General information about company

Scrip code531390
NSE Symbol
MSEI Symbol
ISININE890B01014
Name of the entityUpsurge Investment & Finance 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 YearAny other



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 explanatoryTextual Information(1)
Whether the listed entity has a Regular ChairpersonNo
Whether Chairperson is related to MD or CEONo
SrTitle (Mr / Ms)Name of the DirectorPANDINCategory 1 of directorsCategory 2 of directorsCategory 3 of directors Date of Birth
1MrDAYAKRISHNA GOYALAACPG8766B00398539Executive DirectorNot ApplicableMD04-05-1968
2MrHANSRAJ BHAGWANLAL GOYALAAIPG7087M00398273Non-Executive - Independent DirectorNot Applicable29-03-1969
3MrsPRATIBHA DAYAKRISHNA GOYAL AHAPG4289L00399056Non-Executive - Non Independent DirectorNot Applicable12-04-1975
4MrDINESH SURESH VIJAYVARGIAABPPV4827N01131902Non-Executive - Independent DirectorNot Applicable13-09-1967

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

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
1NA01-04-199529-07-2022871020
2NA27-07-200930-09-20191081111
3NA08-08-20141001
4NA24-03-200330-09-20191081110


Text Block

Textual Information(1)
Company is having Optimum combination of Executive and Non Executive Director with atleast one woman director and atleast 50% of directors are non executive directors.




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
100398273HANSRAJ BHAGWANLAL GOYALNon-Executive - Independent DirectorChairperson27-09-2009
200398539DAYAKRISHNA GOYALExecutive DirectorMember28-08-2001
301131902DINESH SURESH VIJAYVARGIANon-Executive - Independent DirectorMember24-03-2003


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
101131902DINESH SURESH VIJAYVARGIANon-Executive - Independent DirectorChairperson24-03-2003
200398273HANSRAJ BHAGWANLAL GOYALNon-Executive - Independent DirectorMember27-03-2009
300399056PRATIBHA DAYAKRISHNA GOYAL Non-Executive - Non Independent DirectorMember08-08-2014


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
100399056PRATIBHA DAYAKRISHNA GOYAL Non-Executive - Non Independent DirectorChairperson08-08-2014
200398273HANSRAJ BHAGWANLAL GOYALNon-Executive - Independent DirectorMember27-07-2009
300398539DAYAKRISHNA GOYALExecutive DirectorMember23-01-2019


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 ChairpersonYes
SrDIN NumberName of Committee membersCategory 1 of directorsCategory 2 of directorsDate of Appointment Date of CessationRemarks
100398539DAYAKRISHNA GOYALExecutive DirectorChairperson23-05-2022
200399056PRATIBHA DAYAKRISHNA GOYAL Non-Executive - Non Independent DirectorMember23-05-2022
300398273HANSRAJ BHAGWANLAL GOYALNon-Executive - Independent DirectorMember23-05-2022


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*
125-04-2023Yes442
222-05-202326Yes442
310-08-202379Yes442
409-09-202329Yes442



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 Committee22-05-2023Yes3321
2Audit Committee10-08-202379Yes3321
3Nomination and remuneration committee05-04-2023
The Nomination and Remuneration Committee meeting took place on April 5, 2023. Regrettably, this meeting was inadvertently omitted from the previous Corporate Governance Report. So, including the details of the meeting in the CGR for this quarter.
Yes3320
4Stakeholders Relationship Committee22-05-202346
The stakeholder Committee meeting took place on May 22, 2023. Regrettably, this meeting was inadvertently omitted from the previous Corporate Governance Report. So, including the details of the meeting in the CGR for this quarter.
Yes3310
5Stakeholders Relationship Committee09-09-2023109Yes3310
6Corporate Social Responsibility Committee10-08-2023Yes3310



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 RPTNA
3Whether details of RPT entered into pursuant to omnibus approval have been reviewed by Audit CommitteeNA


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 signatoryDayakrishna Goyal
2DesignationManaging Director



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) 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 signatoryDayakrishna Goyal
2DesignationManaging Director




Additional Half yearly Disclosure

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

Text Block

Textual Information(1)
Note: During the half year ended September 30, 2023:
a. No loan or any other form of debt has been advanced by the Company to the specified categories of entities in respect of whom disclosure is required;
b. No gurantee/ comfort letter (by whatever name called) has been provided by the Company in connection with any loan or any other form of debt availed by the specified categories in respect of whom disclosure is required;
c. No security has been provided by the Company in connection with any loan(s) or any other form of debt availed by the specified categories of entities in respect of whom disclosure is required.
Hence, applicability of the disclosure has been mentioned as '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 signatoryDayakrishna Goyal
Designation of personManaging Director
PlaceMumbai
Date12-10-2023