Corporate Governance

Quess Corp Ltd
Scrip Code : 539978 Quarter Ending : June 2020

Annexure 1

Composition of Board of Directors

Title Name of the Director Category Initial Date of Appointment Date of appointment in the current term Date of cessation Tenure of Director (in months) No of Directorship in listed entities including this listed entity Number of memberships in Audit/ Stakeholder Committee(s) including this listed entity No of post of Chairperson in Audit/ Stakeholder Committee held in listed entities including this listed entity
Mr AJIT ABRAHAM ISAAC Executive Director,Chairperson,MD 06 Apr 2009 24 Jan 2018 - - 2 2 1
Mr SURAJ KRISHNA MORAJE Executive Director,CEO 04 Nov 2019 - - - 2 0 0
Mr CHANDRAN RATNASWAMI Non-Executive - Non Independent Director 18 Jan 2016 - - - 3 3 0
Mr GOPALAKRISHNAN SOUNDARAJAN Non-Executive - Non Independent Director 01 Apr 2020 - - - 1 1 1
Mr PRATIP CHAUDHURI Non-Executive - Independent Director 24 Jul 2015 - - 59.00 7 9 3
Mr PRAVIR KUMAR VOHRA Non-Executive - Independent Director 24 Jul 2015 - - 59.00 3 6 2
Mrs REVATHY ASHOK Non-Executive - Independent Director 24 Jul 2015 - - 59.00 4 8 4
Mr SANJAY ANANDARAM Non-Executive - Independent Director 22 Dec 2015 - - 54.00 2 5 2
Quess Corp Ltd
Scrip Code : 539978 Quarter Ending : June 2020

Annexure 1

Composition Of Committee

Audit Committee

Name of Committee members Category Date Of Appointment Date of Cessation
MR. PRATIP CHAUDHURI Non-Executive - Independent Director,Chairperson 24-07-2015 -
MR.CHANDRAN RATNASWAMI Non-Executive - Non Independent Director,Member 18-01-2016 -
MRS.REVATHY ASHOK Non-Executive - Independent Director,Member 24-07-2015 -
MR.PRAVIR KUMAR VOHRA Non-Executive - Independent Director,Member 22-12-2015 -
MR.SANJAY ANANDARAM Non-Executive - Independent Director,Member 16-05-2017 -

Nomination and remuneration committee

Name of Committee members Category Date Of Appointment Date of Cessation
MR. PRAVIR KUMAR VOHRA Non-Executive - Independent Director,Chairperson 24-07-2015 -
MR.CHANDRAN RATNASWAMI Non-Executive - Non Independent Director,Member 18-01-2016 -
MR.PRATIP CHAUDHURI Non-Executive - Independent Director,Member 22-12-2015 -

Stakeholders Relationship Committee

Name of Committee members Category Date Of Appointment Date of Cessation
MR. AJIT ABRAHAM ISAAC Executive Director,Member 22-12-2015 -
SANJAY ANANDARAM Non-Executive - Independent Director,Chairperson 29-01-2020 -
MRS. REVATHY ASHOK Non-Executive - Independent Director,Member 22-12-2015 -

Risk Management Committee

Name of Committee members Category Date Of Appointment Date of Cessation
MR. AJIT ABRAHAM ISAAC Executive Director,Chairperson 17-04-2019 -
RAJESH KHARIDEHAL Member,Member 17-04-2019 -
SURAJ KRISHNA MORAJE Executive Director,Member 29-01-2020 -
REVATHY ASHOK Non-Executive - Independent Director,Member 29-01-2020 -
SANJAY ANANDARAM Non-Executive - Independent Director,Member 29-01-2020 -
SUBRAMANIAN RAMAKRISHNAN Member,Member 29-01-2020 -

Corporate Social Responsibility Committee

Name of Committee members Category Date Of Appointment Date of Cessation
REVATHY ASHOK Non-Executive - Independent Director,Chairperson 24-07-2015 -
AJIT ABRAHAM ISAAC Executive Director,Member 28-04-2014 -
PRAVIR KUMAR VOHRA Non-Executive - Independent Director,Member 24-07-2015 -
Quess Corp Ltd
Scrip Code : 539978 Quarter Ending : June 2020

Annexure 1

Meeting Of Board Of Directors

Date(s) of meeting (if any) in the previous quarter Date(s) of meeting (if any) in the relevant quarter Maximum gap between any two consecutive meeting (in number of days)
29 Jan 2019 - 0
- 18 Feb 2019 19
- 27 May 2020 98
Quess Corp Ltd
Scrip Code : 539978 Quarter Ending : June 2020

Annexure 1

Meeting Of Committees

Name of Committee Date(s) of meeting of the committee in the relevant quarter Whether requirement of Quorum met (details) Date(s) of meeting of the committee in the previous quarter Maximum gap between any two consecutive meetings (in number of days)
Audit Committee - Yes, 29 Jan 2020 0
Audit Committee 27 May 2020 Yes, - 118
Nomination and remuneration committee - Yes, 18 Feb 2020 0
Nomination and remuneration committee 27 May 2020 Yes, - 98
Nomination and remuneration committee 22 May 2019 Yes, - 34
Corporate Social Responsibility Committee 27 May 2020 Yes, - 0
Risk Management Committee 27 May 2020 Yes, - 0
Quess Corp Ltd
Scrip Code : 539978 Quarter Ending : June 2020

Annexure 1

Related Party Transactions

Subject Compliance status (Yes/No/NA) If status is "No" details of non-compliance
Whether prior approval of audit committee obtained Yes -
Whether shareholder approval obtained for material RPT NA -
Whether details of RPT entered into pursuant to omnibus approval have been reviewed by audit committee Yes -
Quess Corp Ltd
Scrip Code : 539978 Quarter Ending : June 2020

Annexure 1

Affirmations

Subject Compliance status (Yes/No)
The composition of board of directors is in terms of SEBI (Listing obligations and disclosure requirements) Regulations, 2015 Yes
The composition of audit committee is in terms of SEBI (Listing obligations and disclosure requirements) Regulations, 2015 Yes
The composition of the nomination and remuneration committee is in terms of SEBI (Listing obligations and disclosure requirements) Regulations, 2015 Yes
The composition of the stakeholders relationship committee is in terms of SEBI (Listing obligations and disclosure requirements) Regulations, 2015 Yes
The composition of the risk management committee is in terms of SEBI (Listing obligations and disclosure requirements) Regulations, 2015 Yes
The committee members have been made aware of their powers, role and responsibilities as specified in of SEBI (Listing obligations and disclosure requirements) Regulations, 2015 Yes
The meetings of the board of directors and the above committees have been conducted in the manner as specified SEBI (Listing obligations and disclosure requirements) Regulations, 2015 Yes
This report and/or the report submitted in the previous quarter has been placed before board of directors Yes

Signatory Details

Name of signatory Kundan K Lal
Designation of person Company Secretary and Compliance Office
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