General information about company | |
| Scrip code | 534425 |
| NSE Symbol | SPECIALITY |
| MSEI Symbol | NOTLISTED |
| ISIN | INE247M01014 |
| Name of the entity | Speciality Restaurants Limited |
| Date of start of financial year | 01-04-2024 |
| Date of end of financial year | 31-03-2025 |
| Reporting Quarter | Quarterly |
| Date of Report | 30-06-2024 |
| Risk management committee | Not Applicable |
| Market Capitalisation as per immediate previous Financial Year | Top 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 | Textual Information(1) | ||||||||||||||||||||||||
| Whether the listed entity has a Regular Chairperson | Yes | ||||||||||||||||||||||||
| Whether Chairperson is related to MD or CEO | Yes | ||||||||||||||||||||||||
| 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 | |||||||||||||||||
| 1 | Mr | Anjanmoy Chatterjee | AABPC1526A | 00200443 | Executive Director | Chairperson | MD | 16-02-1959 | |||||||||||||||||
| 2 | Mrs | Suchhanda Anjan Chatterjee | AADPC1258M | 00226893 | Executive Director | Not Applicable | 09-10-1965 | ||||||||||||||||||
| 3 | Mr | Indranil Ananda Chatterjee | AAJPC2507R | 00200577 | Executive Director | Not Applicable | 22-04-1960 | ||||||||||||||||||
| 4 | Mr | Avik Anjan Chatterjee | AABPC1530E | 06452245 | Executive Director | Not Applicable | 15-02-1992 | ||||||||||||||||||
| 5 | Mr | Dushyant Rajnikant Mehta | AGKPM6791N | 00126977 | Non-Executive - Independent Director | Not Applicable | 02-10-1955 | ||||||||||||||||||
| 6 | Mr | Ullal Ravindra Bhat | AIJPB8747Q | 00008425 | Non-Executive - Independent Director | Not Applicable | 14-10-1951 | ||||||||||||||||||
| 7 | Mr | Rakeshkumar Pandey | AAEPP7640P | 00113227 | Non-Executive - Independent Director | Not Applicable | 18-09-1956 | ||||||||||||||||||
| 8 | Mrs | Anita Bandyopadhyay | AEZPB0150M | 08672071 | Non-Executive - Independent Director | Not Applicable | 05-11-1968 | ||||||||||||||||||
| 9 | Mr | Rakesh Mathur | AEBPM7109P | 02285801 | Non-Executive - Independent Director | Not Applicable | 06-09-1951 | ||||||||||||||||||
I. Composition of Board of Directors | |||||||||||||||||||||||||
Disqualification of Directors under section 164 of the Companies Act, 2013 | |||||||||||||||||||||||||
| Sr | Whether the director is disqualified? | Start Date of disqualification | End Date of disqualification | Details of disqualification | Current status | ||||||||||||||||||||
| 1 | No | Active | |||||||||||||||||||||||
| 2 | No | Active | |||||||||||||||||||||||
| 3 | No | Active | |||||||||||||||||||||||
| 4 | No | Active | |||||||||||||||||||||||
| 5 | No | Active | |||||||||||||||||||||||
| 6 | No | Active | |||||||||||||||||||||||
| 7 | No | Active | |||||||||||||||||||||||
| 8 | No | Active | |||||||||||||||||||||||
| 9 | No | Active | |||||||||||||||||||||||
I. Composition of Board of Directors | |||||||||||||||||||||||||||
| Sr | 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 | NA | 01-12-1999 | 27-12-2023 | 2 | 1 | 2 | 0 | ||||||||||||||||||||
| 2 | NA | 01-12-1999 | 01-07-2021 | 1 | 0 | 0 | 0 | ||||||||||||||||||||
| 3 | NA | 18-08-2005 | 03-02-2023 | 1 | 0 | 1 | 0 | ||||||||||||||||||||
| 4 | NA | 03-02-2020 | 03-02-2023 | 1 | 0 | 0 | 0 | ||||||||||||||||||||
| 5 | NA | 01-04-2014 | 01-04-2019 | 01-04-2024 | 120 | 1 | 1 | 1 | 0 | Tenure Completion | |||||||||||||||||
| 6 | Yes | 20-09-2021 | 28-04-2017 | 28-04-2022 | 86.04 | 4 | 4 | 0 | 4 | ||||||||||||||||||
| 7 | NA | 29-11-2017 | 29-11-2022 | 79.03 | 1 | 1 | 1 | 0 | |||||||||||||||||||
| 8 | NA | 03-02-2020 | 03-02-2020 | 52.29 | 3 | 3 | 0 | 1 | |||||||||||||||||||
| 9 | Yes | 08-05-2024 | 01-04-2024 | 01-04-2024 | 3 | 1 | 1 | 0 | 0 | ||||||||||||||||||
Text Block | |
| Textual Information(1) | 1. Mr. Anjanmoy Chatterjee is one of the promoter and Chairman and Managing Director of the Company.
2. The Board at its Meeting held on 17.01.2024 appointed Mr. Rakesh Mathur as an Independent Director with effect from 01.04.2024 upto 31.03.2029. The Members approved appointment of Mr. Rakesh Mathur as an Independent Director vide Postal Ballot Resolution approved on 08.05.2024.
3. The Board at its Meeting held on 27.03.2024, re-appointed Mrs. Suchhanda Chatterjee as a Whole-time Director for a further period of five years, with effect from 01.07.2024. The Members approved appointment of Mrs. Suchhanda Chatterjee as a Whole-time Director vide Postal Ballot Resolution approved on 08.05.2024.
4. Mr. Dushyant Mehta has completed his second tenure of five consecutive years on March 31, 2024 and consequently ceased to be Independent Director of the Company.
5. The Board at its Meeting held on May 14, 2024 re-appointed Dr. Anita Bandyopadhyay (DIN: 08672071) as an Independent Director of the Company for the second term of five (5) consecutive years commencing from February 3, 2025 upto February 2, 2030, subject to approval of the Members of the Company at the ensuing AGM of the Company.
6. The Board on 19.06.2024 approved Appointment of Mr. Aditya Ghosh (DIN: 01243445), as an Additional Director in the category of Non-Executive Non-Independent Director of the Company with effect from July 1, 2024, liable to retire by rotation, subject to approval of the Shareholders of the Company in the ensuing Annual General Meeting and Appointment of Mr. Utkarsh Sinha (DIN: 07809054), as an Additional Director in the category of Non-Executive Independent Director of the Company, for a first term of five (5) consecutive years commencing from July 1, 2024 upto June 30, 2029, not liable to retire by rotation, subject to approval of the Shareholders of the Company in the ensuing Annual General Meeting. |
Annexure 1 | |||||||
II. Composition of Committees | |||||||
| Disclosure of notes on composition of committees explanatory | Textual Information(1) | ||||||
Annexure 1 Text Block | |
| Textual Information(1) | The Company at its Board Meeting held on November 13, 2021 voluntarily constituted the Risk Management Committee of the Board which consist of the following Members, namely
Mr. Rakesh Pandey Chairman
Mr. Ullal R. Bhat - Member
Mr. Indranil Chatterjee - Member
Mr. Rajesh Kumar Mohta - Member |
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 | 00008425 | Ullal Ravindra Bhat | Non-Executive - Independent Director | Chairperson | 28-04-2017 | Textual Information(1) | |
| 2 | 00200443 | Anjanmoy Chatterjee | Executive Director | Member | 02-03-2011 | ||
| 3 | 00126977 | Dushyant Rajnikant Mehta | Non-Executive - Independent Director | Member | 08-10-2011 | 01-04-2024 | Textual Information(2) |
| 4 | 00113227 | Rakeshkumar Pandey | Non-Executive - Independent Director | Member | 12-12-2017 | ||
Sr Text Block | |
| Textual Information(1) | Appointed as a Member with effect from 28.04.2017 and as Chairman with effect from 27.05.2017. |
| Textual Information(2) | Mr. Dushyant Mehta has completed his second tenure of five consecutive years on March 31, 2024 and consequently ceased to be Independent Director of the Company. |
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 | 00113227 | Rakeshkumar Pandey | Non-Executive - Independent Director | Chairperson | 12-12-2017 | Textual Information(1) | |
| 2 | 00126977 | Dushyant Rajnikant Mehta | Non-Executive - Independent Director | Member | 02-03-2011 | 01-04-2024 | Textual Information(2) |
| 3 | 00008425 | Ullal Ravindra Bhat | Non-Executive - Independent Director | Member | 28-04-2017 | ||
| 4 | 08672071 | Anita Bandyopadhyay | Non-Executive - Independent Director | Member | 14-08-2021 | ||
Sr Text Block | |
| Textual Information(1) | Appointed as a Member with effect from 12.12.2017 and as Chairman with effect from 11.02.2021. |
| Textual Information(2) | Mr. Dushyant Mehta has completed his second tenure of five consecutive years on March 31, 2024 and consequently ceased to be Independent Director of the Company. |
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 | 08672071 | Anita Bandyopadhyay | Non-Executive - Independent Director | Chairperson | 11-02-2021 | Textual Information(1) | |
| 2 | 00200443 | Anjanmoy Chatterjee | Executive Director | Member | 02-03-2011 | ||
| 3 | 00200577 | Indranil Ananda Chatterjee | Executive Director | Member | 02-03-2011 | ||
Sr Text Block | |
| Textual Information(1) | Appointed as Member and Chairman with effect from 11.02.2021. |
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 | 00113227 | Rakeshkumar Pandey | Non-Executive - Independent Director | Chairperson | 13-11-2021 | ||
| 2 | 00008425 | Ullal Ravindra Bhat | Non-Executive - Independent Director | Member | 13-11-2021 | ||
| 3 | 00200577 | Indranil Ananda Chatterjee | Executive Director | Member | 13-11-2021 | ||
| 4 | 99999999 | Rajesh Kumar Mohta | Executive Director Finance and CFO | Member | 13-11-2021 | Textual Information(1) | |
Sr Text Block | |
| Textual Information(1) | Mr. Rajesh Kumar Mohta, Executive Director - Finance and CFO is Member of Risk Management Committee. |
Corporate Social Responsibility Committee | |||||||
| Whether the Corporate Social Responsibility 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 | 00126977 | Dushyant Rajnikant Mehta | Non-Executive - Independent Director | Chairperson | 28-05-2014 | 01-04-2024 | Textual Information(1) |
| 2 | 00226893 | Suchhanda Anjan Chatterjee | Executive Director | Member | 28-05-2014 | ||
| 3 | 00008425 | Ullal Ravindra Bhat | Non-Executive - Independent Director | Member | 28-04-2017 | ||
| 4 | 08672071 | Anita Bandyopadhyay | Non-Executive - Independent Director | Chairperson | 01-04-2024 | Textual Information(2) | |
| 5 | 02285801 | Rakesh Mathur | Non-Executive - Independent Director | Member | 01-04-2024 | Textual Information(3) | |
Sr Text Block | |
| Textual Information(1) | Appointed as Member with effect from 28.05.2014 and as Chairman with effect from 28.04.2017.
Mr. Dushyant Mehta has completed his second tenure of five consecutive years on March 31, 2024 and consequently ceased to be Independent Director of the Company. |
| Textual Information(2) | Appointed as Member with effect from 01.04.2024 and as Chairman with effect from 01.04.2024. |
| Textual Information(3) | Appointed as Member with effect from 01.04.2024. |
Other Committee | ||||||
| Sr | DIN Number | Name of Committee members | Name of other committee | Category 1 of directors | Category 2 of directors | Remarks |
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 (if any) in the previous quarter | Date(s) of meeting (if any) in the current quarter | 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 | 17-01-2024 | Yes | 8 | 8 | 4 | |||
| 2 | 27-03-2024 | 69 | Yes | 8 | 6 | 4 | ||
| 3 | 14-05-2024 | 47 | Yes | 8 | 8 | 4 | ||
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 | 17-01-2024 | Yes | 4 | 4 | 3 | 0 | |||
| 2 | Audit Committee | 27-03-2024 | 69 | Yes | 4 | 4 | 3 | 0 | ||
| 3 | Audit Committee | 14-05-2024 | 47 | Yes | 3 | 3 | 2 | 0 | ||
| 4 | Nomination and remuneration committee | 17-01-2024 | Yes | 4 | 4 | 4 | 0 | |||
| 5 | Nomination and remuneration committee | 27-03-2024 | 69 | Yes | 4 | 4 | 4 | 0 | ||
| 6 | Nomination and remuneration committee | 09-05-2024 | 42 | Yes | 3 | 3 | 3 | 0 | ||
Annexure 1 | ||||||||||
IV. Meeting of Committees | ||||||||||
| 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) |
| 7 | Nomination and remuneration committee | 19-06-2024 | 40 | Yes | 3 | 3 | 3 | 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 | Yes | |
| 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 | |
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) | NA | |
| 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: | Textual Information(1) | |
Annexure 1 | ||
| Sr | Subject | Compliance status |
| 1 | Name of signatory | Avinash Kinhikar |
| 2 | Designation | Company Secretary and Compliance Officer |
Text Block | |
| Textual Information(1) | The report submitted for the previous quarter ended 31.03.2024 was placed before the Board of Directors at their Meeting held on 14.05.2024 and there were no comments/observations/advice of the Board of Directors. |
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 | |
| 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 |
Signatory Details | |
| Name of signatory | Avinash Kinhikar |
| Designation of person | Company Secretary and Compliance Officer |
| Place | Mumbai |
| Date | 16-07-2024 |