General information about company

Scrip code500412
NSE SymbolTIRUMALCHM
MSEI SymbolNA
ISININE338A01024
Name of the entityTHIRUMALAI CHEMICALS 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 committeeApplicable
Market Capitalisation as per immediate previous Financial YearTop 1000 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
1MrR RavishankarAAAPR3996E01224361Non-Executive - Independent DirectorNot Applicable25-04-1953
2MrRaj KatariaAAPPK0522Q01960956Non-Executive - Independent DirectorNot Applicable12-10-1955
3MrDhruv MoondhraAGQPM2062C00151532Non-Executive - Independent DirectorNot Applicable17-02-1977
4MrR SampathAALPS9616D00092144Non-Executive - Non Independent DirectorNot Applicable11-11-1944
5MrRamya BharathramAGDPB4141J06367352Executive DirectorNot ApplicableMD24-07-1972
6MrParameshwaran Mohanachandra NairAADPN9746R07326079Non-Executive - Non Independent DirectorNot Applicable03-10-1952
7MrArun RamanathanABMPR1919A00308848Non-Executive - Independent DirectorNot Applicable25-04-1949
8MrRajeev Pandia  AAEPP3004D00021730Non-Executive - Independent DirectorNot Applicable17-12-1949
9MrsBhama KrishnamurthyAAPPK0269A02196839Non-Executive - Independent DirectorNot Applicable19-12-1954
10MrR ParthasarathyAAHPP7475K00092172Executive DirectorChairpersonMD22-12-1950
11MrArun AlagappanAACPA9627P00291361Non-Executive - Independent DirectorNot Applicable19-07-1976

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
9NoActive
10NoActive
11NoActive

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
1NA13-08-201306-08-2019601111
2NA28-01-201306-08-2019602230
3NA10-02-201406-08-2019602200
4Yes25-07-201907-02-201127-07-20222020
5NA03-11-201422-07-2023361000
6NA28-10-201503-10-20221000
7Yes27-07-202219-10-201622-07-2022362221
8NA01-08-201825-07-2019605553
9NA20-03-202007-08-2020606651
10Yes25-07-201926-09-199001-08-2022361000
11NA27-07-202227-07-2022603220



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
101224361R RavishankarNon-Executive - Independent DirectorChairperson13-08-2013
200308848Arun RamanathanNon-Executive - Independent DirectorMember28-10-2017
302196839Bhama KrishnamurthyNon-Executive - Independent DirectorMember12-11-2020
401960956Raj KatariaNon-Executive - Independent DirectorMember13-08-2013
500092144R SampathNon-Executive - Non Independent DirectorMember06-08-2014


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
101960956Raj KatariaNon-Executive - Independent DirectorChairperson13-08-2013
200092144R SampathNon-Executive - Non Independent DirectorMember06-04-2016
300021730Rajeev Pandia  Non-Executive - Independent DirectorMember12-11-2020


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
100308848Arun RamanathanNon-Executive - Independent DirectorChairperson28-10-2017
201960956Raj KatariaNon-Executive - Independent DirectorMember13-08-2013
300092144R SampathNon-Executive - Non Independent DirectorMember06-08-2014


Risk Management Committee

Whether the Risk Management Committee has a Regular ChairpersonYes
SrDIN NumberName of Committee membersCategory 1 of directorsCategory 2 of directorsDate of Appointment Date of CessationRemarks
100021730Rajeev Pandia  Non-Executive - Independent DirectorChairperson26-05-2021
206367352Ramya BharathramExecutive DirectorMember26-05-2021
300151532Dhruv MoondhraNon-Executive - Independent DirectorMember26-05-2021
499999999Sanjay SinhaExecutiveMember26-05-2021Textual Information(1)
599999999B KrishnamurthyExecutiveMember26-05-2021Textual Information(2)

Sr Text Block

Textual Information(1)
Company Executive
Textual Information(2)
Company Executive


Corporate Social Responsibility Committee

Whether the Corporate Social Responsibility Committee has a Regular ChairpersonYes
SrDIN NumberName of Committee membersCategory 1 of directorsCategory 2 of directorsDate of Appointment Date of CessationRemarks
100308848Arun RamanathanNon-Executive - Independent DirectorChairperson06-05-2019
202196839Bhama KrishnamurthyNon-Executive - Independent DirectorMember12-11-2020
300092144R SampathNon-Executive - Non Independent DirectorMember06-05-2019


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*
117-05-2023Yes1196
222-07-202365Yes11117



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 Committee16-05-2023Yes5330
2Audit Committee21-07-202365Yes5540
3Risk Management Committee13-07-2023Yes3112



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 CommitteeYes


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)Yes
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 signatoryT.Rajagopalan
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)Yes
4Presence of Chairperson of the Stakeholder Relationship committee at the annual general meeting20(3) NoComplied - As per Sec 178 (7) a member of the Stakeholder Relationship Committee, as duly nominated by its Chairman, was presented at the Annual General Meeting.
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 signatoryT.Rajagopalan
2DesignationCompany Secretary and Compliance Officer




Additional Half yearly Disclosure

Applicability of disclosure Applicable
Reason for Non Applicability Textual Information(1)

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
EntityAggregate amount advanced during six monthsBalance outstanding at the end of six months
Promoter or any other entity controlled by them00
Promoter Group or any other entity controlled by them00
Directors (including relatives) or any other entity controlled by them00
KMPs or any other entity controlled by them00

(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

EntityType (guarantee, comfort letter etc.)Aggregate amount of issuance during six monthsBalance outstanding at the end of six months(taking into account any invocation)
Promoter or any other entity controlled by them000
Promoter Group or any other entity controlled by them000
Directors (including relatives) or any other entity controlled by them000
KMPs or any other entity controlled by them000

(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

EntityType of security (cash, shares etc.)Aggregate value of security provided during six monthsBalance outstanding at the end of six months
Promoter or any other entity controlled by them000
Promoter Group or any other entity controlled by them000
Directors (including relatives) or any other entity controlled by them 000
KMPs or any other entity controlled by them000
(D) Additional InformationTextual Information(2)

II. Affirmations

AffirmationsCompliance StatusCompany 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.YesTextual Information(3)
Name Mrs Ramya Bharathram
Designation CFO
Place Chennai
Date05-10-2023

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 signatoryT.Rajagopalan
Designation of personCompany Secretary and Compliance Officer
PlaceTHANE
Date05-10-2023