General information about company | |
| Scrip code | 523232 |
| Name of the entity | CONTINENTAL PETROLEUMS LIMITED |
| Date of start of financial year | 01-04-2016 |
| Date of end of financial year | 31-03-2017 |
| Reporting Quarter | Yearly |
| Date of Report | 31-03-2017 |
| Risk management committee | Not 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 | Textual Information(1) | |||||||||||||
| Is there any change in information of board of directors compare to previous quarter | Yes | |||||||||||||
| Sr | Title (Mr / Ms) | Name of the Director | PAN | DIN | Category 1 of directors | Category 2 of directors | Category 3 of directors | 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 (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 |
| 1 | Mr | MADAN LAL KHANDELWAL | ABQPK1533K | 00414717 | Executive Director | Chairperson | MD | 01-04-2010 | 2 | 0 | 0 | Textual Information(2) | ||
| 2 | Mr | RAM NATH KAROL | ACBPK6413E | 00414741 | Non-Executive - Independent Director | Not Applicable | 28-01-2004 | 158 | 1 | 2 | 1 | Textual Information(3) | ||
| 3 | Mr | GOVERDHAN DASS SETHI | AFEPS6086D | 01216222 | Non-Executive - Independent Director | Not Applicable | 29-09-2007 | 114 | 1 | 2 | 0 | Textual Information(4) | ||
| 4 | Mrs | RADHIKA KHANDELWAL | ACWPK8541N | 00414678 | Non-Executive - Non Independent Director | Not Applicable | 13-11-2010 | 1 | 2 | 1 | Textual Information(5) | |||
Text Block | |
| Textual Information(1) | PARTICULARS OF DIRECTORS: |
| Textual Information(2) | MADAN LAL KHANDELWAL IS A EXICUTIVE DIRECTOR, CHAIRPERSON, & MANAGING DIRECTOR. |
| Textual Information(3) | HE IS NON EXECUTIVE INDEPENDENT DIRECTOR. HE IS ALSO THE CHAIRPERSON OF NOMINATION AND REMUNERATION COMMITTEE |
| Textual Information(4) | HE IS NON EXECUTIVE INDEPENDENT DIRECTOR. HE IS ALSO THE CHAIRPERSON OF NOMINATION AND REMUNERATION COMMITTEE |
| Textual Information(5) | SHE IS NON EXECUTIVE NON INDEPENDENT DIRECTOR. SHE IS ALSO THE CHAIRPERSON OF STAKEHOLDER RELATIONSHIP COMMITTEE |
Annexure 1 | |||||
II. Composition of Committees | |||||
| Disclosure of notes on composition of committees explanatory | Textual Information(1) | ||||
| Is there any change in information of committees compare to previous quarter | Yes | ||||
| Sr | Name Of Committee | Name of Committee members | Category 1 of directors | Category 2 of directors | Name of other committee |
| 1 | Audit Committee | RAM NATH KAROL | Non-Executive - Independent Director | Chairperson | |
| 2 | Audit Committee | GOVERDHAN DASS SETHI | Non-Executive - Independent Director | Member | |
| 3 | Audit Committee | RADHIKA KHANDELWAL | Non-Executive - Non Independent Director | Member | |
| 4 | Nomination and remuneration committee | RAM NATH KAROL | Non-Executive - Independent Director | Chairperson | |
| 5 | Nomination and remuneration committee | GOVERDHAN DASS SETHI | Non-Executive - Independent Director | Member | |
| 6 | Nomination and remuneration committee | RADHIKA KHANDELWAL | Non-Executive - Non Independent Director | Member | |
| 7 | Stakeholders Relationship Committee | RADHIKA KHANDELWAL | Non-Executive - Non Independent Director | Chairperson | |
| 8 | Stakeholders Relationship Committee | RAM NATH KAROL | Non-Executive - Independent Director | Member | |
| 9 | Stakeholders Relationship Committee | GOVERDHAN DASS SETHI | Non-Executive - Independent Director | Member | |
Text Block | |
| Textual Information(1) | PARTICULARS OF AUDIT COMMITTEE:
01. Mr. Ram Nath Karol is an Non-Executive-Independent Director He is also the Chairman of the Audit Committee 02. Mr. Goverdhan Dass Sethi is an Non-Executive-Independent Director He is also the member of Audit Committee 03. Mrs. Radhika Khandelwal is Non-Executive-Non Independent Director She is also the member of the Audit Committee
PARTICULARS OF NOMINATION AND REMUNERATION COMMITTEE:
01. Mr. Ram Nath Karol is an Non-Executive-Independent Director He is also the Chairman of the Nomination and Remuneration Committee 02. Mr. Goverdhan Dass Sethi is an Non-Executive-Independent Director He is also the member of Nomination and Remuneration Committee 03. Mrs. Radhika Khandelwal is Non-Executive-Non Independent Director She is also the member of the Nomination and Remuneration Committee
PARTICULARS OF STAKEHOLDERS RELATIONSHIP COMMITTEE:
01. Mrs. Radhika Khandelwal is Non-Executive-Non Independent Director She is also the Chairperson of the Stakeholders Relationship Committee 02. Mr. Ram Nath Karol is an Non-Executive-Independent Director He is also the member of the Stakeholders Relationship Committee 03. Mr. Goverdhan Dass Sethi is an Non-Executive-Independent Director He is also the member of Stakeholders Relationship Committee |
Annexure 1 | |||
Annexure 1 | |||
III. Meeting of Board of Directors | |||
| Disclosure of notes on meeting of board of directors explanatory | Textual Information(1) | ||
| 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) |
| 1 | 14-11-2016 | ||
| 2 | 19-11-2016 | 4 | |
| 3 | 25-11-2016 | 5 | |
| 4 | 21-12-2016 | 25 | |
| 5 | 23-12-2016 | 1 | |
| 6 | 09-01-2017 | 16 | |
| 7 | 14-02-2017 | 35 | |
| 8 | 22-03-2017 | 35 | |
Text Block | |
| Textual Information(1) | DETAILS OF BOARD MEETING 01. BOARD MEETING ON 14.11.2016:
To take note on Corporate Governance Report for the quarter ended September 30, 2016. To take note on Standalone Financial Results for the period ended September 30, 2016 02. BOARD MEETING ON 19.11.2016
Board has considered the and approve the modification of existing charge to increase the limit from Rs. 570 Lacs to Rs. 1670 Lacs
03. BOARD MEETING ON 25.11.2016
Board has considered the matter to borrow and avail the loan of Rs. 1996000/- from YES Bank to purchase a new Car (HYUNDAI TUCSON) against the security of said vehicle 04 BOARD MEETING ON 21.12.2016 Board has considered the matter borrow and avail a loan of Rs. 12,00,000/- from "HDFC Bank to purchase a new car (MAHINDRA SCORPIO) against the security of the said vehicle
05. BOARD MEETING ON 23.12.2016
The Board at its meeting authorized Shri. Madan Lai Khandelwal Managing Director, Shri.Vikrant Khandelwal Chief Financial Officer and Shri. Navneet Khandelwal Chief Executive Officer of the company as Authorised Signatory for enrolment of the Company on the Goods and Service Tax (GST) System Portal and to sign and submit various document electronically and/or physically and to make applications, communications, representations, modifications or alterations on behalf of the Company.
06. BOARD MEETING ON 09.01.2017
The Board at its meeting has decided to avail the Corporate Internet Banking Services Over Internet Channel with Stete Bank of India at their various branches and the company accepts such Terms of service for Corpoarte Internet Banking laid down by SBI from time to time for that purpose.
07. BOARD MEETING ON 14.02.2017
The Board at its meeting has considered the following below mentioned business: a) Confirm and approve the minutes of previous Board Meeting b) Confirm and approve the minutes of previous Audit Committee Meeting c) Consider and approve the Standalone Un-audited financial Results for the December Quarter along with Limited Review Report of Auditor d) To approve the appointment of M/S MKGP & Associates, Practicing company Secretary as secretarial Auditor of the Company for the Financial Year 2016-17 To take the notes on the shareholding Patteren for the December quarter 2016
08. BOARD MEETING ON 22.03.2017
The Board at its meeting, accorded the consent of Board for applying to the Service tax registration Authority for making amendments in the existing Service Tax Registration for addition of new premises. |
Annexure 1 | |||||||
IV. Meeting of Committees | |||||||
| Disclosure of notes on meeting of committees explanatory | Textual Information(1) | ||||||
| Sr | Name of Committee | Date(s) of meeting of the committee in the relevant quarter | Whether requirement of Quorum met (Yes/No) | 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) | Name of other committee |
| 1 | Audit Committee | 14-02-2017 | Yes | Mr.RAM NATH KAROL,Mr.GOVERDHAN DASS SETHI AND Mrs.RADHIKA KHANDELWAL | 14-11-2016 | 91 | |
Text Block | |
| Textual Information(1) | DETAILS OF AUDIT COMMITTEE: Audit Committee meeting was held on 14-02-2017, to consider, approveand take on records the Un-audited Financial Results along with Limited Review Report of Auditor of the company for the third quarter ended on December 31, 2016
Nomination and Remuneration Committee meeting was not held during septmber to december quarter.
Stakeholders Relationship Committee meeting was not held during during septmber to december quarter |
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 | Yes | |
| 3 | Whether details of RPT entered into pursuant to omnibus approval have been reviewed by Audit Committee | Yes | |
| Disclosure of notes on related party transactions | Textual Information(1) | ||
| Disclosure of notes of material transaction with related party | Textual Information(2) | ||
Text Block | |
| Textual Information(1) | THERE ARE SOME RELATED PARTY TRANSACTIONS TAKES PLACE DURING THE QUARTER OF JANUARY TO MARCH: 1. REMUNERATION PAYBLE TO MADAN LAL KHANDELWAL (MANAGING DIRECTOR) Rs. 3,00,000/- 2. REMUNERATION PAYBLE TO NAVNEET KHANDELWAL Rs. 2,25,000/- 3. RENT PAYBLE TO NAVNEET KHANDELWAL Rs. 72 000/- 4. REMUNERATION PAYBLE TO VIKRANT KHANDEL (CFO) WAL Rs. 1,95,000/- 5. HAVING SALE TRANSACTION WITH UNIQUE TECHNO ASSOCIATES PVT. LTD. Rs. 4,81,642/- 6. HAVING PURCHASE TRANSACTION WITH UNIQUE TECHNO ASSOCIATES PVT. LTD. Rs. 26,91,848/- |
| Textual Information(2) | THERE ARE SOME RELATED PARTY TRANSACTIONS TAKES PLACE DURING THE QUARTER OF JANUARY TO MARCH: 1. REMUNERATION PAYBLE TO MADAN LAL KHANDELWAL (MANAGING DIRECTOR) Rs. 3,00,000/- 2. REMUNERATION PAYBLE TO NAVNEET KHANDELWAL Rs. 2,25,000/- 3. RENT PAYBLE TO NAVNEET KHANDELWAL Rs. 72 000/- 4. REMUNERATION PAYBLE TO VIKRANT KHANDEL (CFO) WAL Rs. 1,95,000/- 5. HAVING SALE TRANSACTION WITH UNIQUE TECHNO ASSOCIATES PVT. LTD. Rs. 4,81,642/- 6. HAVING PURCHASE TRANSACTION WITH UNIQUE TECHNO ASSOCIATES PVT. LTD. Rs. 26,91,848/- |
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 100 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 | |
| 9 | Any comments/observations/advice of Board of Directors may be mentioned here: | Textual Information(1) | |
Text Block | |
| Textual Information(1) | There is no comments/observations/advices of Board of Directors are there |
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 | ||||
| Sr | Item | Compliance status (Yes/No/NA) | If status is “No” details of non-compliance may be given here. | Web address |
| 1 | Details of business | Yes | www.conpetco.com | |
| 2 | Terms and conditions of appointment of independent directors | Yes | www.conpetco.com | |
| 3 | Composition of various committees of board of directors | Yes | www.conpetco.com | |
| 4 | Code of conduct of board of directors and senior management personnel | Yes | www.conpetco.com | |
| 5 | Details of establishment of vigil mechanism/ Whistle Blower policy | Yes | www.conpetco.com | |
| 6 | Criteria of making payments to non-executive directors | Yes | www.conpetco.com | |
| 7 | Policy on dealing with related party transactions | Yes | www.conpetco.com | |
| 8 | Policy for determining ‘material’ subsidiaries | NA | ||
| 9 | Details of familiarization programmes imparted to independent directors | NA | ||
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 | ||||
| Sr | Item | Compliance status (Yes/No/NA) | If status is “No” details of non-compliance may be given here. | Web address |
| 10 | Contact information of the designated officials of the listed entity who are responsible for assisting and handling investor grievances | Yes | www.conpetco.com | |
| 11 | email address for grievance redressal and other relevant details | Yes | www.conpetco.com | |
| 12 | Financial results | Yes | www.conpetco.com | |
| 13 | Shareholding pattern | Yes | www.conpetco.com | |
| 14 | Details of agreements entered into with the media companies and/or their associates | Yes | www.conpetco.com | |
| 15 | New name and the old name of the listed entity | NA | ||
| Disclosure of notes on website in terms of Listing Regulations explantory [Text Block] | Textual Information(1) | |||
Text Block | |
| Textual Information(1) | DISCLOSURE OF NOTES ON WEBSITE IN TERMS OF LISTING REGULATIONS EXPLANATORY IS ELABORATED ON THE WEB ADDRESS "http://www.conpetco.com" |
Annexure II | ||||
II. Annual Affirmations | ||||
| Sr | Particulars | Regulation Number | Compliance status (Yes/No/NA) | If status is “No” details of non-compliance may be given here. |
| 1 | Independent director(s) have been appointed in terms of specified criteria of ‘independence’ and/or ‘eligibility’ | 16(1)(b) & 25(6) | Yes | |
| 2 | Board composition | 17(1) | Yes | |
| 3 | Meeting of Board of directors | 17(2) | Yes | |
| 4 | Review of Compliance Reports | 17(3) | Yes | |
| 5 | Plans for orderly succession for appointments | 17(4) | Yes | |
| 6 | Code of Conduct | 17(5) | Yes | |
| 7 | Fees/compensation | 17(6) | Yes | |
| 8 | Minimum Information | 17(7) | Yes | |
| 9 | Compliance Certificate | 17(8) | Yes | |
| 10 | Risk Assessment & Management | 17(9) | Yes | |
Annexure II | ||||
II. Annual Affirmations | ||||
| Sr | Particulars | Regulation Number | Compliance status (Yes/No/NA) | If status is “No” details of non-compliance may be given here. |
| 11 | Performance Evaluation of Independent Directors | 17(10) | Yes | |
| 12 | Composition of Audit Committee | 18(1) | Yes | |
| 13 | Meeting of Audit Committee | 18(2) | Yes | |
| 14 | Composition of nomination & remuneration committee | 19(1) & (2) | Yes | |
| 15 | Composition of Stakeholder Relationship Committee | 20(1) & (2) | Yes | |
| 16 | Composition and role of risk management committee | 21(1),(2),(3),(4) | NA | |
| 17 | Vigil Mechanism | 22 | Yes | |
| 18 | Policy for related party Transaction | 23(1),(5),(6),(7) & (8) | Yes | |
| 19 | Prior or Omnibus approval of Audit Committee for all related party transactions | 23(2), (3) | NA | |
| 20 | Approval for material related party transactions | 23(4) | Yes | |
Annexure II | ||||
II. Annual Affirmations | ||||
| Sr | Particulars | Regulation Number | Compliance status (Yes/No/NA) | If status is “No” details of non-compliance may be given here. |
| 21 | Composition of Board of Directors of unlisted material Subsidiary | 24(1) | NA | |
| 22 | Other Corporate Governance requirements with respect to subsidiary of listed entity | 24(2),(3),(4),(5) & (6) | NA | |
| 23 | Maximum Directorship & Tenure | 25(1) & (2) | Yes | |
| 24 | Meeting of independent directors | 25(3) & (4) | Yes | |
| 25 | Familiarization of independent directors | 25(7) | NA | |
| 26 | Memberships in Committees | 26(1) | Yes | |
| 27 | Affirmation with compliance to code of conduct from members of Board of Directors and Senior management personnel | 26(3) | Yes | |
| 28 | Disclosure of Shareholding by Non-Executive Directors | 26(4) | Yes | |
| 29 | Policy with respect to Obligations of directors and senior management | 26(2) & 26(5) | Yes | |
| Any other information to be provided - Add Notes | ||||
Annexure II | |||
III. Affirmations | Sr | Particulars | Compliance status (Yes/No/NA) |
| 1 | The Listed Entity has approved Material Subsidiary Policy and the Corporate Governance requirements with respect to subsidiary of Listed Entity have been complied | NA | |
| Any other information to be provided | Textual Information(1) | ||
Text Block | |||
| Textual Information(1) | NO | ||
Signatory Details | |
| Name of signatory | MADAN LAL KHANDELWAL |
| Designation of person | Managing Director |
| Place | JAIPUR |
| Date | 12-04-2017 |