General information about company | |
| Scrip code | 500467 |
| NSE Symbol | HARRMALAYA |
| MSEI Symbol | NOTLISTED |
| ISIN | INE544A01019 |
| Name of the entity | HARRISONS MALAYALAM LTD |
| Date of start of financial year | 01-04-2022 |
| Date of end of financial year | 31-03-2023 |
| Reporting Quarter | Half Yearly |
| Date of Report | 30-09-2022 |
| Risk management committee | Not Applicable |
| Market Capitalisation as per immediate previous Financial Year | Top 2000 listed entities |
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 | |||||||||||||||||||||||||
| Whether the listed entity has a Regular Chairperson | No | ||||||||||||||||||||||||
| Whether Chairperson related to Promoter | No | Disqualification of Directors under section 164 of the Companies Act, 2013 | |||||||||||||||||||||||
| 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 | Whether the director is disqualified? | Start Date of disqualification | End Date of disqualification | Details of disqualification | Current status | Whether special resolution passed? [Refer Reg. 17(1A) of Listing Regulations] | Date of passing special resolution | 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 | Golam Momen | AEXPM8914Q | 00402662 | Non-Executive - Independent Director | Not Applicable | 06-06-1933 | No | Active | Yes | 06-09-2019 | 22-09-2003 | 06-09-2019 | 96 | 5 | 5 | 7 | 2 | Textual Information(1) | ||||||
| 2 | Mr | Kaushik Roy | ACDPR6594F | 06513489 | Non-Executive - Non Independent Director | Not Applicable | 28-03-1965 | No | Active | NA | 16-02-2015 | 29-09-2021 | 3 | 0 | 1 | 0 | |||||||||
| 3 | Mr | J M Kothary | AANPK8122E | 00015254 | Non-Executive - Independent Director | Not Applicable | 08-05-1934 | No | Active | Yes | 06-09-2019 | 30-05-2013 | 06-09-2019 | 22-07-2022 | 93.21 | 0 | 0 | 0 | 0 | ||||||
| 4 | Mr | P Rajagopalan | AABPR3204J | 02817068 | Non-Executive - Independent Director | Not Applicable | 15-10-1946 | No | Active | Yes | 06-09-2019 | 10-05-2013 | 06-09-2019 | 43.16 | 1 | 1 | 0 | 0 | |||||||
I. Composition of Board of Directors | |||||||||||||||||||||||||
Disclosure of notes on composition of board of directors explanatory | |||||||||||||||||||||||||
Whether 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 | Whether the director is disqualified? | Start Date of disqualification | End Date of disqualification | Details of disqualification | Current status | Whether special resolution passed? [Refer Reg. 17(1A) of Listing Regulations] | Date of passing special resolution | 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 | Cherian M George | ADKPG8196N | 07916123 | Executive Director | Not Applicable | 18-01-1969 | No | Active | NA | 13-02-2019 | 15-04-2019 | 1 | 0 | 0 | 0 | |||||||||
| 6 | Mr | Venkitraman Anand | AGJPA5596J | 07446834 | Executive Director | Not Applicable | 08-06-1963 | No | Active | NA | 26-09-2018 | 01-02-2019 | 1 | 0 | 0 | 0 | |||||||||
| 7 | Ms | C Vinayaraghavan | ABWPC6829Q | 01053367 | Non-Executive - Independent Director | Not Applicable | 05-07-1955 | No | Active | Yes | 28-09-2022 | 11-11-2019 | 28-09-2022 | 1.25 | 1 | 1 | 0 | 0 | |||||||
| 8 | Mr | Rusha Mitra | BVSPS9263D | 08402204 | Non-Executive - Independent Director | Chairperson | 20-03-1985 | No | Active | NA | 11-02-2021 | 11-02-2021 | 19.18 | 7 | 7 | 7 | 3 | ||||||||
I. Composition of Board of Directors | |||||||||||||||||||||||||
Disclosure of notes on composition of board of directors explanatory | |||||||||||||||||||||||||
Whether 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 | Whether the director is disqualified? | Start Date of disqualification | End Date of disqualification | Details of disqualification | Current status | Whether special resolution passed? [Refer Reg. 17(1A) of Listing Regulations] | Date of passing special resolution | 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 |
| 9 | Mr | Rajat Bhargava | AANPB0156F | 07752438 | Non-Executive - Non Independent Director | Not Applicable | 27-08-1972 | No | Active | NA | 06-08-2022 | 28-09-2022 | 2 | 0 | 1 | 0 | |||||||||
Text Block | |
| Textual Information(1) | Term commenced from 01-10-2014 |
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 | 08402204 | Rusha Mitra | Non-Executive - Independent Director | Chairperson | 11-02-2021 | ||
| 2 | 00015254 | J M Kothary | Non-Executive - Independent Director | Member | 14-02-2014 | 22-07-2022 | |
| 3 | 00402662 | Golam Momen | Non-Executive - Independent Director | Member | 31-10-2006 | ||
| 4 | 01053367 | C Vinayaraghavan | Non-Executive - Independent Director | Member | 06-08-2022 | ||
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 | 08402204 | Rusha Mitra | Non-Executive - Independent Director | Chairperson | 11-02-2021 | ||
| 2 | 00015254 | J M Kothary | Non-Executive - Independent Director | Member | 11-08-2015 | 22-07-2022 | |
| 3 | 00402662 | Golam Momen | Non-Executive - Independent Director | Member | 19-09-2004 | ||
| 4 | 01053367 | C Vinayaraghavan | Non-Executive - Independent Director | Member | 06-08-2022 | ||
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 | 00402662 | Golam Momen | Non-Executive - Independent Director | Chairperson | 29-01-2010 | ||
| 2 | 00015254 | J M Kothary | Non-Executive - Independent Director | Member | 10-08-2018 | 22-07-2022 | |
| 3 | 08402204 | Rusha Mitra | Non-Executive - Independent Director | Member | 11-02-2021 | ||
| 4 | 01053367 | C Vinayaraghavan | Non-Executive - Independent Director | Member | 06-08-2022 | ||
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 |
| 1 | 00402662 | Golam Momen | Non-Executive - Independent Director | Member | 30-05-2004 | ||
| 2 | 02817068 | P Rajagopalan | Non-Executive - Independent Director | Member | 30-05-2014 | ||
| 3 | 01053367 | C Vinayaraghavan | Non-Executive - Independent Director | Member | 11-11-2019 | ||
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) | Total Number of Directors as on date of the meeting | Number of Directors present* (All directors including Independent Director) | No. of Independent Directors attending the meeting* |
| 1 | 27-05-2022 | Yes | 8 | 8 | 4 | |||
| 2 | 06-08-2022 | 70 | Yes | 8 | 8 | 4 | ||
| 3 | 26-09-2022 | 50 | Yes | 8 | 8 | 4 | ||
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) | Total Number of Directors as on date of the meeting | Number of Directors (All directors including Independent director) | No. of Independent Directors attending the meeting* | No. of members attending the meeting (other than Board of Directors) |
| 1 | Audit Committee | 27-05-2022 | Yes | 3 | 3 | 3 | 0 | |||
| 2 | Audit Committee | 06-08-2022 | 70 | Yes | 2 | 2 | 2 | 0 | ||
| 3 | Audit Committee | 26-09-2022 | 50 | Yes | 3 | 3 | 3 | 0 | ||
| 4 | Nomination and remuneration committee | 29-07-2022 | Yes | 3 | 3 | 3 | 0 | |||
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 | Yes | |
| 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 | Yes | |
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 1000 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 | BINU THOMAS |
| 2 | Designation | Company Secretary and Compliance Officer |
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 | BINU THOMAS |
| 2 | Designation | Company Secretary and Compliance Officer |
Additional Half yearly Disclosure | |||||||
| Applicability of disclosure | Not Applicable | ||||||
| Reason for Non Applicability | Textual Information(1) | ||||||
Signatory Details | |
| Name of signatory | BINU THOMAS |
| Designation of person | Company Secretary and Compliance Officer |
| Place | KOCHI |
| Date | 18-10-2022 |