SUPER.l"~~.~S~u_p_e_r_S~p_in_n_i_n_g_IVl~i_H_s_L_i_m_i_t_e_d~~~~~~ Regd. & Central Office: "Elgi Towers" P.B. 7113, Green Fields, 737-D, Puliakulam Road, Coimbatore - 641 045. CIN: L17111TZ1962PLC001200 To Listing Department BSE Ltd... Phiroze Jeejeebhoy Towers Dalal Street Mumbai - 400 001 Scrip Code: - 521180 October 12, 2018 Listing Department National Stock Exchange of India Limited "Exchange Plaza", C-1, Block G Bandra - Kurla Complex, Sandra (E) Mumbai - 400 051 Scrip Code: - SUPERSPIN Dear Sir, Sub: Quarterly Compliance Report on Corporate Governance under Regulation 27{2) of SEBI {Listing Obligations & Disclosure Requirements) Regulations 2015 We hereby furnish the Quarterly Compliance report on Corporate Governance as per Regulation 27(2) of SEBI (Listing Obligations & Disclosure Requirements) Regulations, 2015 for the quarter ended September 30, 2018. Thanking you Yours truly For Super Sp~$ i.td Narmatha GK RECOGNISED EXPORT TRADING HOUSE Phone : +91-422 - 2311711, Fax : 91-422 - 2311611, E-mail : super@ssh.saraelgi.com Web : www.superspinning.com
CORPORATE GOVERNANCE REPORT 1. Name of Listed Entity : SUPER SPINNING MILLS LIMITED 2. Quarter Ending : September 30, 2018 I. Composition of Board of Directors Annexure I Title Name of the PAN$ &"DIN Category Date of Tenure No.Of Number of No. Of post of (Mr/ Director (Chairperson/ Appointme * Directorship membership Chairperson Ms) Executive/ Non nt in the in listed sin Audit/ in Audit/ Executive/ current entities Stakeholder Stakeholder Independent/ term I including Committee Committee Nominee)$$ Cessation this listed (s) including held in listed entity this listed entities (Refer entity including this Regulation (Refer listed entity 25 (1) of Regulation (Refer Listing 26(1) of Regulation Regulations) Listing 26(1) of Regulations) Listing Regulations) Mr. Suma nth ALMPS1683A Executive I 22.02.1992 N.A 2 1 1 Ramamurthi 00002773 Chairman and Managing Director Mr. CSK Prabhu AECPP4319R Non-Executive I 01.06.2014 177 3 1 4 00002913 Independent Months Mr. B Vijayakumar ABTPV5639A Non-Executive I 01.06.2014 405 4 2 NIL 00015583 Independent Months Mr. Sudarsan AGVPS9449J Non-Executive I 01.06.2014 297 4 1 1 Varadaraj 00133533 Independent Months Mr. CG Kumar AJFPK0084J Non-Executive / 01.06.2014 52 1 1 NIL 02823567 Independent Months Ms. Suguna ADPPR8804F Non-Executive / 01.06.2014 52 2 1 NIL Ravichandran 00170190 Independent Months Mr. B Lakshmi ABRPL9244M Non-Executive / 01.06.2017 16 1 1 NIL Narayana 00504396 Independent Months Mr AR AEQPB7492H Non-Executive I 20.05.2018 N.A 1 2 NIL Balasundharam 07802383 Non Independent $ PAN number of any Director would not be displayed on the website of Stock Exchange $$ Category of Directors means executive/non-executive/independent/nominee. If a Director fits into more than one category write all categories separating them with hyphen. * to be filled only for Independent Director. Tenure would mean total period from which Independent Director is serving on Board of Directors of the listed entity in continuity without any cooling off period.
II. Composition of Committees Name of Committee Name of Committee Members Category {Chairperson/ Executive/ Non-Executive/ Independent/ Nominee)$ 1. Audit Committee Mr. C S K Prabhu - Chairperson Non-Executive-Independent Mr.CG Kumar - Member Non-Executive-Independent Mr. B Lakshmi Narayana - Member Non-Executive-Independent Mr. A R Balasundharam - Member Non-Executive - Non Independent 2. Nomination & Mr. CSK Prabhu - Chairperson Non-Executive-Independent Remuneration Mr. B Vijayakumar - Member Non-Executive-Independent Committee Mr. Sudarsan Varadaraj - Member Non-Executive-Independent 3. Risk Management Committee (if N.A N.A aoolicable) 4. Stakeholders Mr: C S K Prabhu - Chairperson Non-Executive - Independent Relationship C<?mmittee Mr. Suma nth Ramamurthi - Executive - Non-Independent Member Mr. A R Balasundharam - Member Non Executive - Non-Independent $Category of Directors means executive/ non-executive/ independent/ nominee. If a Director fits into more than one category write all categories separating them with hyphen.. III. Meeting of Board of Directors Date{s) of meeting {if Date{s) of meeting {if any) in Maximum. gap between any any) in the previous the relevant quarters two consecutive meetings quarters in the number of days 19.05.2018-0 - 28.07.2018 69 days - 10.09.2018 43 days IV. Meeting of Committees - Audit Committee Date{s) of meeting Whether Date{s) of meeting Maximum gap of the Committee. requirement of of the Committee between any two in the relevant Quorum met in the previous consecutive meetings quarter {details). quarter in the number of days* - 3 members 19.05.2018 0 28.07.2018 present 69 days * This information has to be mandatorily be given for audit committee, for rest of the committees qiving this information is optional.
V. Related Party Transactions Subject. Compliance Status (/No/N.A) refer note below Whether prior approval of Audit Committee obtained. Whether sharehold~r materia I RPT approval obtained for Whether details of RPT entered into pursuant to omnibus approval have been reviewed by Audit Committee Note: 1. In the column "Compliance Status'~ compliance or non-compliance may be indicated by /No/N.A.. For example, if the Board has been composed in accordance with the requirements of Listing Regulations, "" may be indicated. Similarly,. in case the Listed Entity has no related party transactions, the words "N.A." may be indicated. 2. If status is "No" details of non-compliance may be given here. VI. Affirmations 1. The composition of Boar.d of Directors is in terms of SEBI (Listing obligations and disclosure requirements) Regulations, 2015. 2. The composition of the following committees is in terms of SEBI(Listing obligations and disclosure requirements) Regulations, 2015. a) Audit Committee - b) Nomination & Remuneration Committee - c) Stakeholders Relationship Committee - d) Risk Management Committee (applicable to the top 100 listed entities) - N.A 3. The committee members have been made aware of their powers, role and responsibilities as specified in SEBI (Listing obligations and disclosure requirements) Regulations, 2015. - 4. 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. - 5. This report will be placed before the Board of Directors. - For Super Spinning ~ills Ltd. ~v Narmatha K Name and Designation I Compliance Officer / Managing Director / CEO N.A
Annexure Ill Affirmations Board Heading Regulation No Compliance Status ( I No I N.A) Copy of the Annual Report including Balance.Sheet, Profit & Loss Account, Directors Report, Corporate Governance Report, Business Responsibility Report displayed in website 46(2) Presence of Chairperson of Audit Committee at the Annual General Meeting 18(1)(d) Presence of Chairperson of Nomination and Remuneration Committee at the Annual General 19(3) Meeting.. Whether "Corporate Governance Report" 34(3) read with para disclosed in Annual Report c of Schedule V Note:- 1. In the column "Compliance Status", compliance or non-compliance may be indicated by /No/N.A. For example, if the Board has been composed in accordance with the requirements of Listing Regulations, "" may be indicated. Similarly, in case the Listed Entity has no related party transactions, the words "N.A" may be indicated. 2. If status is "No" details of non-compliance may be given here 3. If the Listed Entity would like to provide any other information the same may be indicated here. For Super Spi~ls Ltd. t-\. Narmatha GK Name : Narmatha G K Designation: & Compliance Officer