014 |
| Name of the entity | THE SOUTH INDIA PAPER MILLS LIMITED |
| Date of start of financial year | 01-04-2024 |
| Date of end of financial year | 31-03-2025 |
| Reporting Quarter | Half Yearly |
| Date of Report | 30-09-2024 |
| Risk management committee | Applicable |
| Market Capitalisation as per immediate previous Financial Year | Any other |
Annexure I | |||||||||||||||||||||||||
Annexure I to be submitted by listed entity on quarterly basis | |||||||||||||||||||||||||
I. Composition of Board of Directors | |||||||||||||||||||||||||
| Disclosure of notes on composition of board of directors explanatory | Textual Information(1) | ||||||||||||||||||||||||
| Whether the listed entity has a Regular Chairperson | Yes | ||||||||||||||||||||||||
| Whether Chairperson is related to MD or CEO | 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 Birth | |||||||||||||||||
| 1 | Mr | MANISH M PATEL | AEEPP6501K | 00128179 | Executive Director | Chairperson | CEO-MD | 18-05-1959 | |||||||||||||||||
| 2 | Mr | M G MOHAN KUMAR | ADVPM5755E | 00020029 | Non-Executive - Independent Director | Not Applicable | 03-03-1957 | ||||||||||||||||||
| 3 | Mr | S R CHANDRASEKARA SETTY | ACKPC7349G | 00017055 | Non-Executive - Independent Director | Not Applicable | 12-10-1940 | ||||||||||||||||||
| 4 | Mr | AJAY D PATEL | ABAPP3615P | 00466905 | Non-Executive - Non Independent Director | Not Applicable | 10-12-1968 | ||||||||||||||||||
| 5 | Mr | JITENDRA A PATEL | AGIPP7237J | 00248302 | Non-Executive - Non Independent Director | Not Applicable | 02-05-1948 | ||||||||||||||||||
| 6 | Mr | N S KISHORE KUMAR | AAFPN4348H | 03422169 | Non-Executive - Independent Director | Not Applicable | 13-05-1956 | ||||||||||||||||||
| 7 | Mrs | GIRIJA SHANKAR | AANPG1420H | 07148094 | Non-Executive - Independent Director | Not Applicable | 28-02-1957 | ||||||||||||||||||
| 8 | Mr | HARSHAD NATVARLAL MODI | AEAPM8485M | 00167613 | Non-Executive - Non Independent Director | Not Applicable | 18-08-1952 | ||||||||||||||||||
| 9 | Mr | KANISHKA HARSHAD MODI | AHCPM2408F | 10260282 | Executive Director | Not Applicable | 09-10-1982 | ||||||||||||||||||
| 10 | Mr | MEENAKSHI SUNDARAM SHIVAKUMAR | AJGPS8426B | 06445505 | Non-Executive - Independent Director | Not Applicable | 01-03-1955 | ||||||||||||||||||
I. Composition of Board of Directors | |||||||||||||||||||||||||
Disqualification of Directors under section 164 of the Companies Act, 2013 | |||||||||||||||||||||||||
| Sr | Whether the director is disqualified? | Start Date of disqualification | End Date of disqualification | Details of disqualification | Current status | ||||||||||||||||||||
| 1 | No | Active | |||||||||||||||||||||||
| 2 | No | Active | |||||||||||||||||||||||
| 3 | No | Active | |||||||||||||||||||||||
| 4 | No | Active | |||||||||||||||||||||||
| 5 | No | Active | |||||||||||||||||||||||
| 6 | No | Active | |||||||||||||||||||||||
| 7 | No | Active | |||||||||||||||||||||||
| 8 | No | Active | |||||||||||||||||||||||
| 9 | No | Active | |||||||||||||||||||||||
| 10 | No | Active | |||||||||||||||||||||||
I. Composition of Board of Directors | |||||||||||||||||||||||||||
| Sr | Whether special resolution passed? [Refer Reg. 17(1A) of Listing Regulations] | Date of passing special resolution | Initial Date of appointment | Date of Re-appointment | Date of cessation | Tenure of director (in months) | No of Directorship in listed entities including this listed entity (Refer Regulation 17A of Listing Regulations) | No of Independent Directorship in listed entities including this listed entity [with reference to proviso to regulation 17A(1) & 17A(2)] | 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) | Reason for Cessation | Notes for not providing PAN | Notes for not providing DIN | ||||||||||||||
| 1 | NA | 09-10-1990 | 20-05-2024 | 1 | 0 | 0 | 0 | ||||||||||||||||||||
| 2 | NA | 28-06-1994 | 19-09-2019 | 54 | 2 | 2 | 4 | 4 | |||||||||||||||||||
| 3 | Yes | 19-09-2019 | 23-01-1992 | 19-09-2019 | 54 | 1 | 1 | 2 | 0 | ||||||||||||||||||
| 4 | NA | 31-08-1996 | 21-09-2023 | 1 | 0 | 0 | 0 | ||||||||||||||||||||
| 5 | Yes | 19-09-2024 | 27-09-2012 | 19-09-2024 | 1 | 0 | 0 | 0 | |||||||||||||||||||
| 6 | NA | 31-01-2011 | 19-09-2019 | 54 | 1 | 1 | 0 | 0 | |||||||||||||||||||
| 7 | NA | 31-03-2015 | 19-09-2019 | 54 | 1 | 1 | 1 | 0 | |||||||||||||||||||
| 8 | NA | 27-07-2023 | 1 | 0 | 0 | 0 | |||||||||||||||||||||
| 9 | NA | 15-12-2023 | 1 | 0 | 0 | 0 | |||||||||||||||||||||
| 10 | NA | 01-07-2024 | 3 | 1 | 0 | 0 | 0 | ||||||||||||||||||||
Text Block | |
| Textual Information(1) | Note : 1. There is a change in the composition of Directors and Mr Meenakshi Sundaram Shivakumar has been appointed as an Independent Director with effect from 01st July 2024 for a consecutive period of 5 years. His appointment has been also been approved by the shareholders at the AGM held on 19th September 2024. 2. Mr Manish M Patel was re appointed as the Managing Director of the Company w.e.f 20-05-2024. At the AGM held on 21st September 2023, he has been re-appointed as the Managing Director of the Company with effect from 20-05-2024 for a further period of 5 years, by passing of special resolution. 3. Mr M G Mohan Kumar was appointed as a Director of the Company on 28-06-1994. As per the Companies Act, 2013 he has been re appointed as an Independent Director for a second term at the AGM held on 19-09-2019. His appointment is effective from 01st April 2020 and upto 31st March 2025. 4. Mr S R Chandrasekara Setty was appointed as a Director of the Company on 23-01-1992. As per the Companies Act, 2013 he has been re appointed as an Independent Director for a second term at the AGM held on 19-09-2019. His appointment is effective from 01st April 2020 and upto 31st March 2025. 5. Mr N S Kishore Kumar was appointed as a Director of the Company on 31-01-2011.As per the Companies Act, 2013 he has been re appointed as an Independent Director for a second term at the AGM held on 19-09-2019. His appointment is effective from 01st April 2020 and upto 31st March 2025. 6. Mrs Girija Shankar was appointed as an Independent Director of the Company on 31-03-2015. As per the Companies Act, 2013 she has been re appointed as an Independent Director for a second term at the AGM held on 19-09-2019. Her appointment is effective from 01st April 2020 and upto 31st March 2025. 7. The tenure in months given for all the independent directors except Mr Meenakhsi Sundaram Shivakumar is from the effective date of appointment i.e from 1st April 2020 which is their second term. The tenure of all the Independent Directors is 54 months as on 30th September 2024 (calculated from 1st April 2020). Total tenure including their first term is 114 months (i.e 60 months in first term & 54 months in the second term). All the Independent Directors have already completed their first term of 5 years. For better clarity we have fed the tenure in months only for the second term as 54 months, except for Mr Meenakshi Sundaram Shivakumar, who has been appointed w.e.f 1st July 2024. For Mr Meenakshi Sundaram Shivakumar the tenure has been put as 3 months starting from 1st July till 30th September 2024. The other 3 Non executive Directors re - appointment is based on rotation. Hence tenure is not provided here for them. 9. At the AGM held on 19th Sept 2024, the Company has passed a special resolution for continuation of appointment of Mr Jitendra A Patel under Reg 17(1A) of SEBI (LODR)Regulations, as he has already completed the age of 75 years along with his re appointment. The date of re- appointment is 19-09-2024. Hence we have fed the same in re appointment column |
Annexure 1 | |||||||
II. Composition of Committees | |||||||
| Disclosure of notes on composition of committees explanatory | Textual Information(1) | ||||||
Annexure 1 Text Block | |
| Textual Information(1) | The date of appointment given for all the Committee members refers to the date of appointment to the Committee
|
Audit Committee Details | |||||||
| Whether the Audit Committee has a Regular Chairperson | Yes | ||||||
| Sr | DIN Number | Name of Committee members | Category 1 of directors | Category 2 of directors | Date of Appointment | Date of Cessation | Remarks |
| 1 | 00020029 | M G MOHAN KUMAR | Non-Executive - Independent Director | Chairperson | 29-01-2002 | ||
| 2 | 00017055 | S R CHANDRASEKARA SETTY | Non-Executive - Independent Director | Member | 29-01-2002 | Textual Information(1) | |
| 3 | 07148094 | GIRIJA SHANKAR | Non-Executive - Independent Director | Member | 18-04-2024 | ||
Sr Text Block | |
| Textual Information(1) |
Mr S R Chandrasekara Setty is the Joint Chairman of the Audit Committee. However the excel template is not allowing for selecting ' Chairperson' again. Hence we have selected the category of Mr S R Chandrasekara Setty as a member |
Nomination and remuneration committee | |||||||
| Whether the Nomination and remuneration committee has a Regular Chairperson | Yes | ||||||
| Sr | DIN Number | Name of Committee members | Category 1 of directors | Category 2 of directors | Date of Appointment | Date of Cessation | Remarks |
| 1 | 00020029 | M G MOHAN KUMAR | Non-Executive - Independent Director | Chairperson | 30-05-2009 | ||
| 2 | 00017055 | S R CHANDRASEKARA SETTY | Non-Executive - Independent Director | Member | 30-05-2009 | ||
| 3 | 07148094 | GIRIJA SHANKAR | Non-Executive - Independent Director | Member | 18-04-2024 | ||
Stakeholders Relationship Committee | |||||||
| Whether the Stakeholders Relationship Committee has a Regular Chairperson | Yes | ||||||
| Sr | DIN Number | Name of Committee members | Category 1 of directors | Category 2 of directors | Date of Appointment | Date of Cessation | Remarks |
| 1 | 00020029 | M G MOHAN KUMAR | Non-Executive - Independent Director | Chairperson | 29-01-2002 | ||
| 2 | 00017055 | S R CHANDRASEKARA SETTY | Non-Executive - Independent Director | Member | 27-01-2005 | ||
| 3 | 07148094 | GIRIJA SHANKAR | Non-Executive - Independent Director | Member | 30-07-2020 | ||
Risk Management Committee | |||||||
| Whether the Risk Management Committee has a Regular Chairperson | Yes | ||||||
| Sr | DIN Number | Name of Committee members | Category 1 of directors | Category 2 of directors | Date of Appointment | Date of Cessation | Remarks |
| 1 | 00128179 | MANISH M PATEL | Executive Director | Chairperson | 27-01-2015 | ||
| 2 | 00020029 | M G MOHAN KUMAR | Non-Executive - Independent Director | Member | 27-01-2015 | ||
| 3 | 00017055 | S R CHANDRASEKARA SETTY | Non-Executive - Independent Director | Member | 27-01-2015 | ||
Corporate Social Responsibility Committee | |||||||
| Whether the Corporate Social Responsibility Committee has a Regular Chairperson | Yes | ||||||
| Sr | DIN Number | Name of Committee members | Category 1 of directors | Category 2 of directors | Date of Appointment | Date of Cessation | Remarks |
| 1 | 00128179 | MANISH M PATEL | Executive Director | Chairperson | 27-01-2015 | ||
| 2 | 00020029 | M G MOHAN KUMAR | Non-Executive - Independent Director | Member | 27-01-2015 | ||
| 3 | 00017055 | S R CHANDRASEKARA SETTY | Non-Executive - Independent Director | Member | 27-01-2015 | ||
Other Committee | ||||||
| Sr | DIN Number | Name of Committee members | Name of other committee | Category 1 of directors | Category 2 of directors | Remarks |
Annexure 1 | ||||||||
Annexure 1 | ||||||||
III. Meeting of Board of Directors | ||||||||
| Disclosure of notes on meeting of board of directors explanatory | ||||||||
| Sr | Date(s) of meeting (if any) in the previous quarter | Date(s) of meeting (if any) in the current quarter | Maximum gap between any two consecutive (in number of days) | Notes for not providing Date | Whether requirement of Quorum met (Yes/No) | Total Number of Directors as on date of the meeting | Number of Directors present* (All directors including Independent Director) | No. of Independent Directors attending the meeting* |
| 1 | 30-05-2024 | Yes | 9 | 9 | 3 | |||
| 2 | 30-07-2024 | 60 | Yes | 10 | 10 | 5 | ||
Annexure 1 | ||||||||||
IV. Meeting of Committees | ||||||||||
| Disclosure of notes on meeting of committees explanatory | Textual Information(1) | |||||||||
| Sr | Name of Committee | Date(s) of meeting (Enter dates of Previous quarter and Current quarter in chronological order) | Maximum gap between any two consecutive (in number of days) | Name of other committee | Reson for not providing date | Whether requirement of Quorum met (Yes/No) | Total Number of Directors in the Committee as on date of the meeting | Number of Directors Present (All Directors including Independent Director) | No. of Independent Directors attending the meeting* | No. of members attending the meeting (other than Board of Directors) |
| 1 | Audit Committee | 30-05-2024 | Yes | 3 | 3 | 3 | 0 | |||
| 2 | Audit Committee | 30-07-2024 | 60 | Yes | 3 | 3 | 3 | 0 | ||
Text Block | ||
| Textual Information(1) | The Risk Management Committee met on 08th July 2024. All the Committee members were present at the meeting and quorum was met.
No other committee meetings were held during the Quarter ended 30th September 2024.
| |
Annexure 1 | |||
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 | |
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 1000 listed entities) | Yes |
| 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 1 | ||
| Sr | Subject | Compliance status |
| 1 | Name of signatory | VIDYA BHAT |
| 2 | Designation | Company Secretary and Compliance Officer |
Annexure III | ||||
III. Affirmations | ||||
| Sr | Particulars | Regulation Number | Compliance status (Yes/No/NA) | If status is “No” details of non-compliance may be given here. |
| 1 | Copy of the annual report including balance sheet, profit and loss account, directors report, corporate governance report, business responsibility report displayed on website | 46(2) | Yes | |
| 2 | Presence of Chairperson of Audit Committee at the Annual General Meeting | 18(1)(d) | Yes | |
| 3 | Presence of Chairperson of the nomination and remuneration committee at the annual general meeting | 19(3) | Yes | |
| 4 | Presence of Chairperson of the Stakeholder Relationship committee at the annual general meeting | 20(3) | Yes | |
| 5 | Disclosure of the Secretarial Audit Report of the listed entity and the material subsidiaries in the Annual Report | 24A(1) | Yes | |
| 6 | Submission of Annual Secretarial Compliance Report | 24A(2) | Yes | |
| 7 | Whether “Corporate Governance Report” disclosed in Annual Report | 34(3) read with para C of Schedule V | Yes | |
| 6 | ||||
Annexure III | ||
| 1 | Name of signatory | VIDYA BHAT |
| 2 | Designation | Company Secretary and Compliance Officer |
Additional Half yearly Disclosure | |||||||
| Applicability of disclosure | Not Applicable | ||||||
| Reason for Non Applicability | Textual Information(1) | ||||||
Text Block | |
| Textual Information(1) | The Company has not granted any loan, guarantee, security in connection with any loan to any of the Promoters / Promoter Group / Directors / KMP. |
Details of Cyber security incidence | ||
| Whether as per Regulation 27(2)(ba) of SEBI (LODR) Regulations, 2015 there has been cyber security incidents or breaches or loss of data or documents during the quarter | No | |
| Number of cyber security incidence or breaches or loss of data event occurred during the quarter | ||
| Sr. | Date of the event | Brief details of the event |
Signatory Details | |
| Name of signatory | VIDYA BHAT |
| Designation of person | Company Secretary and Compliance Officer |
| Place | NANJANGUD |
| Date | 21-10-2024 |