MSEI Symbol | |
| Scrip code | 523232 |
| NSE Symbol | |
| MSEI Symbol | |
| ISIN | INE369D01015 |
| Name of the entity | CONTINENTAL PETROLEUMS LTD |
| Date of start of financial year | 01-04-2017 |
| Date of end of financial year | 31-03-2018 |
| Reporting Quarter | Yearly |
| Date of Report | 31-03-2018 |
| 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 for not providing PAN | Notes for not providing DIN |
| 1 | Mr | MADAN LAL KHANDELWAL | ABQPK1533K | 00414717 | Executive Director | Chairperson | MD | 01-04-2010 | 96 | 2 | 0 | 0 | |||
| 2 | Mr | RAM NATH KAROL | ACBPK6413E | 00414741 | Non-Executive - Independent Director | Not Applicable | 28-01-2004 | 171 | 1 | 2 | 1 | ||||
| 3 | Mr | GOVERDHAN DASS SETHI | AFEPS6086D | 01216222 | Non-Executive - Independent Director | Not Applicable | 29-09-2007 | 127 | 1 | 2 | 0 | ||||
| 4 | Mrs | RADHIKA KHANDELWAL | ACWPK8541N | 00414678 | Non-Executive - Non Independent Director | Not Applicable | 13-11-2010 | 89 | 1 | 2 | 1 | ||||
Text Block | |
| Textual Information(1) | MADAN LAL KHANDELWAL IS A EXICUTIVE DIRECTOR, CHAIRMAN OF BOARD MEETINGS, AND HE IS MANAGING DIRECTOR OF THE COMPANY
RAM NATH KAROL IS A NON EXECUTIVE AND INDEPENDENT DIRECTOR AND CHAIRPERSON OF AUDIT COMMITTEE AND SHARES TRANSFER COMMITTEE HE IS ALSO MEMBERS OF NOMINATION AND REMUNERATION COMMITTEE AND STAKE HOLDER COMMITTEE
RADHIKA KHANDELWAL IS A NON EXECUTIVE NON INDEPENDENT DIRECTOR AND SHE IS SHE IS ALSO A CHAIRPERSON IN A STAKE HOLDER COMMITTEE AND SHE IS MEMBERS OF AUDIT COMMITTEE, NOMINATION AND REMUNERATIN COMMITTEE AND SHARES TRANSFER COMMITTEE
GOVERDHAN DASS SETHI HE IS A NON EXECUTIVE AND INDEPENDENT DIRECTOR AND HE IS A MEMBERS OF AUDIT COMMITTEE, STAKE HOLDER COMMITTEE , NOMINATION AND REMUNERATION COMMITTEE AND SHARES TRANSFER 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 | |||||
Annexure 1 Text Block | ||
| Textual Information(1) |
| |
Audit Committee Details | ||||||
| Sr | DIN Number | Name of Committee members | Category 1 of directors | Category 2 of directors | Remarks | |
| 1 | 01216222 | GOVERDHAN DASS SETHI | Non-Executive - Independent Director | Member | Textual Information(1) | |
| 2 | 00414678 | RADHIKA KHANDELWAL | Non-Executive - Non Independent Director | Member | Textual Information(2) | |
| 3 | 00414741 | RAM NATH KAROL | Non-Executive - Independent Director | Chairperson | Textual Information(3) | |
Audit Committee Details Text Block | |
| Textual Information(1) | HE IS THE MEMBER OF THE AUDIT COMMITTEE |
| Textual Information(2) | SHE IS THE MEMBER OF THE AUDIT COMMITTEE |
| Textual Information(3) | HE IS A CHAIRPERSON OF AUDIT COMMITTEE |
Nomination and remuneration committee | ||||||
| Sr | DIN Number | Name of Committee members | Category 1 of directors | Category 2 of directors | Remarks | |
| 1 | 01216222 | GOVERDHAN DASS SETHI | Non-Executive - Independent Director | Member | Textual Information(1) | |
| 2 | 00414678 | RADHIKA KHANDELWAL | Non-Executive - Non Independent Director | Member | Textual Information(2) | |
| 3 | 00414741 | RAM NATH KAROL | Non-Executive - Independent Director | Chairperson | Textual Information(3) | |
Nomination and remuneration committee Text Block | |
| Textual Information(1) | Mr. Goverdhan Dass Sethi is an Non-Executive-Independent Director He is also the member of Nomination and Remuneration Committee |
| Textual Information(2) | Mrs. Radhika Khandelwal is Non-Executive-Non Independent Director She is also the member of the Nomination and Remuneration Committee |
| Textual Information(3) | Mr. Ram Nath Karol is an Non-Executive-Independent Director He is also the Chairman of the Nomination and Remuneration Committee |
Stakeholders Relationship Committee | ||||||
| Sr | DIN Number | Name of Committee members | Category 1 of directors | Category 2 of directors | Remarks | |
| 1 | 01216222 | GOVERDHAN DASS SETHI | Non-Executive - Independent Director | Member | Textual Information(1) | |
| 2 | 00414678 | RADHIKA KHANDELWAL | Non-Executive - Non Independent Director | Chairperson | Textual Information(2) | |
| 3 | 00414741 | RAM NATH KAROL | Non-Executive - Independent Director | Member | Textual Information(3) | |
Stakeholders Relationship Committee Text Block | |
| Textual Information(1) | Mr. Goverdhan Dass Sethi is an Non-Executive-Independent Director He is also the member of Stakeholders Relationship Committee |
| Textual Information(2) | Mrs. Radhika Khandelwal is Non-Executive-Non Independent Director She is also the Chairperson of the Stakeholders Relationship Committee |
| Textual Information(3) | Mr. Ram Nath Karol is an Non-Executive-Independent Director He is also the member of the Stakeholders Relationship Committee |
Risk Management Committee | ||||||
| Sr | DIN Number | Name of Committee members | Category 1 of directors | Category 2 of directors | Remarks | |
Corporate Social Responsibility Committee | ||||||
| Sr | DIN Number | Name of Committee members | Category 1 of directors | Category 2 of directors | Remarks | |
Other Committee | ||||||
| Sr | DIN Number | Name of Committee members | Name of other committee | Category 1 of directors | Category 2 of directors | Remarks |
| 1 | 01216222 | GOVERDHAN DASS SETHI | SHARE TRANSFER COMMITTEE | Non-Executive - Independent Director | Member | |
| 2 | 00414678 | RADHIKA KHANDELWAL | SHARE TRANSFER COMMITTEE | Non-Executive - Non Independent Director | Member | |
| 3 | 00414741 | RAM NATH KAROL | SHARE TRANSFER COMMITTEE | Non-Executive - Independent Director | Chairperson | |
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 | 14-11-2017 | ||
| 2 | 29-11-2017 | 14 | |
| 3 | 14-02-2018 | 76 | |
| 4 | 24-02-2018 | 9 | |
Text Block | |
| Textual Information(1) | Details of Board Meeting:
01. BOARD MEETING ON 14.11.2017
a) Approve and Confirm the previous Board Meeting Minutes dated 30-08-2017 b) Consider and Approve the proceedings of previous meeting of Audit Committee c) Consider and Approve the proceedings of Audit Committee d)Approve the Standalone Un-audited Financial Results for the Third Quarter and Half Year to be ended on 30th September, 2017 along with the Limited Review Report of Auditor e) Take the notes on Corpoarte Governance Report for the Quarter ended 30th September, 2017 f)Take the notes on Shareholding pattern for Quarter ended 30th September, 2017 02. BOARD MEETING ON 29.11.2017 a) Approve and Confirm the previous Board Meeting Minutes dated 14-11-2017 b) Board has Consider and Approve the resolution for taking Loan from HDFC Bank Limited c) Approve and Consider the General business of the Company 03. BOARD MEETING ON 14.02.2018 a) Approve and Confirm the previous Board Meeting Minutes dated 29-11-2017 b) Consider and Approve the proceedings of previous meeting of Audit Committee held on 14th November, 2017 c) Consider and Approve the proceedings of Audit Committee d)Approve the Standalone Un-audited Financial Results for the Quarter to be ended on 31st December, 2017 along with the Limited Review Report of Auditor e) Take the notes on Corpoarte Governance Report for the Quarter ended 31st December, 2017 f)Take the notes on Shareholding pattern for Quarter ended 31st December, 2017 04. BOARD MEETING ON 24.02.2018 a) Approve and Confirm the previous Board Meeting Minutes dated 14-02-2018 b) Board has Consider and Approve Loan taken by the company from HDFC Bank (Ashok Marg, C-Scheme, Jaipur Rajasthan) for the purpose of enhacing the business operations of the company. |
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 | 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 | 14-02-2018 | Yes | 14-11-2017 | 91 | ||
| 2 | Other Committee | 31-03-2018 | Yes | SHARE TRANSFER COMMITTEE | |||
Text Block | |
| Textual Information(1) | DETAILS OF COMMITTEE MEETING: Audit Committee meeting was held on 14-02-2018, Audit Committee at its meeting has Consider, Approve and take on records the un-audited financial results of the Company for the Quarter to be ended on 31st December, 2018 together with the Limited Review Report of Auditor. Share Transfer Committee was held on 31-03-2018 Sahre Transfer Committee at its meeting has Consider, Approve the transfer of 750 Equity Shares of the Company. |
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) | Details of Related Party Transactions made during the Third Quarter to be ended on 31st March, 2018:
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. 3,00,000/- 3. RENT PAYBLE TO NAVNEET KHANDELWAL Rs. 72,000/- 4. INTEREST PAID TO NAVNEET KHANDELWAL 6,94,282/- 5. REMUNERATION PAYBLE TO VIKRANT KHANDELWAL (CFO) Rs. 2,70,000/- 6. HAVING SALE AND PURCHASE TRANSACTION WITH UNIQUE TECHNO ASSOCIATES PVT. LTD. Rs. /- 48,43,339/- 7. INTEREST PAID TO RADHIKA KHANDELWAL Rs. 1,33,044/- |
| Textual Information(2) | Details of Related Party Transactions made during the Third Quarter to be ended on 31st March, 2018:
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. 3,00,000/- 3. RENT PAYBLE TO NAVNEET KHANDELWAL Rs. 72,000/- 4. INTEREST PAID TO NAVNEET KHANDELWAL 6,94,282/- 5. REMUNERATION PAYBLE TO VIKRANT KHANDELWAL (CFO) Rs. 2,70,000/- 6. HAVING SALE AND PURCHASE TRANSACTION WITH UNIQUE TECHNO ASSOCIATES PVT. LTD. Rs. /- 48,43,339/- 7. INTEREST PAID TO RADHIKA KHANDELWAL Rs. 1,33,044/- |
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) | |
Annexure 1 | ||
| Sr | Subject | Compliance status |
| 1 | Name of signatory | MADAN LAL KHANDELWAL |
| 2 | Designation | Managing Director |
Text Block | |
| Textual Information(1) | DURING THE QUARTER, COMPANY DOES NOT RECEIVED ANY COMMENTS/OBSERVATIONS/ADVICES OF BOARD OF DIERCTORS 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 | ||
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) | Yes | |
| 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 | Textual Information(1) | |||
Text Block | |||
| Textual Information(1) | DETAILS IN PURSUANCE OF ANNEXURE II HAVE BEEN DULY COMPLIED WITH IN ALL RESPECTS | ||
Annexure II | ||
| 1 | Name of signatory | |
| 2 | Designation | |
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) | N/A | ||
Annexure II | ||
| 1 | Name of signatory | MADAN LAL KHANDELWAL |
| 2 | Designation | Managing Director |
Signatory Details | |
| Name of signatory | MADAN LAL KHANDELWAL |
| Designation of person | Managing Director |
| Place | JAIPUR |
| Date | 14-04-2018 |