General information about company

Scrip code526775
NSE Symbol
MSEI Symbol
ISININE760B01019
Name of the entityVALIANT COMMUNICATIONS LIMITED
Date of start of financial year01-04-2018
Date of end of financial year31-03-2019
Reporting QuarterYearly
Date of Report31-03-2019
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
Wether the listed entity has a Regular ChairpersonYes
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 for not providing PANNotes for not providing DIN
1MrInder Mohan SoodAAWPS7834G00001758Executive DirectorChairperson related to PromoterCEO-MD17-08-201460100
2MrDavinder Mohan SoodAAWPS7833B00001756Executive DirectorNot Applicable01-12-201460120
3MrGaurav KauraASBPK4256B00001797Non-Executive - Independent DirectorNot Applicable26-09-201460122
4MrAvinash VermaAADPV5183G01158958Non-Executive - Independent DirectorNot Applicable26-09-201460120



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

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 for not providing PANNotes for not providing DIN
5MrSumit Mehta AMVPM3910G05302285Non-Executive - Independent DirectorNot Applicable26-09-201460120
6MsNeepa Chatterjee AAAPC2951L05302341Non-Executive - Independent DirectorNot Applicable26-09-201460120



Annexure 1

II. Composition of Committees

Disclosure of notes on composition of committees explanatoryTextual Information(1)

Annexure 1 Text Block

Textual Information(1)

The appointment referred is the 1st initial appointment of the committee referred. However, the directorship is renewed from time to time in accordance with the applicable provisions, as amended from time to time. 

 

The date of appointment in Annex-1, Composition of Board of Directors refers the date of appointment in current term.



Audit Committee Details

Whether the Audit Committee has a Regular ChairpersonYes
SrDIN NumberName of Committee membersCategory 1 of directorsCategory 2 of directorsDate of Appointment Date of CessationRemarks
100001756Davinder Mohan SoodExecutive DirectorMember31-07-2002
200001797Gaurav KauraNon-Executive - Independent DirectorChairperson31-03-2003
301158958Avinash VermaNon-Executive - Independent DirectorMember30-05-2008
405302285Sumit Mehta Non-Executive - Independent DirectorMember14-06-2012
505302341Neepa Chatterjee Non-Executive - Independent DirectorMember12-11-2014


Nomination and remuneration committee

Whether the Nomination and remuneration committee has a Regular ChairpersonYes
SrDIN NumberName of Committee membersCategory 1 of directorsCategory 2 of directorsDate of Appointment Date of CessationRemarks
100001797Gaurav KauraNon-Executive - Independent DirectorChairperson31-03-2003
201158958Avinash VermaNon-Executive - Independent DirectorMember30-05-2008
305302285Sumit Mehta Non-Executive - Independent DirectorMember14-06-2012
405302341Neepa Chatterjee Non-Executive - Independent DirectorMember12-11-2014


Stakeholders Relationship Committee

Whether the Stakeholders Relationship Committee has a Regular ChairpersonYes
SrDIN NumberName of Committee membersCategory 1 of directorsCategory 2 of directorsDate of Appointment Date of CessationRemarks
100001756Davinder Mohan SoodExecutive DirectorMember31-07-2002
200001797Gaurav KauraNon-Executive - Independent DirectorChairperson31-03-2003
301158958Avinash VermaNon-Executive - Independent DirectorMember30-05-2008
405302285Sumit Mehta Non-Executive - Independent DirectorMember14-06-2012
505302341Neepa Chatterjee Non-Executive - Independent DirectorMember12-11-2014


Risk Management Committee

Whether the Risk Management Committee has a Regular Chairperson
SrDIN NumberName of Committee membersCategory 1 of directorsCategory 2 of directorsDate of Appointment Date of CessationRemarks


Corporate Social Responsibility Committee

Whether the Corporate Social Responsibility Committee has a Regular ChairpersonNo
SrDIN NumberName of Committee membersCategory 1 of directorsCategory 2 of directorsDate of Appointment Date of CessationRemarks


Other Committee

SrDIN NumberName of Committee membersName of other committeeCategory 1 of directorsCategory 2 of directorsRemarks

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)Notes for not providing Date
114-11-2018
212-02-201989



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 metDate(s) of meeting of the committee in the previous quarterMaximum gap between any two consecutive meetings (in number of days)Name of other committeeReson for not providing date
1Audit Committee12-02-2019Yes414-11-201889
2Nomination and remuneration committee12-02-2019Yes3
No meeting was held during the previous quarter in line with SEBI (LODR)
3Stakeholders Relationship Committee12-02-2019Yes4
No meeting was held during the previous quarter in line with SEBI (LODR)
4Other Committee12-02-2019Yes3Independent Directors' separate meeting
No meeting was held during the previous quarter in line with SEBI (LODR)



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 obtainedYes
2Whether shareholder approval obtained for material RPTNA
3Whether details of RPT entered into pursuant to omnibus approval have been reviewed by Audit CommitteeYes


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 1

SrSubjectCompliance status
1Name of signatoryInder Mohan Sood
2DesignationManaging Director



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.valiantcom.com
2Terms and conditions of appointment of independent directorsYeswww.valiantcom.com
3Composition of various committees of board of directorsYeswww.valiantcom.com
4Code of conduct of board of directors and senior management personnelYeswww.valiantcom.com
5Details of establishment of vigil mechanism/ Whistle Blower policyYeswww.valiantcom.com
6Criteria of making payments to non-executive directorsYeswww.valiantcom.com
7Policy on dealing with related party transactionsYeswww.valiantcom.com
8Policy for determining �material� subsidiariesYeswww.valiantcom.com
9Details of familiarization programmes imparted to independent directorsYeswww.valiantcom.com

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.valiantcom.com
11email address for grievance redressal and other relevant detailsYeswww.valiantcom.com
12Financial resultsYeswww.valiantcom.com
13Shareholding patternYeswww.valiantcom.com
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)Yes
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)Yes
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 Textual Information(1)

Text Block

Textual Information(1)

The Company has adopted a Risk Management Policy in accordance with the provisions of the Companies Act and the Listing Regulations. It establishes various levels of accountability and overview within the Company, while vesting identified managers with responsibility for each significant risk. However, the provisions of regulation 21 are not applicable at present.

 

The Company has not enetered in any material related party transaction during the year and quarter ended 31-03-2019.

 

The Company is in compliance as per explanation provided in regualtion 24(1). 


Annexure II

1Name of signatoryInder Mohan Sood
2DesignationManaging Director



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 compliedYes
Any other information to be provided




Annexure II

1Name of signatoryInder Mohan Sood
2DesignationManaging Director



Signatory Details

Name of signatoryInder Mohan Sood
Designation of personManaging Director
PlaceNew Delhi
Date02-04-2019