POLICY ON DETERMINATION OF MATERIALITY OF EVENTS / INFORMATION AND

DISCLOSURE/ DISSEMINATION OF MATERIAL EVENTS/ INFORMATION

Introduction

Under r egulation 30 of SEBI (Listing Obligations and Disclosure Requir ements) Regulations, 2015

(‘SEBI LODR Regulations’) a listed entity shall disclose to stock exchange(s) all events or

infor mation, w hich are material, as soon as r easonably possible and not later than twenty four

hour s from the occur r ence of event or infor mation.

iii. In addition to the above, Par as C and D of Part A of Schedule III of the LODR mandate disclosure

of the follow ing:

a. major developments that ar e likely to affect business;

b. any change in accounting policies that may have a significant impact on the accounts of the

Company;

c. any other infor mation w hich is exclusively know n to the Company w hich may be necessar y to

enable the holder s of securities of the Company to appr aise its position and to avoid the

establishment of a false market in such securities; and

d. any other disclosur es as may be specified by SEBI fr om time to time.

shall make disclosur e to stock exchange(s):

A. Events w hich shall be disclosed w ithout any application of the guidelines for

materiality as specified in sub regulation (4) of r egulation (30):

1. Acquisition(s) (including agreement to acquire), Scheme of Ar r angement

(amalgamation / mer ger/ demerger/ restructur ing), or sale or disposal of any unit(s),

Division (s) or subsidiar y of the listed entity or any other restructuring.

Explanation- For the purpose of this sub par a, the w or d 'acquisition' shall mean,-

(i) acquir ing control, w hether dir ectly or indir ectly; or ,

(ii) acquir ing or agreeing to acquir e shares or voting rights in, a company, w hether

(b)

there has been a change in holding from the last disclosur e made under

sub

-

clause (a) of clause (ii) of the Explanation to

this sub

-

par a and such

change exceeds two per cent of the total shar eholding or voting r ights

in the said company.

terms or

structur e of existing secur ities including forfeiture,

reissue of for feited secur ities,

alteration of calls, redemption of securities etc.

3.

Revision in Rating(s).

4.

Outcome of Meetings of the board of dir ector s: The listed

entity shall disclose to

the Exchange(s), w ithin 30 minutes of the closure of the meeting, held to consider

;

c)

the decision on buyback of secur ities;

d)

the decision w ith

respect to fund r aising pr oposed to be under taken

e)

increase in capital by issue

of bonus shares through capitalization including

the date on w hich such bonus shar es

g)

shor t par ticular s of any other alter ations of capital, including calls;

h)

financial results;

i)

decision on voluntary delisting by the listed entity from stock exchange(s).

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5.

Agreements (viz. shar eholder agreement(s), joint venture agreement(s), family

settlement agreement(s) (to the extent that it impacts management and control of

Fr aud/ defaults by pr omoter or key managerial per sonnel or by list

ed entity or

arrest of key manager ial per sonnel or pr omoter .

7.

Change in dir ectors, key manager ial personnel (Managing Dir ector , Chief

Executive Officer , Chief Financial Officer , Company Secretar y etc.), Auditor and

Compliance Officer .

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[

(7A) In case of res

an independent dir ector of the listed entity, w ithin seven days from the date of

resignation, the following disclosures shall be made t

o the stock exchanges by the

listed entities:

i.

Detailed r easons for the r esignation of independent director s as given by the

said director shall be disclosed by the listed entities to the stock exchanges.

ii.

The independent director shall, along w ith th

e detailed r easons, also pr ovide a

clause (i) above.]

8.

Appointment or discontinuation of shar e transfer agent.

9.

Corpor ate debt restructuring.

10.

One time settlement w ith a bank.

11.

Refer ence to BIFR and w inding

-

13.

Pr oceedings of Annual and extraor dinar y general meetings of the

listed entity.

14.

Amendments to memorandum and ar ticles of association of listed entity, in br ief.

15.

Schedule of Analyst or institutional investor meet and presentations on financial

results made by the listed entity to analysts or institutional investors;

[

16

t;

b)

Filing of application by financial creditor s for initiation of CIRP

against the cor porate debtor, also specifying the amount of default;

c)

Admission of application by the Tr ibunal, along w ith amount of

default or r ejection or withdr aw al, as applicable ;

d)

P

ublic announcement made pur suant to or der passed by the Tr ibunal

w.e.f. 1.4.2019.

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e)

List of creditors as r equired to be displayed by the corporate debtor

under r egulation 13(2)(c) of the IBBI (Insolvency Resolution Process

for Cor por ate P

ersons) Regulations, 2016;

f)

Appointment/ Replacement of the Resolution Professional;

g)

25(2)(h) of Insolvency Code

i

n the Form specified under regulation

36A(5) of the IBBI (Insolvency Resolution Pr ocess for Corporate

Per sons) Regulations, 2016;

i)

Number of resolution plans received by Resolution Pr ofessional;

j)

Filing of resolution plan w ith the Tribunal;

m) Appr oval of r e

secrets.]

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B.

Events

which shall be disclosed upon application of the guidelines for

materiality referr ed sub

-

regulation (4) of regulation (30):

1.

Commencement or any postponement in the date of commencement of

or closur e of operations of any unit/ division (entire

ty or

piecemeal).

3.

Capacity addition or pr oduct launch.

4.

Aw ar ding, bagging/ receiving, amendment or termination of aw arded/ bagged

order s/ contr acts not in the nor mal cour se of business.

5.

Agreements (viz. loan agreement(s) (as a bor r ower ) or any other agreemen