General information about company

Scrip code531254
Name of the entityOPTIMUS FINANCE LIMITED
Date of start of financial year01-04-2015
Date of end of financial year31-03-2016
Reporting QuarterYearly
Date of Report31-03-2016
Risk management committeeNot 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 explanatoryYes
SrTitle (Mr / Ms)Name of the DirectorPANDINCategory 1 of directorsCategory 2 of directorsCategory 3 of directorsDate of appointment in the current term Date of cessationTenure of director (in months)No of Directorship in listed entities including this listed entityNumber of memberships in Audit/ Stakeholder Committee(s) including this listed entityNo of post of Chairperson in Audit/ Stakeholder Committee held in listed entities including this listed entityNotes
1MrDEEPAK RAVALABJPR4967M01292764Executive DirectorNot ApplicableCEO10-08-201509-08-2020120Textual Information(1)
2MrGAURANG SANGHAVIAOXPS4460B02137663Non-Executive - Independent DirectorNot ApplicableShareholder Director10-08-201509-08-202060133
3MrsMANSI DESAIAOKPP6979D07289820Non-Executive - Independent DirectorNot ApplicableShareholder Director20-10-201519-10-202060110Textual Information(2)
4MrPANKAJ PARIKHAAKPP8700C01261332Non-Executive - Non Independent DirectorNot ApplicableShareholder Director10-08-201509-08-2020110Textual Information(3)



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Textual Information(1)Mr. Deepak Raval is appointed as Whole Time Director and also acting as Company Secretary in whole time employment of the company
Textual Information(2)Mrs. Mansi Desai is appointed as Independant Woman Director on the Board of the company
Textual Information(3)Mr. Pankaj Parikh is appointed as Director in the Promoter Category



Annexure 1

II. Composition of Committees

Is there any change in composition of committees compare to previous quarterYes
SrName Of CommitteeName of Committee membersCategory 1 of directorsCategory 2 of directorsName of other committee
1Audit CommitteeGAURANG SANGHAVI Non-Executive - Independent DirectorChairperson
2Audit CommitteeDEEPAK RAVALExecutive DirectorMember
3Audit CommitteeMANSI DESAINon-Executive - Independent DirectorMember
4Nomination and remuneration committeeGAURANG SANGHAVI Non-Executive - Independent DirectorChairperson
5Nomination and remuneration committeePANKAJ PARIKHNon-Executive - Non Independent DirectorMember
6Nomination and remuneration committeeMANSI DESAINon-Executive - Independent DirectorMember
7Stakeholders Relationship CommitteeGAURANG SANGHAVI Non-Executive - Independent DirectorChairperson
8Stakeholders Relationship CommitteeDEEPAK RAVALExecutive DirectorMember



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Annexure 1

Annexure 1

III. Meeting of Board of Directors

SrDate(s) of meeting (if any) in the previous quarterDate(s) of meeting (if any) in the current quarterMaximum gap between any two consecutive (in number of days)
120-10-2015
209-11-201519
328-01-201679
418-03-201649



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Annexure 1

IV. Meeting of Committees

SrName of CommitteeDate(s) of meeting of the committee in the relevant quarterWhether requirement of Quorum met (Yes/No)Requirement of Quorum met (details)Date(s) of meeting of the committee in the previous quarterMaximum gap between any two consecutive meetings (in number of days)
1Audit Committee28-01-2016Yes3 OUT OF 3 MEMBERS PRESENT09-11-201580
2Nomination and remuneration committee28-01-2016Yes3 OUT OF 3 MEMBERS PRESENT09-11-201580
3Stakeholders Relationship Committee28-01-2016Yes2 OUT OF 2 MEMBERS PRESENT09-11-201580



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Annexure 1

V. Related Party Transactions

SrSubjectCompliance status (Yes/No/NA)If status is “No” details of non-compliance may be given here.
1Whether prior approval of audit committee obtainedNA
2Whether shareholder approval obtained for material RPTNA
3Whether details of RPT entered into pursuant to omnibus approval have been reviewed by Audit CommitteeNA
Disclosure of notes on related party transactions Textual Information(1)



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Textual Information(1)The company did not enter into any transaction/s wth any related party during the reporting quarter



Annexure 1

VI. Affirmations

SrSubjectCompliance status (Yes/No)
1The composition of Board of Directors is in terms of SEBI (Listing obligations and disclosure requirements) Regulations, 2015Yes
2The composition of the following committees is in terms of SEBI(Listing obligations and disclosure requirements) Regulations, 2015 a. Audit CommitteeYes
3The composition of the following committees is in terms of SEBI(Listing obligations and disclosure requirements) Regulations, 2015. b. Nomination & remuneration committeeYes
4The composition of the following committees is in terms of SEBI(Listing obligations and disclosure requirements) Regulations, 2015. c. Stakeholders relationship committeeYes
5The 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
6The committee members have been made aware of their powers, role and responsibilities as specified in SEBI (Listing obligations and disclosure requirements) Regulations, 2015.Yes
7The 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
8This report and/or the report submitted in the previous quarter has been placed before Board of Directors. Any comments/observations/advice of Board of Directors may be mentioned here:Textual Information(1)



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Textual Information(1)The CGR for the QE December-2015 was placed before the Board and no cmment/observation/advice was made on the same by the Board



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

SrItemCompliance status (Yes/No/NA)If status is “No” details of non-compliance may be given here.Web address
1Details of businessYeswww.optimusfinance.in
2Terms and conditions of appointment of independent directorsYeswww.optimusfinance.in
3Composition of various committees of board of directorsYeswww.optimusfinance.in
4Code of conduct of board of directors and senior management personnelYeswww.optimusfinance.in
5Details of establishment of vigil mechanism/ Whistle Blower policyYeswww.optimusfinance.in
6Criteria of making payments to non-executive directorsYeswww.optimusfinance.in
7Policy on dealing with related party transactionsYeswww.optimusfinance.in
8Policy for determining ‘material’ subsidiariesYeswww.optimusfinance.in
9Details of familiarization programmes imparted to independent directorsYeswww.optimusfinance.in
10Contact information of the designated officials of the listed entity who are responsible for assisting and handling investor grievancesYeswww.optimusfinance.in
11email address for grievance redressal and other relevant detailsYeswww.optimusfinance.in
12Financial resultsYeswww.optimusfinance.in
13Shareholding patternYeswww.optimusfinance.in
14Details of agreements entered into with the media companies and/or their associatesNA
15New name and the old name of the listed entityYeswww.optimusfinance.in



Annexure II

II. Annual Affirmations

SrParticularsRegulation NumberCompliance status (Yes/No/NA)If status is “No” details of non-compliance may be given here.
1Independent director(s) have been appointed in terms of specified criteria of ‘independence’ and/or ‘eligibility’16(1)(b) & 25(6)Yes
2Board composition17(1)Yes
3Meeting of Board of directors17(2)Yes
4Review of Compliance Reports17(3)Yes
5Plans for orderly succession for appointments17(4)Yes
6Code of Conduct17(5)Yes
7Fees/compensation17(6)Yes
8Minimum Information17(7)Yes
9Compliance Certificate17(8)Yes
10Risk Assessment & Management17(9)NA
11Performance Evaluation of Independent Directors17(10)Yes
12Composition of Audit Committee18(1)Yes
13Meeting of Audit Committee18(2)Yes
14Composition of nomination & remuneration committee19(1) & (2)Yes
15Composition of Stakeholder Relationship Committee20(1) & (2)Yes
16Composition and role of risk management committee21(1),(2),(3),(4)NA
17Vigil Mechanism22Yes
18Policy for related party Transaction23(1),(5),(6),(7) & (8)Yes
19Prior or Omnibus approval of Audit Committee for all related party transactions23(2), (3)NA
20Approval for material related party transactions23(4)NA
21Composition of Board of Directors of unlisted material Subsidiary24(1)Yes
22Other Corporate Governance requirements with respect to subsidiary of listed entity24(2),(3),(4),(5) & (6)Yes
23Maximum Directorship & Tenure25(1) & (2)Yes
24Meeting of independent directors25(3) & (4)Yes
25Familiarization of independent directors25(7)Yes
26Memberships in Committees26(1)Yes
27Affirmation with compliance to code of conduct from members of Board of Directors and Senior management personnel26(3)Yes
28Disclosure of Shareholding by Non-Executive Directors26(4)Yes
29Policy with respect to Obligations of directors and senior management26(2) & 26(5)Yes
Any other information to be provided - Add Notes






Annexure II

III. Affirmations

1The Listed Entity has approved Material Subsidiary Policy and the Corporate Governance requirements with respect to subsidiary of Listed Entity have been compliedYes



Signatory Details

Name of signatoryDEEPAK RAVAL
Designation of personCompany Secretary
PlaceVADODARA
Date14-04-2016