General information about company | |
| Scrip code | 532867 |
| NSE Symbol | V2RETAIL |
| MSEI Symbol | NOTLISTED |
| ISIN | INE945H01013 |
| Name of the entity | V2 RETAIL LIMITED |
| Date of start of financial year | 01-04-2022 |
| Date of end of financial year | 31-03-2023 |
| Reporting Quarter | Quarterly |
| Date of Report | 31-12-2022 |
| 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 | 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 | RAM CHANDRA AGARWAL | ACZPA8989R | 00491885 | Executive Director | Chairperson | MD | 15-02-1965 | No | Active | NA | 23-07-2001 | 22-11-2021 | 1 | 0 | 2 | 0 | ||||||||
| 2 | Mrs | UMA AGARWAL | ACYPA1819P | 00495945 | Executive Director | Not Applicable | 15-11-1975 | No | Active | NA | 23-07-2001 | 30-09-2022 | 1 | 0 | 1 | 0 | |||||||||
| 3 | Mr | AKASH AGARWAL | ATOPA0679A | 03194632 | Non-Executive - Non Independent Director | Not Applicable | 24-04-1992 | No | Active | NA | 03-09-2022 | 30-09-2022 | 1 | 0 | 0 | 0 | |||||||||
| 4 | Mr | LALIT KUMAR | AAEPK1207H | 00025150 | Non-Executive - Independent Director | Not Applicable | 01-08-1964 | No | Active | NA | 27-01-2020 | 28-09-2020 | 26-12-2022 | 35 | 0 | 0 | 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 | ARUN KUMAR ROOPANWAL | AAPPR5252A | 00406817 | Non-Executive - Independent Director | Not Applicable | 23-03-1951 | No | Active | NA | 27-01-2020 | 28-09-2020 | 35 | 1 | 1 | 0 | 0 | ||||||||
| 6 | Mrs | ARCHANA SURENDRA YADAV | AAAPY9845P | 07335198 | Non-Executive - Independent Director | Not Applicable | 30-12-1976 | No | Active | NA | 27-01-2020 | 28-09-2020 | 35 | 3 | 3 | 3 | 2 | ||||||||
| 7 | Mr | HARBIR SINGH SIDHU | AAUPS4642L | 01943424 | Non-Executive - Independent Director | Not Applicable | 23-05-1951 | No | Active | NA | 30-04-2019 | 07-09-2019 | 14-11-2022 | 43 | 0 | 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 | 00025150 | LALIT KUMAR | Non-Executive - Independent Director | Chairperson | 27-01-2020 | 26-12-2022 | |
| 2 | 00491885 | RAM CHANDRA AGARWAL | Executive Director | Member | 22-11-2016 | ||
| 3 | 01943424 | HARBIR SINGH SIDHU | Non-Executive - Independent Director | Member | 30-04-2019 | 14-11-2022 | |
| 4 | 07335198 | ARCHANA SURENDRA YADAV | Non-Executive - Independent Director | Member | 27-01-2020 | ||
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 | 00406817 | ARUN KUMAR ROOPANWAL | Non-Executive - Independent Director | Chairperson | 27-01-2020 | ||
| 2 | 01943424 | HARBIR SINGH SIDHU | Non-Executive - Independent Director | Member | 30-04-2019 | 14-11-2022 | |
| 3 | 00025150 | LALIT KUMAR | Non-Executive - Independent Director | Member | 27-01-2020 | 26-12-2022 | |
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 | 01943424 | HARBIR SINGH SIDHU | Non-Executive - Independent Director | Chairperson | 30-04-2019 | 14-11-2022 | |
| 2 | 00495945 | UMA AGARWAL | Executive Director | Member | 29-09-2018 | ||
| 3 | 00491885 | RAM CHANDRA AGARWAL | Executive Director | Member | 22-11-2016 | ||
| 4 | 07335198 | ARCHANA SURENDRA YADAV | Non-Executive - Independent Director | Member | 27-01-2020 | ||
Risk Management Committee | |||||||
| Whether the Risk Management 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 | 03194632 | AKASH AGARWAL | Non-Executive - Non Independent Director | Chairperson | 28-06-2021 | ||
| 2 | 00406817 | ARUN KUMAR ROOPANWAL | Non-Executive - Independent Director | Member | 28-06-2021 | ||
| 3 | 99999999 | MANSHU TANDON | Executive | Member | 28-06-2021 | Textual Information(1) | |
Sr Text Block | |
| Textual Information(1) | * Mr. Manshu Tandon is designated as Chief Executive Officer of the Company. |
Corporate Social Responsibility Committee | |||||||
| Whether the Corporate Social Responsibility 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 | 07335198 | ARCHANA SURENDRA YADAV | Non-Executive - Independent Director | Chairperson | 27-01-2020 | ||
| 2 | 00406817 | ARUN KUMAR ROOPANWAL | Non-Executive - Independent Director | Member | 27-01-2020 | ||
| 3 | 03194632 | AKASH AGARWAL | Non-Executive - Non Independent Director | Member | 07-09-2019 | ||
| 4 | 00491885 | RAM CHANDRA AGARWAL | Executive Director | Member | 22-11-2016 | ||
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 | 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) | 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 | 10-08-2022 | Yes | 7 | 7 | 4 | |||
| 2 | 03-09-2022 | 23 | Yes | 7 | 7 | 4 | ||
| 3 | 10-11-2022 | 67 | Yes | 7 | 6 | 4 | ||
Text Block | |
| Textual Information(1) | *total number of Board of Directors as on date of board meeting i.e. 10.08.2022 was 8 (eight), thenafter due to resignation of one of the director on 11.08.2022, the total number of directors was remained 7 (seven).
As per the taxonomy of XBRL, unable to put the figure 8(eight) in the column of total number of Board of Directors. |
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 | 10-08-2022 | Yes | 4 | 4 | 3 | 0 | |||
| 2 | Audit Committee | 03-09-2022 | 23 | Yes | 4 | 4 | 3 | 0 | ||
| 3 | Audit Committee | 10-11-2022 | 67 | Yes | 4 | 4 | 3 | 0 | ||
| 4 | Corporate Social Responsibility Committee | 10-08-2022 | Yes | 4 | 4 | 2 | 0 | |||
| 5 | Nomination and remuneration committee | 03-09-2022 | Yes | 3 | 3 | 3 | 0 | |||
| 6 | Risk Management Committee | 10-11-2022 | Yes | 3 | 1 | 1 | 1 | |||
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 | No | |
| 2 | The composition of the following committees is in terms of SEBI(Listing obligations and disclosure requirements) Regulations, 2015 a. Audit Committee | No | |
| 3 | The composition of the following committees is in terms of SEBI(Listing obligations and disclosure requirements) Regulations, 2015. b. Nomination & remuneration committee | No | |
| 4 | The composition of the following committees is in terms of SEBI(Listing obligations and disclosure requirements) Regulations, 2015. c. Stakeholders relationship committee | No | |
| 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) | Yes | |
| 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 | Sudhir Kumar |
| 2 | Designation | Company Secretary and Compliance Officer |
Text Block | |
| Textual Information(1) | *At the end of quarter 31-Dec-2022 the Company is not in compliance with Regulation 17(1) of SEBI (LODR) Regulations, 2015 due to resignation of One Independent Director w.e.f. 26.12.2022 from the Board, However the Board of Directors of the Company are in process of finalisation and appointment the such Independent Directors as per requirements of SEBI(LODR) Regulations, 2015.
** At the end of quarter 31-Dec-2022 the Company is not in compliance with Regulation 18, 19 & 20 of SEBI (LODR) Regulations, 2015 due to resignation of Independent Directors from the Board/Committees of Board, However the Board of Directors of the Company are in process of finalisation and appointment the such Independent Directors as per requirements of SEBI(LODR) Regulations, 2015.
|
Signatory Details | |
| Name of signatory | Sudhir Kumar |
| Designation of person | Company Secretary and Compliance Officer |
| Place | Delhi |
| Date | 13-01-2023 |