The provisions of the SEBI (LODR) Regulations, 2015 (SEBI Listing Regulations) with respect to corporate governance will be applicable to us immediately upon the listing of our Equity Shares with the Stock Exchanges. We are in compliance with the requirements of the applicable regulations, including the SEBI Listing Regulations, the SEBI Regulations and the Companies Act, in respect of corporate governance including constitution of the Board and committees thereof. The corporate governance framework is based on an effective independent Board, separation of the Board’s supervisory role from the executive management team and constitution of the Board Committees, as required under law.
Our Board undertakes to take all necessary steps to continue to comply with all the requirements of the SEBI Listing Regulations and the Companies Act. The Board functions either as a full board or through various committees constituted to oversee specific functions. Our executive management provides our Board detailed reports on its performance periodically.
As on the date of this Draft Red Herring Prospectus, our Board has Ten (10) Directors. In compliance with the requirements of the SEBI Listing Regulations and Companies Act we have One (1) Chairman & Non-Executive Director, Four (4) Executive Director and Five (5) Non-Executive Independent Directors on our Board. Our Chairman is Non-Executive Director and we have a woman director on our Board.
COMMITTEES OF OUR BOARD
In compliance with corporate governance requirements, our Company has constituted the following committees of our Board of Directors for compliance with Corporate Governance requirements:
-
Audit Committee
-
Stakeholder’s Relationship Committee
-
Nomination and Remuneration Committee
-
Corporate Social Responsibility Committee.
Audit Committee
The Audit Committee of our Board was re-constituted by our Directors by a board resolution dated December 18, 2017, pursuant to Section 177 of the Companies Act, 2013 and under various regulations of the SEBI Listing Regulations.
The Audit Committee comprises of:
|
Name of the Member |
Nature of Directorship |
Designation in Committee |
|
Shivanand Tubachi |
Non Executive Independent Director |
Chairman |
|
R. V. Radhakrishna |
Non Executive Independent Director |
Member |
|
Umesh Katti |
Chairman & Non-Executive Director |
Member |
Stakeholder’s Relationship Committee
The Stakeholders’ Relationship Committee was re-constituted by our Directors by a board resolution dated December 18, 2017. The scope and function of the Stakeholders’ Relationship Committee is in accordance with Section 178 of the Companies Act, 2013 and the SEBI Listing Regulations.
The Stakeholders’ Relationship Committee comprises of:
|
Name of the Member |
Nature of Directorship |
Designation in Committee |
|
Shivanand Tubachi |
Non Executive Independent Director |
Chairman |
|
Lava Katti |
Whole-time Director |
Member |
|
Nikhil Katti |
Managing Director |
Member |
Nomination and Remuneration Committee
The Nomination and Remuneration Committee was re-constituted by our Directors by a board resolution dated December 18, 2017. The scope and function of the Nomination and Remuneration Committee is in accordance with Section 178 of the Companies Act, 2013 and under various regulations of the SEBI Listing Regulations.
The Nomination and Remuneration Committee currently comprises of:
|
Name of the Member |
Nature of Directorship |
Designation in Committee |
|
Basavaraj Hagaragi |
Non Executive Independent Director |
Chairperson |
|
Pratibha Munnolli |
Non Executive Independent Director |
Member |
|
Surendra Khot |
Non Executive Independent Director |
Member |
Corporate Social Responsibility Committee
The Corporate Social Responsibility Committee was re-constituted by our Directors by a board resolution dated December 18, 2017. The scope and function of the Corporate Social Responsibility Committee is in accordance with Section 135 of the Companies Act, 2013.
The Corporate Social Responsibility Committee currently comprises of:
|
Name of the Member |
Nature of Directorship |
Designation in Committee |
|
Umesh Katti |
Chairman & Non-Executive Director |
Chairman |
|
Pratibha Munnolli |
Non Executive Independent Director |
Member |
|
Kush Katti |
Whole-time Director |
Member |