General information about company | |
| Scrip code | 519475 |
| NSE Symbol | NA |
| MSEI Symbol | NA |
| ISIN | INE975C01011 |
| Name of the entity | CHORDIA FOOD PRODUCTS LIMITED |
| Date of start of financial year | 01-04-2023 |
| Date of end of financial year | 31-03-2024 |
| Reporting Quarter | Quarterly |
| Date of Report | 30-06-2023 |
| Risk management committee | Not Applicable |
| Market Capitalisation as per immediate previous Financial Year | Any other |
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 | Yes | ||||||||||||||||||||||||
| Whether Chairperson is related to MD or CEO | Yes | 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 | PRADEEP HUKMICHAND CHORDIA | AAMPC1457D | 00389681 | Executive Director | Chairperson related to Promoter | MD | 01-12-1960 | No | Active | NA | 01-06-1989 | 28-09-2022 | 408 | 1 | 0 | 2 | 0 | |||||||
| 2 | Mrs | ZALAK NEIL SHAH | ECQPS7158D | 07903924 | Non-Executive - Independent Director | Not Applicable | 23-02-1993 | No | Active | NA | 11-08-2017 | 28-09-2022 | 70 | 1 | 1 | 2 | 2 | ||||||||
| 3 | Mrs | PINAL MINESH SHAH | BCNPS3193N | 08192959 | Non-Executive - Independent Director | Not Applicable | 25-01-1981 | No | Active | NA | 20-07-2022 | 12 | 1 | 1 | 2 | 0 | |||||||||
| 4 | Mr | SANJOG JAIN | BMAPS1775H | 08339905 | Non-Executive - Non Independent Director | Not Applicable | 04-10-1986 | No | Active | NA | 20-07-2022 | 12 | 1 | 0 | 0 | 0 | |||||||||
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 | 07903924 | ZALAK NEIL SHAH | Non-Executive - Independent Director | Chairperson | 13-11-2017 | ||
| 2 | 08192959 | PINAL MINESH SHAH | Non-Executive - Independent Director | Member | 20-07-2022 | ||
| 3 | 00389681 | PRADEEP HUKMICHAND CHORDIA | Executive Director | Member | 09-08-2014 | ||
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 | 07903924 | ZALAK NEIL SHAH | Non-Executive - Independent Director | Chairperson | 13-11-2017 | ||
| 2 | 08192959 | PINAL MINESH SHAH | Non-Executive - Independent Director | Member | 20-07-2022 | ||
| 3 | 08339905 | SANJOG JAIN | Non-Executive - Non Independent Director | Member | 20-07-2022 | ||
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 | 07903924 | ZALAK NEIL SHAH | Non-Executive - Independent Director | Chairperson | 13-11-2017 | ||
| 2 | 08192959 | PINAL MINESH SHAH | Non-Executive - Independent Director | Member | 20-07-2022 | ||
| 3 | 00389681 | PRADEEP HUKMICHAND CHORDIA | Executive Director | Member | 09-08-2014 | ||
Risk Management Committee | |||||||
| Whether the Risk Management 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 |
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 |
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 | 11-02-2023 | Yes | 4 | 4 | 2 | |||
| 2 | 30-03-2023 | 46 | A meeting of the Independent Directors was held after the conclusion of the meeting of the Board of Directors held on 30/03/2023. However, as the same is not a 'Board Meeting', the meeting of the Independent Director is not covered under this table. | Yes | 4 | 4 | 2 | |
| 3 | 25-04-2023 | 25 | Yes | 4 | 4 | 2 | ||
| 4 | 24-05-2023 | 28 | Yes | 4 | 4 | 2 | ||
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 in the Committee as on date of the meeting | Number of Directors Present (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 | 11-02-2023 | Yes | 3 | 3 | 2 | 0 | |||
| 2 | Stakeholders Relationship Committee | 31-03-2023 | 47 | Yes | 3 | 3 | 2 | 0 | ||
| 3 | Stakeholders Relationship Committee | 04-05-2023 | 33 | Yes | 3 | 3 | 2 | 0 | ||
| 4 | Stakeholders Relationship Committee | 12-05-2023 | 7 | Yes | 3 | 3 | 2 | 0 | ||
| 5 | Audit Committee | 24-05-2023 | 11 | Yes | 3 | 3 | 2 | 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 | 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) | ||
Text Block | |
| Textual Information(1) | The Company had obtained omnibus approval of the Shareholders in the Annual General Meeting held on 28th September, 2022, in respect of the Related Party Transaction for a period of 5 Years with effect from 1st August, 2022 i.e. up to 31st July, 2027. |
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 | |
| 9 | Any comments/observations/advice of Board of Directors may be mentioned here: | Textual Information(1) | |
Annexure 1 | ||
| Sr | Subject | Compliance status |
| 1 | Name of signatory | PRADEEP CHORDIA |
| 2 | Designation | Managing Director |
Text Block | |
| Textual Information(1) | The Audited Financial Statements for the FY ended 31/03/2023 were approved and adopted by the Board of Directors in its meeting held on 24/05/2023. This is the first balance sheet after the Demerger of Food Division of the Company into Aveer Foods Limited.
As an effect of Demerger, as per the latest Audited Financial Statements as on 31/03/2023, the Networth of the Company has gone below the threshold limit of Rs. 25/- Crores and the Issued, Subscribed and Paid up Share Capital of the Company is Rs. 4,02,82,520/- which is also below the threshold limit of Rs. 10/- Crores.
Accordingly, although both the criteria are not fulfilled, we are submitting the said Corporate Governance Report pursuant to the second proviso of Regulation 15(2) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 and will continue to submit the same for three consecutive financial years i.e. up to FY ending 31st March, 2026 in case the aforesaid threshold limits are not achieved.
|
Signatory Details | |
| Name of signatory | PRADEEP CHORDIA |
| Designation of person | Managing Director |
| Place | PUNE |
| Date | 18-07-2023 |