General information about company

Scrip code 533451
NSE Symbol KARMAENG
MSEI Symbol NOTLISTED
ISIN INE725L01019
Name of the entity KARMA ENERGY LIMITED
Date of start of financial year 01-04-2018
Date of end of financial year 31-03-2019
Reporting Quarter Yearly
Date of Report 31-03-2019
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
Wether the listed entity has a Regular Chairperson 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 for not providing PAN Notes for not providing DIN
1 Mr Dharmendra Gulabchand Siraj AADPS0939D 00025543 Non-Executive - Non Independent Director Chairperson 26-08-2010 3 6 1
2 Mr Chetan Durgadas Mehra AABPM4010H 00022021 Non-Executive - Non Independent Director Not Applicable 15-03-2007 3 2 1
3 Mr Neelkamal Vrajlal Siraj AADPS0933K 00021986 Non-Executive - Non Independent Director Not Applicable 26-08-2010 3 1 0
4 Mr Ganesh Narasimha Kamath AJDPK9555C 00040805 Executive Director Not Applicable MD 15-03-2007 1 1 0



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

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 for not providing PAN Notes for not providing DIN
5 Mr Smita Vinesh Davda AARPD0829K 00050218 Non-Executive - Independent Director Not Applicable 20-03-2015 60 3 6 1
6 Mrs Kishore Madhavsinh Vussonji AAAPV6236H 00444408 Non-Executive - Independent Director Not Applicable 04-03-2011 60 5 9 2
7 Mr Balady Shekar Shetty AHQPS5613J 01262317 Non-Executive - Independent Director Not Applicable 24-05-2017 60 2 5 4
8 Mr Upkarsingh Kohli AAIPK0833F 02528045 Non-Executive - Independent Director Not Applicable 19-11-2001 06-03-2019 60 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 01262317 Balady Shekar Shetty Non-Executive - Independent Director Chairperson 24-05-2017
2 00444408 Kishore Madhavsinh Vussonji Non-Executive - Independent Director Member 30-03-2019
3 00050218 Smita Vinesh Davda Non-Executive - Independent Director Member 17-11-2017
4 02528045 Upkarsingh Kohli Non-Executive - Independent Director Member 17-11-2017 06-03-2019


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 00444408 Kishore Madhavsinh Vussonji Non-Executive - Independent Director Chairperson 28-05-2015
2 00025543 Dharmendra Gulabchand Siraj Non-Executive - Non Independent Director Member 27-05-2014
3 00050218 Smita Vinesh Davda Non-Executive - Independent Director Member 30-03-2019
4 02528045 Upkarsingh Kohli Non-Executive - Independent Director Member 17-11-2017 06-03-2019


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 00022021 Chetan Durgadas Mehra Non-Executive - Non Independent Director Chairperson 17-11-2017
2 00025543 Dharmendra Gulabchand Siraj Non-Executive - Non Independent Director Member 29-03-2011
3 00050218 Smita Vinesh Davda Non-Executive - Independent Director Member 17-11-2017


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


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
1 06-10-2018
2 13-11-2018 37
3 14-02-2019 92
4 30-03-2019 43



Annexure 1

IV. Meeting of Committees

Disclosure of notes on meeting of committees explanatory
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 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 Reson for not providing date
1 Audit Committee 14-02-2019 Yes 13-11-2018 92



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 NA
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 NA


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

Annexure 1

Sr Subject Compliance status
1 Name of signatory T V Subramanian
2 Designation Company Secretary and Compliance Officer



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.karmaenergy.co
2 Terms and conditions of appointment of independent directors Yes www.karmaenergy.co
3 Composition of various committees of board of directors Yes www.karmaenergy.co
4 Code of conduct of board of directors and senior management personnel Yes www.karmaenergy.co
5 Details of establishment of vigil mechanism/ Whistle Blower policy Yes www.karmaenergy.co
6 Criteria of making payments to non-executive directors Yes www.karmaenergy.co
7 Policy on dealing with related party transactions Yes www.karmaenergy.co
8 Policy for determining ‘material’ subsidiaries Yes www.karmaenergy.co
9 Details of familiarization programmes imparted to independent directors Yes www.karmaenergy.co

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.karmaenergy.co
11 email address for grievance redressal and other relevant details Yes www.karmaenergy.co
12 Financial results Yes www.karmaenergy.co
13 Shareholding pattern Yes www.karmaenergy.co
14 Details of agreements entered into with the media companies and/or their associates NA
15 New name and the old name of the listed entity Yes www.karmaenergy.co


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) Yes
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) Yes
22 Other Corporate Governance requirements with respect to subsidiary of listed entity 24(2),(3),(4),(5) & (6) Yes
23 Maximum Directorship & Tenure 25(1) & (2) Yes
24 Meeting of independent directors 25(3) & (4) Yes
25 Familiarization of independent directors 25(7) Yes
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

1 Name of signatory T V Subramanian
2 Designation Company Secretary and Compliance Officer



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 Yes
Any other information to be provided




Annexure II

1 Name of signatory T V Subramanian
2 Designation Company Secretary and Compliance Officer



Signatory Details

Name of signatory T V Subramanian
Designation of person Company Secretary and Compliance Officer
Place Mumbai
Date 10-04-2019