General information about company

Scrip code532721
NSE SymbolVISASTEEL
MSEI SymbolNOTLISTED
ISININE286H01012
Name of the entityVISA STEEL LIMITED
Date of start of financial year01-04-2023
Date of end of financial year31-03-2024
Reporting QuarterHalf Yearly
Date of Report30-09-2023
Risk management committeeNot Applicable
Market Capitalisation as per immediate previous Financial YearTop 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 ChairpersonYes
Whether Chairperson is related to MD or CEOYes
SrTitle (Mr / Ms)Name of the DirectorPANDINCategory 1 of directorsCategory 2 of directorsCategory 3 of directors Date of Birth
1MrVishambhar SaranAJWPS2095L00121501Executive DirectorChairperson04-12-1947
2MrVishal AgarwalADCPA3102A00121539Executive DirectorNot ApplicableMD14-09-1974
3MrDhanesh RanjanAAAPR4641J03047512Non-Executive - Independent DirectorNot Applicable30-09-1953
4MsRitu BajajAFQPK7591F02167982Non-Executive - Independent DirectorNot Applicable20-07-1980
5MrBiswajit ChongdarACCPC2376D07571173Non-Executive - Independent DirectorNot Applicable10-01-1960
6MrManoj KumarABCPK7603C06823891Executive DirectorNot Applicable02-12-1965
7MrSheo Raj RaiACKPR7739M07902184Non-Executive - Independent DirectorNot Applicable10-09-1955
8MrsRupanjana DeAGQPD2421C01560140Non-Executive - Independent DirectorNot Applicable04-07-1975

I. Composition of Board of Directors

Disqualification of Directors under section 164 of the Companies Act, 2013

SrWhether the director is disqualified?Start Date of disqualificationEnd Date of disqualificationDetails of disqualificationCurrent status
1NoActive
2NoActive
3NoActive
4NoActive
5NoActive
6NoActive
7NoActive
8NoActive

I. Composition of Board of Directors

SrWhether special resolution passed? [Refer Reg. 17(1A) of Listing Regulations]Date of passing special resolutionInitial Date of appointmentDate of Re-appointmentDate of cessationTenure 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 [with reference to proviso to regulation 17A(1) & 17A(2)]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 PANNotes for not providing DIN
1NA10-09-199615-12-20211010
2NA10-09-199625-06-20221032
3NA30-09-201830-09-2021601121
4NA24-08-202324-08-20231.071121
5NA07-08-202307-08-20231.241121
6NA15-09-201515-09-20211000
7NA08-08-201708-08-202008-08-2023721121
8NA26-08-201726-08-202026-08-2023724471



Audit Committee Details

Whether the Audit Committee has a Regular ChairpersonYes
SrDIN NumberName of Committee membersCategory 1 of directorsCategory 2 of directorsDate of Appointment Date of CessationRemarks
102167982Ritu BajajNon-Executive - Independent DirectorChairperson24-08-2023
207571173Biswajit ChongdarNon-Executive - Independent DirectorMember07-08-2023
303047512Dhanesh RanjanNon-Executive - Independent DirectorMember30-01-2022
401560140Rupanjana DeNon-Executive - Independent DirectorChairperson26-07-201826-08-2023
507902184Sheo Raj RaiNon-Executive - Independent DirectorMember27-08-201708-08-2023


Nomination and remuneration committee

Whether the Nomination and remuneration committee has a Regular ChairpersonYes
SrDIN NumberName of Committee membersCategory 1 of directorsCategory 2 of directorsDate of Appointment Date of CessationRemarks
103047512Dhanesh RanjanNon-Executive - Independent DirectorChairperson30-01-2022
207571173Biswajit ChongdarNon-Executive - Independent DirectorMember07-08-2023
302167982Ritu BajajNon-Executive - Independent DirectorMember24-08-2023
401560140Rupanjana DeNon-Executive - Independent DirectorChairperson27-08-201726-08-2023
507902184Sheo Raj RaiNon-Executive - Independent DirectorMember26-07-201808-08-2023


Stakeholders Relationship Committee

Whether the Stakeholders Relationship Committee has a Regular ChairpersonYes
SrDIN NumberName of Committee membersCategory 1 of directorsCategory 2 of directorsDate of Appointment Date of CessationRemarks
107571173Biswajit ChongdarNon-Executive - Independent DirectorChairperson07-08-2023
200121539Vishal AgarwalExecutive DirectorMember23-05-2006
302167982Ritu BajajNon-Executive - Independent DirectorMember24-08-2023
407902184Sheo Raj RaiNon-Executive - Independent DirectorChairperson30-01-202208-08-2023
501560140Rupanjana DeNon-Executive - Independent DirectorMember26-07-201826-08-2023


Risk Management Committee

Whether the Risk Management Committee has a Regular Chairperson
SrDIN NumberName of Committee membersCategory 1 of directorsCategory 2 of directorsDate of Appointment Date of CessationRemarks


Corporate Social Responsibility Committee

Whether the Corporate Social Responsibility Committee has a Regular Chairperson
SrDIN NumberName of Committee membersCategory 1 of directorsCategory 2 of directorsDate of Appointment Date of CessationRemarks


Other Committee

SrDIN NumberName of Committee membersName of other committeeCategory 1 of directorsCategory 2 of directorsRemarks

Annexure 1

Annexure 1

III. Meeting of Board of Directors

Disclosure of notes on meeting of board of directors explanatory
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)Notes for not providing DateWhether requirement of Quorum met (Yes/No)Total Number of Directors as on date of the meetingNumber of Directors present* (All directors including Independent Director)No. of Independent Directors attending the meeting*
129-05-2023Yes663
207-08-202369Yes652
324-08-202316Yes642



Annexure 1

IV. Meeting of Committees

Disclosure of notes on meeting of committees explanatory
SrName of CommitteeDate(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 committeeReson for not providing dateWhether requirement of Quorum met (Yes/No)Total Number of Directors in the Committee as on date of the meetingNumber 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)
1Audit Committee29-05-2023Yes3330
2Nomination and remuneration committee29-05-2023Yes3330
3Stakeholders Relationship Committee29-05-2023Yes3320
4Audit Committee07-08-202369Yes3220
5Nomination and remuneration committee07-08-2023Yes3220
6Stakeholders Relationship Committee07-08-2023Yes3210



Annexure 1

IV. Meeting of Committees

SrName of CommitteeDate(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 committeeReson for not providing dateWhether requirement of Quorum met (Yes/No)Total Number of Directors in the Committee as on date of the meetingNumber 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)
7Nomination and remuneration committee24-08-202316Yes3220



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 obtainedYes
2Whether shareholder approval obtained for material RPTYes
3Whether details of RPT entered into pursuant to omnibus approval have been reviewed by Audit CommitteeYes
Disclosure of notes on related party transactions Textual Information(1)


Text Block

Textual Information(1)

Material transaction for the period from 1 July 2023 to 30 September 2023

Sl No.

Name of the Party

Nature of Relationship

Particulars of Contract/ Arrangement

Transaction Value (Rs Crores)

1.

VISA MINMETAL LIMITED

Enterprise over which relatives of KMP has significant influence

Agreement dated 1 November 2015 and subsequent amendments for Sale/Purchase of Goods and conversion arrangement for earning of conversion income by VSL from VML on Arms Length Basis for conversion of raw materials into finished goods, reimbursement of the cost of any raw materials procured by VSL at actuals, reimbursement/recovery of expenses at actuals, advance for major refurbishment and relining of the furnaces, payment of rent charges or any other transactions.

216.62

Note:- 1. The above value is inclusive of Taxes, where applicable

2. The above figures are subject to Limited Review by the statutory auditors




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 1000 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.Yes

Annexure 1

SrSubjectCompliance status
1Name of signatoryAmisha Chaturvedi
2DesignationCompany Secretary and Compliance Officer



Annexure III

III. Affirmations

SrParticularsRegulation NumberCompliance status (Yes/No/NA)If status is “No” details of non-compliance may be given here.
1Copy of the annual report including balance sheet, profit and loss account, directors report, corporate governance report, business responsibility report displayed on website46(2)Yes
2Presence of Chairperson of Audit Committee at the Annual General Meeting18(1)(d)Yes
3Presence of Chairperson of the nomination and remuneration committee at the annual general meeting19(3)NoBecause of his prior commitments.
4Presence of Chairperson of the Stakeholder Relationship committee at the annual general meeting20(3) Yes
5Disclosure of the Secretarial Audit Report of the listed entity and the material subsidiaries in the Annual Report24A(1)Yes
6Submission of Annual Secretarial Compliance Report24A(2)Yes
7Whether “Corporate Governance Report” disclosed in Annual Report34(3) read with para C of Schedule VYes
6




Annexure III

1Name of signatoryAmisha Chaturvedi
2DesignationCompany Secretary and Compliance Officer




Additional Half yearly Disclosure

Applicability of disclosure Not Applicable
Reason for Non Applicability Textual Information(1)

Text Block

Textual Information(1)
Not Applicable




Details of Cyber security incidence

Whether as per Regulation 27(2)(ba) of SEBI (LODR) Regulations, 2015 there has been cyber security incidents or breaches or loss of data or documents during the quarterNo



Signatory Details

Name of signatoryAmisha Chaturvedi
Designation of personCompany Secretary and Compliance Officer
PlaceKolkata
Date18-10-2023