Corporate Governance
| Quess Corp Ltd | |||
| Scrip Code : 539978 | Quarter Ending : September 2019 | ||
Annexure 1
Composition of Board of Directors
| Title | Name of the Director | Category | Initial Date of Appointment | Date of Appointment in Current Term (Date of Re-appointment) | 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 | 1 | 1 |
| Mr | CHANDRAN RATNASWAMI | Non-Executive - Non Independent Director | 18 Jan 2016 | - | - | - | 3 | 3 | 0 |
| Mr | MADHAVAN KARUNAKARAN MENON | Non-Executive - Non Independent Director | 13 May 2013 | - | - | - | 2 | 5 | 1 |
| Mr | PRAVIR KUMAR VOHRA | Non-Executive - Independent Director | 24 Jul 2015 | - | - | 50 | 3 | 6 | 1 |
| Mr | PRATIP CHAUDHURI | Non-Executive - Independent Director | 24 Jul 2015 | - | - | 50 | 6 | 8 | 2 |
| Ms | REVATHY ASHOK | Non-Executive - Independent Director | 24 Jul 2015 | - | - | 50 | 4 | 9 | 6 |
| Mr | SANJAY ANANDARAM | Non-Executive - Independent Director | 22 Dec 2015 | - | - | 45 | 2 | 3 | 0 |
| Mr | SUBRATA NAG | Executive Director,CEO | 04 Sep 2013 | 24 Jan 2018 | - | - | 2 | 2 | 0 |
| Quess Corp Ltd | |||
| Scrip Code : 539978 | Quarter Ending : September 2019 | ||
Annexure 1
Composition Of Committee
Audit Committee
| Name of Committee members | Category | Date Of Appointment | Date of Cessation |
|---|---|---|---|
| PRATIP CHAUDHURI | Non-Executive - Independent Director,Chairperson | 24-07-2015 | - |
| CHANDRAN RATNASWAMI | Non-Executive - Non Independent Director,Member | 18-01-2016 | - |
| REVATHY ASHOK | Non-Executive - Independent Director,Member | 24-07-2015 | - |
| PRAVIR KUMAR VOHRA | Non-Executive - Independent Director,Member | 22-12-2015 | - |
| 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 |
|---|---|---|---|
| PRAVIR KUMAR VOHRA | Non-Executive - Independent Director,Member | 24-07-2015 | - |
| 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 |
|---|---|---|---|
| MADHAVAN KARUNAKARAN MENON | Non-Executive - Non Independent Director,Chairperson | 22-12-2015 | - |
| AJIT ABRAHAM ISAAC | Executive Director,Member | 22-12-2015 | - |
| REVATHY ASHOK | Non-Executive - Independent Director,Member | 22-12-2015 | - |
Risk Management Committee
| Name of Committee members | Category | Date Of Appointment | Date of Cessation |
|---|---|---|---|
| AJIT ABRAHAM ISAAC | Executive Director,Chairperson | 17-04-2019 | - |
| SUBRATA NAG | Executive Director,Member | 17-04-2019 | - |
| RAJESH KHARIDEHAL | Member,Member | 17-04-2019 | - |
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 : September 2019 | ||
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) |
| 17 Apr 2019 | - | 0 |
|---|---|---|
| 22 May 2019 | - | 34 |
| 27 Jun 2019 | - | 35 |
| - | 12 Jul 2019 | 14 |
| - | 24 Jul 2019 | 11 |
| - | 27 Sep 2019 | 64 |
| Quess Corp Ltd | |||
| Scrip Code : 539978 | Quarter Ending : September 2019 | ||
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, | 17 Apr 2019 | 0 |
| Audit Committee | - | Yes, | 22 May 2019 | 34 |
| Audit Committee | - | Yes, | 27 Jun 2019 | 35 |
| Audit Committee | 24 Jul 2019 | Yes, | - | 26 |
| Nomination and remuneration committee | - | Yes, | 17 Apr 2019 | 0 |
| Nomination and remuneration committee | - | Yes, | 27 Jun 2019 | 70 |
| Stakeholders Relationship Committee | - | Yes, | 22 May 2019 | 0 |
| Corporate Social Responsibility Committee | - | Yes, | 22 May 2019 | 0 |
| Quess Corp Ltd | |||
| Scrip Code : 539978 | Quarter Ending : September 2019 | ||
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 | NA | - |
| Quess Corp Ltd | |||
| Scrip Code : 539978 | Quarter Ending : September 2019 | ||
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 |
| 5.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 |