General information about company

Scrip code509055
Name of the entityVISAKA INDUSTRIES LIMITED
Date of start of financial year01-04-2016
Date of end of financial year31-03-2017
Reporting QuarterYearly
Date of Report31-03-2017
Risk management committeeNot Applicable



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
Is there any change in information of board of directors compare to previous quarterYes
SrTitle (Mr / Ms)Name of the DirectorPANDINCategory 1 of directorsCategory 2 of directorsCategory 3 of directorsDate of appointment in the current term Date of cessationTenure of director (in months) No of Directorship in listed entities including this listed entity (Refer Regulation 25(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
1MrBhagirat B. MerchantAAAPM9392B00375025Non-Executive - Independent DirectorChairperson01-04-201460101
2MrDr. G. VivekanandACVPG2011Q00011684Non-Executive - Non Independent DirectorNot Applicable26-10-2009210
3MrsG. Saroja VivekanandAFSPG1566L00012994Executive DirectorNot Applicable24-10-2014120
4MrG. Vamsi KrishnaARKPK1655L03544943Executive DirectorNot Applicable01-06-2014100



Annexure I

Annexure I to be submitted by listed entity on quarterly basis

I. Composition of Board of Directors

SrTitle (Mr / Ms)Name of the DirectorPANDINCategory 1 of directorsCategory 2 of directorsCategory 3 of directorsDate of appointment in the current term Date of cessationTenure of director (in months) No of Directorship in listed entities including this listed entity (Refer Regulation 25(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
5MrV. VallinathABOPV4328D06947291Executive DirectorNot Applicable09-09-2014100
6MrJ.P. RaoADQPJ4351A03575950Executive DirectorNot Applicable07-05-2015100
7MrNagam Krishna RaoAAUPN8053C00015367Non-Executive - Non Independent DirectorNot Applicable01-04-2014100
8MrGusti J. NoriaABFPN1327H00015561Non-Executive - Independent DirectorNot Applicable01-04-201460110



Annexure I

Annexure I to be submitted by listed entity on quarterly basis

I. Composition of Board of Directors

SrTitle (Mr / Ms)Name of the DirectorPANDINCategory 1 of directorsCategory 2 of directorsCategory 3 of directorsDate of appointment in the current term Date of cessationTenure of director (in months) No of Directorship in listed entities including this listed entity (Refer Regulation 25(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
9MrV. PattabhiAAVPV9176F00200157Non-Executive - Independent DirectorNot Applicable01-04-201460213
10MrP. AbrahamAAJPP1714D00280426Non-Executive - Independent DirectorNot Applicable01-04-201460210
11MrP. Srikar ReddyAAJPR9128H00001401Non-Executive - Independent DirectorNot Applicable06-09-201460220



Annexure 1

II. Composition of Committees

Disclosure of notes on composition of committees explanatory
Is there any change in information of committees compare to previous quarterYes
SrName Of CommitteeName of Committee membersCategory 1 of directorsCategory 2 of directorsName of other committee
1Audit CommitteeShri Bhagirath B MerchantNon-Executive - Independent DirectorChairperson
2Audit CommitteeShri V PattabhiNon-Executive - Independent DirectorMember
3Audit CommitteeShri Gusti J NoriaNon-Executive - Independent DirectorMember
4Audit CommitteeSmt. G. Saroja VivekanandExecutive DirectorMember
5Nomination and remuneration committeeShri Gusti J NoriaNon-Executive - Independent DirectorChairperson
6Nomination and remuneration committeeShri Bhagirath B MerchantNon-Executive - Independent DirectorMember
7Nomination and remuneration committeeShri V. PattabhiNon-Executive - Independent DirectorMember
8Stakeholders Relationship CommitteeShri. V. PattabhiNon-Executive - Independent DirectorChairperson
9Stakeholders Relationship CommitteeDr.G.VivekanandNon-Executive - Non Independent DirectorMember
10Stakeholders Relationship CommitteeSmt.G.Saroja VivekanandExecutive DirectorMember



Annexure 1

II. Composition of Committees

SrName Of CommitteeName of Committee membersCategory 1 of directorsCategory 2 of directorsName of other committee
11Corporate Social Responsibility CommitteeShri. Gusti J. Noria Non-Executive - Independent DirectorChairperson
12Corporate Social Responsibility CommitteeDr.G.VivekanandNon-Executive - Non Independent DirectorMember
13Corporate Social Responsibility CommitteeSmt.G.Saroja VivekanandNon-Executive - Non Independent DirectorMember
14Corporate Social Responsibility CommitteeShri V. PattabhiNon-Executive - Independent DirectorMember
15Corporate Social Responsibility CommitteeShri. J.P.RaoExecutive DirectorMember



Annexure 1

Annexure 1

III. Meeting of Board of Directors

Disclosure of notes on meeting of board of directors explanatory
SrDate(s) of meeting (if any) in the previous quarterDate(s) of meeting (if any) in the current quarterMaximum gap between any two consecutive (in number of days)
125-10-2016
213-02-2017110



Annexure 1

IV. Meeting of Committees

Disclosure of notes on meeting of committees explanatory
SrName of CommitteeDate(s) of meeting of the committee in the relevant quarterWhether requirement of Quorum met (Yes/No)Requirement of Quorum met (details)Date(s) of meeting of the committee in the previous quarterMaximum gap between any two consecutive meetings (in number of days)Name of other committee
1Audit Committee13-02-2017YesQuorum Met25-10-2016110
2Corporate Social Responsibility Committee13-02-2017YesQuorum Met
3Stakeholders Relationship Committee11-01-2017YesQuorum Met10-10-2016
4Stakeholders Relationship Committee30-03-2017YesQuorum Met



Annexure 1

V. Related Party Transactions

SrSubjectCompliance status (Yes/No/NA)If status is “No” details of non-compliance may be given here.
1Whether prior approval of audit committee obtainedNA
2Whether shareholder approval obtained for material RPTNA
3Whether details of RPT entered into pursuant to omnibus approval have been reviewed by Audit CommitteeNA



Annexure 1

VI. Affirmations

SrSubjectCompliance status (Yes/No)
1The composition of Board of Directors is in terms of SEBI (Listing obligations and disclosure requirements) Regulations, 2015Yes
2The composition of the following committees is in terms of SEBI(Listing obligations and disclosure requirements) Regulations, 2015 a. Audit CommitteeYes
3The composition of the following committees is in terms of SEBI(Listing obligations and disclosure requirements) Regulations, 2015. b. Nomination & remuneration committeeYes
4The composition of the following committees is in terms of SEBI(Listing obligations and disclosure requirements) Regulations, 2015. c. Stakeholders relationship committeeYes
5The 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 100 listed entities)NA
6The committee members have been made aware of their powers, role and responsibilities as specified in SEBI (Listing obligations and disclosure requirements) Regulations, 2015.Yes
7The 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
8This report and/or the report submitted in the previous quarter has been placed before Board of Directors.Yes



Annexure II

Annexure II to be submitted by listed entity at the end of the financial year (for the whole of financial year)

I. Disclosure on website in terms of Listing Regulations

SrItemCompliance status (Yes/No/NA)If status is “No” details of non-compliance may be given here.Web address
1Details of businessYeswww.visaka.co
2Terms and conditions of appointment of independent directorsYeswww.visaka.co
3Composition of various committees of board of directorsYeswww.visaka.co
4Code of conduct of board of directors and senior management personnelYeswww.visaka.co
5Details of establishment of vigil mechanism/ Whistle Blower policyYeswww.visaka.co
6Criteria of making payments to non-executive directorsNoIt has been provided in annual report
7Policy on dealing with related party transactionsYeswww.visaka.co
8Policy for determining ‘material’ subsidiariesNA
9Details of familiarization programmes imparted to independent directorsYeswww.visaka.co



Annexure II

Annexure II to be submitted by listed entity at the end of the financial year (for the whole of financial year)

I. Disclosure on website in terms of Listing Regulations

SrItemCompliance status (Yes/No/NA)If status is “No” details of non-compliance may be given here.Web address
10Contact information of the designated officials of the listed entity who are responsible for assisting and handling investor grievancesYeswww.visaka.co
11email address for grievance redressal and other relevant detailsYeswww.visaka.co
12Financial resultsYeswww.visaka.co
13Shareholding patternYeswww.visaka.co
14Details of agreements entered into with the media companies and/or their associatesNA
15New name and the old name of the listed entityNA



Annexure II

II. Annual Affirmations

SrParticularsRegulation NumberCompliance status (Yes/No/NA)If status is “No” details of non-compliance may be given here.
1Independent director(s) have been appointed in terms of specified criteria of ‘independence’ and/or ‘eligibility’16(1)(b) & 25(6)Yes
2Board composition17(1)Yes
3Meeting of Board of directors17(2)Yes
4Review of Compliance Reports17(3)Yes
5Plans for orderly succession for appointments17(4)Yes
6Code of Conduct17(5)Yes
7Fees/compensation17(6)Yes
8Minimum Information17(7)Yes
9Compliance Certificate17(8)Yes
10Risk Assessment & Management17(9)Yes



Annexure II

II. Annual Affirmations

SrParticularsRegulation NumberCompliance status (Yes/No/NA)If status is “No” details of non-compliance may be given here.
11Performance Evaluation of Independent Directors17(10)Yes
12Composition of Audit Committee18(1)Yes
13Meeting of Audit Committee18(2)Yes
14Composition of nomination & remuneration committee19(1) & (2)Yes
15Composition of Stakeholder Relationship Committee20(1) & (2)Yes
16Composition and role of risk management committee21(1),(2),(3),(4)NA
17Vigil Mechanism22Yes
18Policy for related party Transaction23(1),(5),(6),(7) & (8)Yes
19Prior or Omnibus approval of Audit Committee for all related party transactions23(2), (3)NA
20Approval for material related party transactions23(4)NA



Annexure II

II. Annual Affirmations

SrParticularsRegulation NumberCompliance status (Yes/No/NA)If status is “No” details of non-compliance may be given here.
21Composition of Board of Directors of unlisted material Subsidiary24(1)NA
22Other Corporate Governance requirements with respect to subsidiary of listed entity24(2),(3),(4),(5) & (6)NA
23Maximum Directorship & Tenure25(1) & (2)Yes
24Meeting of independent directors25(3) & (4)Yes
25Familiarization of independent directors25(7)Yes
26Memberships in Committees26(1)Yes
27Affirmation with compliance to code of conduct from members of Board of Directors and Senior management personnel26(3)Yes
28Disclosure of Shareholding by Non-Executive Directors26(4)Yes
29Policy with respect to Obligations of directors and senior management26(2) & 26(5)Yes
Any other information to be provided - Add Notes






Annexure II

III. Affirmations

SrParticularsCompliance status (Yes/No/NA)
1The Listed Entity has approved Material Subsidiary Policy and the Corporate Governance requirements with respect to subsidiary of Listed Entity have been compliedNA
Any other information to be provided






Signatory Details

Name of signatoryI.SRINIVAS
Designation of personCompany Secretary
PlaceSECUNDERABAD
Date14-04-2017