General information about company | |
| Scrip code | 526471 |
| NSE Symbol | |
| MSEI Symbol | |
| ISIN | INE391C01011 |
| Name of the entity | WINSOME BREWERIES LIMITED |
| Date of start of financial year | 01-04-2019 |
| Date of end of financial year | 31-03-2020 |
| Reporting Quarter | Half Yearly |
| Date of Report | 30-09-2019 |
| Risk management committee | Not 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) | |||||||||||||||||
| Wether the listed entity has a Regular Chairperson | Yes | |||||||||||||||||
| Whether Chairperson is related to MD or CEO | No | |||||||||||||||||
| 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 | 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 (Refer Regulation 17A(1) of Listing Regulations | 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) | Notes for not providing PAN | Notes for not providing DIN |
| 1 | Mr | RAJENDRA KUMAR BAGRODIA | AEBPB9949Q | 00178250 | Executive Director | Chairperson | MD | 01-01-1945 | 08-01-1998 | 29-09-2017 | 1 | 0 | 0 | 0 | ||||
| 2 | Mrs | SNEH BAGRODIA | AEHPB2099D | 00637355 | Executive Director | Not Applicable | 25-09-1950 | 29-09-2001 | 30-09-2019 | 1 | 0 | 0 | 0 | |||||
| 3 | Mr | DIPANKAR SENGUPTA | AASPS9798M | 00197547 | Non-Executive - Independent Director | Not Applicable | 05-01-1955 | 04-10-2011 | 30-09-2015 | 60 | 1 | 1 | 2 | 0 | ||||
| 4 | Mr | NAKUL PASRICHA | ANBPP6557D | 03176843 | Non-Executive - Independent Director | Not Applicable | 24-10-1973 | 14-02-2017 | 14-08-2019 | 60 | 1 | 1 | 2 | 2 | ||||
I. Composition of Board of Directors | ||||||||||||||||||
Disclosure of notes on composition of board of directors explanatory | ||||||||||||||||||
Wether the listed entity has a Regular Chairperson | ||||||||||||||||||
| 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 | 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 (Refer Regulation 17A(1) of Listing Regulations | 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) | Notes for not providing PAN | Notes for not providing DIN |
| 5 | Mr | AMRIT MOHINDER UTTAM | AAAPU5763G | 02929322 | Non-Executive - Independent Director | Not Applicable | 03-07-1973 | 30-05-2017 | 60 | 1 | 1 | 2 | 0 | |||||
| 6 | Mrs | ARUNA GOENKA | AAKPG1041P | 00256167 | Non-Executive - Independent Director | Not Applicable | 04-08-1956 | 14-08-2019 | 60 | 1 | 1 | 2 | 2 | |||||
Text Block | |
| Textual Information(1) | Mr. Nakul Pasricha resigned for the Board w.e.f 14.08.2019 and ceases to be member and Chairman of Conmmittes of the Company and Mrs. Aruan Goenka was appionted as the Independent Director on the Board w.e.f. 14.08.2019 and was appointed as member and Chairman of all the Committees. |
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 | 03176843 | NAKUL PASRICHA | Non-Executive - Independent Director | Chairperson | 14-02-2017 | 14-08-2019 | Textual Information(1) |
| 2 | 00256167 | ARUNA GOENKA | Non-Executive - Independent Director | Chairperson | 14-08-2019 | Textual Information(2) | |
| 3 | 02929322 | AMRIT MOHINDER UTTAM | Non-Executive - Independent Director | Member | 18-07-2017 | ||
| 4 | 00197547 | DIPANKAR SENGUPTA | Non-Executive - Independent Director | Member | 04-10-2011 | ||
Sr Text Block | |
| Textual Information(1) | Mr. Nakul Pasricha resigned as the Independent Director from the Board and ceases to be Chairman of the Audit Committee w.e.f 14.08.2019. |
| Textual Information(2) | Mrs. Aruna Goenka was appointed as the Independent Director on the Board and appointed as a Chairman of the Audit Committee w.e.f 14.08.2019. |
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 | 03176843 | NAKUL PASRICHA | Non-Executive - Independent Director | Chairperson | 14-02-2017 | 14-08-2019 | Textual Information(1) |
| 2 | 00256167 | ARUNA GOENKA | Non-Executive - Independent Director | Chairperson | 14-08-2019 | Textual Information(2) | |
| 3 | 02929322 | AMRIT MOHINDER UTTAM | Non-Executive - Independent Director | Member | 18-07-2017 | ||
| 4 | 00197547 | DIPANKAR SENGUPTA | Non-Executive - Independent Director | Member | 04-10-2011 | ||
Sr Text Block | |
| Textual Information(1) | Mr. Nakul Pasricha resigned as the Independent Director from the Board and ceases to be Chairman of the Nomination and Remuneration Committee w.e.f 14.08.2019. |
| Textual Information(2) | Mrs. Aruna Goenka was appointed as the Independent Director on the Board and appointed as a Chairman of the Nomination and Remuneration Committee w.e.f 14.08.2019. |
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 | 03176843 | NAKUL PASRICHA | Non-Executive - Independent Director | Chairperson | 14-02-2017 | 14-08-2019 | Textual Information(1) |
| 2 | 00256167 | ARUNA GOENKA | Non-Executive - Independent Director | Chairperson | 14-08-2019 | Textual Information(2) | |
| 3 | 02929322 | AMRIT MOHINDER UTTAM | Non-Executive - Independent Director | Member | 18-07-2017 | ||
| 4 | 00197547 | DIPANKAR SENGUPTA | Non-Executive - Independent Director | Member | 04-10-2011 | ||
Sr Text Block | |
| Textual Information(1) | Mr. Nakul Pasricha resigned as the Independent Director from the Board and ceases to be Chairman of the Stakeholders Relationship Committee w.e.f 14.08.2019. |
| Textual Information(2) | Mrs. Aruna Goenka was appointed as the Independent Director on the Board and appointed as a Chairman of the Satkeholders Relationship Committee w.e.f 14.08.2019. |
Risk Management Committee | |||||||
| Whether the Risk Management Committee has a Regular Chairperson | |||||||
| Sr | DIN Number | Name of Committee members | Category 1 of directors | Category 2 of directors | Date of Appointment | Date of Cessation | Remarks |
Corporate Social Responsibility Committee | |||||||
| Whether the Corporate Social Responsibility Committee has a Regular Chairperson | No | ||||||
| Sr | DIN Number | Name of Committee members | Category 1 of directors | Category 2 of directors | Date of Appointment | Date of Cessation | Remarks |
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) | Number of Directors present* | No. of Independent Directors attending the meeting* |
| 1 | 30-05-2019 | Yes | 5 | 3 | |||
| 2 | 14-08-2019 | 75 | Yes | 5 | 3 | ||
Annexure 1 | ||||||||
IV. Meeting of Committees | ||||||||
| Disclosure of notes on meeting of committees explanatory | ||||||||
| 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) | Number of Directors present* | No. of Independent Directors attending the meeting* |
| 1 | Audit Committee | 30-05-2019 | Yes | 3 | 3 | |||
| 2 | Audit Committee | 14-08-2019 | 75 | Yes | 3 | 3 | ||
| 3 | Stakeholders Relationship Committee | 30-05-2019 | Yes | 3 | 3 | |||
| 4 | Stakeholders Relationship Committee | 14-08-2019 | 75 | Yes | 3 | 3 | ||
| 5 | Nomination and remuneration committee | 30-05-2019 | Yes | 3 | 3 | |||
| 6 | Nomination and remuneration committee | 14-08-2019 | 75 | Yes | 3 | 3 | ||
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 | NA | |
| 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 | NA | |
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 500 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. | Yes |
Annexure 1 | ||
| Sr | Subject | Compliance status |
| 1 | Name of signatory | Rajendra Kumar Bagrodia |
| 2 | Designation | Managing Director |
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 | Whether “Corporate Governance Report” disclosed in Annual Report | 34(3) read with para C of Schedule V | Yes | |
| Any other information to be provided | ||||
Annexure III | ||
| 1 | Name of signatory | Rajendra Kumar Bagrodia |
| 2 | Designation | Managing Director |
Signatory Details | |
| Name of signatory | Rajendra Kumar Bagrodia |
| Designation of person | Managing Director |
| Place | New Delhi |
| Date | 11-10-2019 |