Corporate Governance



General information about company

Scrip Code 500144
NSE Symbol FINCABLES
MSEI Symbol NA
ISIN INE235A01022
Name of the entity Finolex Cables Limited
Date of start of financial year 01-APR-2024
Date of end of financial year 31-MAR-2025
Reporting Quarter Half Yearly
Date of Report 30-Sep-2024
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 NA
Whether the listed entity has a Regular Chairperson No
Whether Chairperson is related to MD or CEO No 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 [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) Reason for Cessation Notes for not providing PAN Notes for not providing DIN
1 Mr. RATNAKAR BARVE ACCPB6441Q 09341821 Executive Director Chairperson 20-Feb-1966 No Active NA 30-Sep-2021 1 0 1 0
2 Mr. ZUBIN F. BILLIMORIA AAFPB1096E 07144644 Non-Executive - Independent Director Not Applicable 27-Dec-1964 No Active Yes 28-Sep-2022 30-Sep-2021 30-Sep-2021 27 1 1 1 1
3 Mr. SRIRAMAN RAGHURAMAN ABSPR3779C 00228061 Non-Executive - Independent Director Not Applicable 21-Feb-1953 No Active Yes 28-Sep-2022 30-Sep-2021 30-Sep-2021 27 1 1 2 1
4 Mrs. VANESSA SINGH CDAPS5367R 09342022 Non-Executive - Independent Director Not Applicable 01-May-1988 No Active Yes 28-Sep-2022 30-Sep-2021 30-Sep-2021 27 1 1 2 0
5 Mr. NIKHIL MANOHAR NAIK AAAPN4293J 00202779 Non-Executive - Non Independent Director Not Applicable 15-Sep-1961 No Active No 30-Sep-2021 1 0 6 0
6 Ms. ANITA UTAMSINGH AABPU2928C 01680585 Non-Executive - Non Independent Director Not Applicable 28-Sep-1955 No Inactive NA 12-Sep-2024 28-Sep-2024 1 0 0 0 Tenure Completion
7 Ms. SHEFALI SHYAM AHQPS5218P 03294051 Non-Executive - Independent Director Not Applicable 09-Feb-1973 No Active No 29-Sep-2024 29-Sep-2024 0 1 0 0 0
8 Mr. SATYANARAYAN BAGLA AABPB5141J 00654582 Non-Executive - Independent Director Not Applicable 02-Nov-1969 No Active No 29-Sep-2024 29-Sep-2024 0 1 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 07144644 ZUBIN F. BILLIMORIA Non-Executive - Independent Director Chairperson 30-Sep-2021
2 00228061 SRIRAMAN RAGHURAMAN Non-Executive - Independent Director Member 30-Sep-2021
3 09342022 VANESSA SINGH Non-Executive - Independent Director Member 30-Sep-2021
4 00202779 NIKHIL MANOHAR NAIK Non-Executive - Non Independent Director Member 09-Feb-2024



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 09342022 VANESSA SINGH Non-Executive - Independent Director Chairperson 30-Sep-2021
2 00228061 SRIRAMAN RAGHURAMAN Non-Executive - Independent Director Member 30-Sep-2021
3 07144644 ZUBIN F. BILLIMORIA Non-Executive - Independent Director Member 30-Sep-2021
4 00202779 NIKHIL MANOHAR NAIK Non-Executive - Non Independent Director Member 30-Sep-2021



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 00228061 SRIRAMAN RAGHURAMAN Non-Executive - Independent Director Chairperson 30-Sep-2021
2 09341821 RATNAKAR BARVE Executive Director Member 30-Sep-2021
3 09342022 VANESSA SINGH Non-Executive - Independent Director Member 30-Sep-2021
4 00202779 NIKHIL MANOHAR NAIK Non-Executive - Non Independent Director Member 30-Sep-2021



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 07144644 ZUBIN F. BILLIMORIA Non-Executive - Independent Director Chairperson 30-Sep-2021
2 09342022 VANESSA SINGH Non-Executive - Independent Director Member 30-Sep-2021
3 09341821 RATNAKAR BARVE Executive Director Member 30-Sep-2021
4 00000000 MAHESH VISWANATHAN Chief Financial Officer Member 08-Nov-2014



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 (Enter dates of Previous quarter and Current quarter in chronological order) 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 23-Apr-2024 true 6 6 3
2 23-May-2024 29 true 6 6 3
3 08-Jun-2024 15 true 6 6 3
4 09-Jul-2024 30 true 5 5 3
5 10-Aug-2024 31 true 5 5 3
6 04-Sep-2024 24 true 5 5 3
7 12-Sep-2024 7 true 5 5 3
8 28-Sep-2024 15 true 6 6 3



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 23-Apr-2024 true 4 4 3 0
2 Audit Committee 23-May-2024 29 true 4 4 3 0
3 Audit Committee 09-Jul-2024 46 true 4 4 3 0
4 Audit Committee 10-Aug-2024 31 true 4 4 3 0
5 Audit Committee 24-Sep-2024 44 true 4 4 3 0
6 Nomination and remuneration committee 23-Apr-2024 true 4 4 3 0
7 Nomination and remuneration committee 12-Sep-2024 141 true 4 4 3 0
8 Nomination and remuneration committee 28-Sep-2024 15 true 4 4 3 0
9 Stakeholders Relationship Committee 09-May-2024 true 4 4 2 0
10 Stakeholders Relationship Committee 13-Jun-2024 34 true 4 4 2 0
11 Stakeholders Relationship Committee 24-Jul-2024 40 true 4 4 2 0
12 Risk Management Committee 17-Aug-2024 86 true 4 4 2 0



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 Yes
Disclosure of notes on related party transactions
Disclosure of notes of material transaction with related party



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 quarter No
Other details of cyber security incidence or breaches or loss of data event
Number of cyber security incidence or breaches or loss of data event occurred during the quarter
Sr Date of the event Brief details of the event



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 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:



Annexure 1
Sr Subject Compliance status
1 Name of signatory GAYATRI BHAGYESH KULKARNI
2 Designation Compliance Officer



Annexure III
III. Affirmations
Sr Particulars Regulation Number Compliance status (Yes/No/NA) If status is No details of non-compliance may be given here.
1 Copy of the annual report including balance sheet, profit and loss account, directors report, corporate governance report, business responsibility report displayed on website 46(2) 0
2 Presence of Chairperson of Audit Committee at the Annual General Meeting 18(1)(d) 0
3 Presence of Chairperson of the nomination and remuneration committee at the annual general meeting 19(3) 0
4 Presence of Chairperson of the Stakeholder Relationship committee at the annual general meeting 20(3) 0
5 Disclosure of the Secretarial Audit Report of the listed entity and the material subsidiaries in the Annual Report 24A(1) 0
6 Submission of Annual Secretarial Compliance Report 24A(2) 0
7 Whether 'Corporate Governance Report' disclosed in Annual Report 34(3) read with para C of Schedule V 0
Any other information to be provided



Annexure III
1 Name of signatory GAYATRI BHAGYESH KULKARNI
2 Designation



Additional Half yearly Disclosure
Applicability of disclosure Not Applicable
Reason for Non Applicability The Company has not givrn any loan/guarantee / comfort letters / securities as mentioned in point no. A, B C
I. Disclosure of Loans/ guarantees/comfort letters /securities etc.refer note below
(A)Any loan or any other form of debt advanced by the listed entity directly or indirectly to
Entity Aggregate amount advanced during six months Balance outstanding at the end of six months
Promoter or any other entity controlled by them
Promoter Group or any other entity controlled by them
Directors (including relatives) or any other entity controlled by them
KMPs or any other entity controlled by them
(B) Any guarantee / comfort letter (by whatever name called) provided by the listed entity directly or indirectly, in connection with any loan(s) or any other form of debt availed By
Entity Type (guarantee, comfort letter etc.) Aggregate amount of issuance during six months Balance outstanding at the end of six months(taking into account any invocation)
Promoter or any other entity controlled by them
Promoter Group or any other entity controlled by them
Directors (including relatives) or any other entity controlled by them
KMPs or any other entity controlled by them
(C) Any security provided by the listed entity directly or indirectly, in connection with any loan(s) or any other form of debt availed by
Entity Type of security (cash, shares etc.) Aggregate value of security provided during six months Balance outstanding at the end of six months
Promoter or any other entity controlled by them
Promoter Group or any other entity controlled by them
Directors (including relatives) or any other entity controlled by them
KMPs or any other entity controlled by them
(D) Additional Information
II. Affirmations
Affirmations Compliance Status Company Remarks
All loans (or other form of debt), guarantees, comfort letters (by whatever name called) or securities in connection with any loan(s) (or other form of debt) given directly or indirectly by the listed entity to promoter(s), promoter group, director(s) (including their relatives), key managerial personnel (including their relatives) or any entity controlled by them are in the economic interest of the company.
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