KAR ETARY & ER (LEGAL)

Transcription

1 GNFC (An IS & OHSAS18001 Company) NO. SEC/BD/SE/ January 12, 2017 Gujarat Narmada Valley Fertilizers & Chemicals limited CIN:L24110GJ1976PLC00290 PO. Narmadanagar , Dist. Bharuch, G Ph (02642)247001, Website FAX : t lakhmapurkar@gnf Dy General Manager The Manager BSE Ltd. Listing Department Corporate Relationship National Dept Stock Exchange of 1st Floor, New Trading Exchange Ring, Plaza, Rotunda BIdg C-1, Block-"G", PJ Towers, Dalai Street, Bandra-Kuria Fort Complex, Bandr Mumbai Mumbai Co. Code: BSE - "500670" Co. Code: NSE- "GNFC EQ" Dear Sir, Sub : Compliance Report on Corporate Go Quarter - III ended 31** December, In terms of Regulation 27(2) of SEBI (Listin Requirements) Regulations, 2015, we send here Corporate Governance for Quarter - III ended prescribed format. We request you to kindly take note of the same. Thanking you, You For 3UJARAT NARMADA VALLEY FERTILIZERS & CHEMI T.J. LA COM GENERA KAR ETARY & ER (LEGAL) ENCL:A:A

2 Quarterly Compliance Report on Corporate Governanc 1. Name of Listed Entity: 2. Quarter ending: GUJARAT NARMADA VALLEY FERTILIZERS & CHEMICALS LIMITED 31'* December, Composition of Board of Directors Title Name of the Director PAN* Category (Chairperson/ Date of Tenure* No (Mr. «&DIN Executive/Non- Appointment in Direct /Ms) Executive/ Independent/ the current term in li Nominee) * / Cessation ent includi listed (Re Regu 25(1 Lis Regul Mr. Dr. JN Singh, IAS Chairperson, AYBPS5382C Nominee Director Mr. V D Nanavaty Non-Executive Director AAHPN3677K Ms. Mamta Verma, IAS Non-Executive Director ABCPV1523E Mr. Prof. Arvind Sahay Years 2 AYVPS5395M

3 Mr. CS Mani ADRPM3735E Mr. Piruz Khambatta ABMPK6324N Mr. Sunil Parekh AALPP8306M Years Years Years Mr. Anil Mukim, IAS Non-Executive Director AGNPM2171M Mr. Dr. Rajiv Kumar Gupta, IAS ACAPG6419R Managing Director, Executive & Nominee Director $ PAN number of any director would not be displayed on the website of Stock Excha & Category of directors means executive/non-executive/independent/nominee. If a d them with hyphen. * To be filled only for. Tenure would mean total period from entity in continuity without any cooling off period. n. Composition of Committees Name of Committee Name of Committee Members Category (Chai Executive/Ind 1. Audit Committee l)shricsmani Chairperson, Non-Execut 2) Shri Piruz Khambatta Indepen 3) Shri Sunil Parekh Indepen 2. Nomination & Remuneration Committee 1) Shri Piruz Khambatta Chairperson, Non-Execut 2) Prof Arvind Sahay Indepen 3) Shri C S Mani Non-Executiv:&i6^depende

4 3. Risk Management Committee (if applicable) Not Applicable 4. Stakeholders Relationship Committee 1) Shri CS Mani Chairperson, Non-Execut 2) Dr. Rajiv Kumar Gupta, Executive IAS & Nominee Dir $ Category of directors means executive/non-executive/independent/nominee. If a di in. Meeting of Board of Directors Date(s) of the meeting (if Date(s) any) in of the meeting (if any) Maximum in the gap between any t the previous quarter relevant quarter 21/07/ /09/ /11/ Days IV. Meeting of Committees Date(s) of meeting of committee Whether in requirement of Quorum Date(s) of meeting of th the relevant quarter met (details) committee in the previous qc Audit Committee 10/11/2016 Yes 21/07/ *This information has to be mandatorily be given for audit committee, for rest of V, Related Party Transactions A^Tiether prior approval of audit committee obtained Subject Compliance S Whether shareholder approval obtained for material RPT Whether details of RPT entered into pursuant to omnibus approval have been revi Committee * The Audit Committee has granted omnibus approval for Related Party Transactions Note: 1. In the column "Compliance Status", compliance or non-compliance may be indica accordance with the requirements of Listing Regulations, "Yes" may be indicated words "N.A." may be indicated. ^^. 2. If status is "No" details of non-compliance may be given here.

5 VI. Affirmations i. Tlie composition of Board of Directors is in terms of SEBI (Listing obligat As per Regulation 17 of Listing Regulations, 2015, at least half of the Presently, there are 5 Non-IDs and 4 IDs on the Board. Hence, one more ID n the Board. The company is in process of identifying and selecting one more I appropriate balance of skill and knowledge and will be appointed at the earlie 2. The composition of the following committees is in terms of SEBI (Listing obligat a. Audit Committee b. Nomination & Remuneration Committee c. Stakeholders Relationship Committee d. Risk Management Committee (applicable to the top 100 listed entities): Not Appl 3. The committee members have been made aware of their powers, role and respo requirements) Regulations, The meetings of the board of directors and the above committees have been c disclosure requirements) Regulations, This report and/or the report submitted in the previous quarter has been plac placed at the ensuing Board Meeting to be held on 23^^* January,2017. The Corpo 2016 and Compliance Report for the Half year ended on were placed befo Date: 12th January, 2017 Place: Narmadanagar 4