General information about company

Scrip code532051
NSE SymbolSWELECTES
MSEI SymbolNOTLISTED
ISININE409B01013
Name of the entitySWELECT ENERGY SYSTEMS LIMITED
Date of start of financial year01-04-2021
Date of end of financial year31-03-2022
Reporting QuarterYearly
Date of Report31-03-2022
Risk management committeeNot Applicable
Market Capitalisation as per immediate previous Financial YearTop 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
Whether the listed entity has a Regular ChairpersonYes
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 BirthWhether 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 (Refer Regulation 17A(1) of Listing RegulationsNumber 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
1MrSUNDARAM ANNADURAIAAGPA6898N00137561Non-Executive - Independent DirectorChairperson31-07-1949NA28-06-201728-06-2017571110
2MrCHELLAPPAN GOUNDER RAMASAMYAACPC5070G00016958Executive DirectorNot ApplicableMD08-05-1953NA12-09-199401-05-20201000
3MrBALAN ARTHANARIAEDPB0538H00017091Executive DirectorNot Applicable10-05-1953NA03-10-201503-10-20201000
4MrNACHIAPPAN KONGANAPURAM VENKATESANABWPN7227K00017182Executive DirectorNot Applicable30-09-1965NA20-04-201820-04-20181010



I. Composition of Board of Directors

Disclosure of notes on composition of board of directors explanatory

Whether the listed entity has a Regular Chairperson

SrTitle (Mr / Ms)Name of the DirectorPANDINCategory 1 of directorsCategory 2 of directorsCategory 3 of directors Date of BirthWhether 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 (Refer Regulation 17A(1) of Listing RegulationsNumber 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
5MrRAGHUNATH VENKATAGIRI CHELLAPPANAJRPR3760L00703922Executive DirectorNot Applicable11-07-1981NA11-11-201328-07-20191000
6MrsJAYASHREE NACHIAPPANAAFPJ3283P03173327Non-Executive - Non Independent DirectorNot Applicable15-12-1966NA13-08-201213-08-20121020
7MrGNANASEKAR SUKUMAR SAMUELAASPS4434L05284689Non-Executive - Independent DirectorNot Applicable31-05-1951NA03-10-201528-07-2021682212
8MrKRISHNAN SUDARSANAMAAKPK9127A07163629Non-Executive - Independent DirectorNot Applicable01-06-1961NA23-07-201801-04-2019441100



I. Composition of Board of Directors

Disclosure of notes on composition of board of directors explanatory

Whether the listed entity has a Regular Chairperson

SrTitle (Mr / Ms)Name of the DirectorPANDINCategory 1 of directorsCategory 2 of directorsCategory 3 of directors Date of BirthWhether 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 (Refer Regulation 17A(1) of Listing RegulationsNumber 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
9MrsMIRUNALINI VENKATAGIRI CHELLAPPANAOBPM7488M07860175Executive DirectorNot Applicable08-12-1984NA28-06-201728-06-20171000
10MrINIYAN SELVARAJANAAEPI8209H08355447Non-Executive - Independent DirectorNot Applicable28-05-1961NA01-04-201901-04-2019361100




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
105284689GNANASEKAR SUKUMAR SAMUELNon-Executive - Independent DirectorChairperson10-05-2018
200137561SUNDARAM ANNADURAINon-Executive - Independent DirectorMember10-05-2018
303173327JAYASHREE NACHIAPPANNon-Executive - Non Independent DirectorMember05-08-2013


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
105284689GNANASEKAR SUKUMAR SAMUELNon-Executive - Independent DirectorChairperson10-05-2018
207163629KRISHNAN SUDARSANAMNon-Executive - Independent DirectorMember01-04-2019
303173327JAYASHREE NACHIAPPANNon-Executive - Non Independent DirectorMember03-10-2015


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
105284689GNANASEKAR SUKUMAR SAMUELNon-Executive - Independent DirectorChairperson01-04-2019
200017182NACHIAPPAN KONGANAPURAM VENKATESANExecutive DirectorMember01-04-2019
303173327JAYASHREE NACHIAPPANNon-Executive - Non Independent DirectorMember05-11-2012


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
100016958CHELLAPPAN GOUNDER RAMASAMYExecutive DirectorChairperson01-04-2008
200703922RAGHUNATH VENKATAGIRI CHELLAPPANExecutive DirectorMember06-02-2014
303173327JAYASHREE NACHIAPPANNon-Executive - Non Independent DirectorMember06-02-2014


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
100137561SUNDARAM ANNADURAINon-Executive - Independent DirectorChairperson01-04-2019
200016958CHELLAPPAN GOUNDER RAMASAMYExecutive DirectorMember06-02-2014
300703922RAGHUNATH VENKATAGIRI CHELLAPPANExecutive DirectorMember06-02-2014


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)Number of Directors present* (All directors including Independent Director)No. of Independent Directors attending the meeting*
102-11-2021Yes104
209-02-202298Yes104



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)Number of Directors present* (All directors including Independent Director)No. of Independent Directors attending the meeting*
1Audit Committee02-11-2021Yes32
2Audit Committee09-02-202298Yes32
3Corporate Social Responsibility Committee02-11-2021Yes31
4Corporate Social Responsibility Committee09-02-2022Yes31
5Stakeholders Relationship Committee08-02-2022Yes31
6Nomination and remuneration committee09-02-2022Yes32



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 RPTYes
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 500 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
9Any comments/observations/advice of Board of Directors may be mentioned here:Textual Information(1)

Annexure 1

SrSubjectCompliance status
1Name of signatoryR SATHISHKUMAR
2DesignationCompany Secretary and Compliance Officer



Text Block

Textual Information(1)

The report of the previous quarter was placed at the Board Meeting held on 09.02.2022 and there were no comments or observations. This report will be placed in the ensuing Board Meeting for comments/observation/advice of the Board Members.




Annexure II

Annexure II to be submitted by listed entity at the end of the financial year (for the whole of financial year)

I. Disclosure on website in terms of Listing Regulations

SrItemCompliance status (Yes/No/NA)If status is “No” details of non-compliance may be given here.Web address
1Details of businessYesswelectes.com
2Terms and conditions of appointment of independent directorsYesswelectes.com/investors/
3Composition of various committees of board of directorsYesswelectes.com/investors/
4Code of conduct of board of directors and senior management personnelYesswelectes.com/investors/
5Details of establishment of vigil mechanism/ Whistle Blower policyYesswelectes.com/investors/
6Criteria of making payments to non-executive directorsYesswelectes.com/investors/
7Policy on dealing with related party transactionsYesswelectes.com/investors/
8Policy for determining ‘material’ subsidiariesYesswelectes.com/investors/
9Details of familiarization programmes imparted to independent directorsYesswelectes.com/investors/

Annexure II

Annexure II to be submitted by listed entity at the end of the financial year (for the whole of financial year)

I. Disclosure on website in terms of Listing Regulations

SrItemCompliance status (Yes/No/NA)If status is “No” details of non-compliance may be given here.Web address
10Contact information of the designated officials of the listed entity who are responsible for assisting and handling investor grievancesYesswelectes.com/investors/
11email address for grievance redressal and other relevant detailsYesswelectes.com/investors/
12Financial resultsYesswelectes.com/investors/
13Shareholding patternYesswelectes.com/investors/
14Details of agreements entered into with the media companies and/or their associatesNA
15Schedule of analyst or institutional investor meet and presentations made by the listed entity to analysts or institutional investors simultaneously with submission to stock exchangeNA
16New name and the old name of the listed entityNA
17Advertisements as per regulation 47 (1)Yesswelectes.com/investors/
18Credit rating or revision in credit rating obtainedYesswelectes.com/investors/
19Separate audited financial statements of each subsidiary of the listed entity in respect of a relevant financial yearYesswelectes.com/investors/
20Whether company has provided information under separate section on its website as per Regulation 46(2)Yesswelectes.com/investors/
21Materiality Policy as per Regulation 30Yesswelectes.com/investors/
22Dividend Distribution policy as per Regulation 43A (as applicable)NA
23It is certified that these contents on the website of the listed entity are correctYesswelectes.com/investors/


Annexure II

II. Annual Affirmations

SrParticularsRegulation NumberCompliance status (Yes/No/NA)If status is “No” details of non-compliance may be given here.
1Independent director(s) have been appointed in terms of specified criteria of ‘independence’ and/or ‘eligibility’16(1)(b) & 25(6)Yes
2Board composition17(1), 17(1A) & 17(1B)Yes
3Meeting of Board of directors17(2)Yes
4Quorum of Board meeting17(2A)Yes
5Review of Compliance Reports17(3)Yes
6Plans for orderly succession for appointments17(4)Yes
7Code of Conduct17(5)Yes
8Fees/compensation17(6)Yes
9Minimum Information17(7)Yes
10Compliance Certificate17(8)Yes

Annexure II

II. Annual Affirmations

SrParticularsRegulation NumberCompliance status (Yes/No/NA)If status is “No” details of non-compliance may be given here.
11Risk Assessment & Management17(9)Yes
12Performance Evaluation of Independent Directors17(10)Yes
13Recommendation of Board17(11)Yes
14Maximum number of Directorships17AYes
15Composition of Audit Committee18(1)Yes
16Meeting of Audit Committee18(2)Yes
17Composition of nomination & remuneration committee19(1) & (2)Yes
18Quorum of Nomination and Remuneration Committee meeting19(2A)Yes
19Meeting of Nomination and Remuneration Committee19(3A)Yes
20Composition of Stakeholder Relationship Committee20(1), 20(2) & 20(2A)Yes

Annexure II

II. Annual Affirmations

SrParticularsRegulation NumberCompliance status (Yes/No/NA)If status is “No” details of non-compliance may be given here.
21Meeting of Stakeholders Relationship Committee20(3A)Yes
22Composition and role of risk management committee21(1),(2),(3),(4)NA
23Meeting of Risk Management Committee21(3A)NA
24Vigil Mechanism22Yes
25Policy for related party Transaction23(1),(1A),(5),(6),(7) & (8)Yes
26Prior or Omnibus approval of Audit Committee for all related party transactions23(2), (3)Yes
27Approval for material related party transactions23(4)Yes
28Disclosure of related party transactions on consolidated basis23(9)Yes
29Composition of Board of Directors of unlisted material Subsidiary24(1)Yes
30Other Corporate Governance requirements with respect to subsidiary of listed entity24(2),(3),(4),(5) & (6)Yes

Annexure II

II. Annual Affirmations

SrParticularsRegulation NumberCompliance status (Yes/No/NA)If status is “No” details of non-compliance may be given here.
31Annual Secretarial Compliance Report24(A)Yes
32Alternate Director to Independent Director25(1)NA
33Maximum Tenure25(2)Yes
34Meeting of independent directors25(3) & (4)Yes
35Familiarization of independent directors25(7)Yes
36Declaration from Independent Director25(8) & (9)Yes
37D & O Insurance for Independent Directors25(10)NA
38Memberships in Committees26(1)Yes
39Affirmation with compliance to code of conduct from members of Board of Directors and Senior management personnel26(3)Yes
40Disclosure of Shareholding by Non-Executive Directors26(4)Yes
41Policy with respect to Obligations of directors and senior management26(2) & 26(5)Yes
Any other information to be provided - Add Notes




Annexure II

1Name of signatoryR SATHISHKUMAR
2DesignationCompany Secretary and Compliance Officer



Annexure II

III. Affirmations

SrParticularsCompliance status (Yes/No/NA)
1The Listed Entity has approved Material Subsidiary Policy and the Corporate Governance requirements with respect to subsidiary of Listed Entity have been compliedYes
Any other information to be provided




Annexure II

1Name of signatoryR SATHISHKUMAR
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 them5563.5093347328710425.0357197
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 themCORPORATE GUARANTEE42016701
Promoter Group or any other entity controlled by themNA00
Directors (including relatives) or any other entity controlled by themNA00
KMPs or any other entity controlled by themNA00

(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 themMutual Funds02306.72390487899
Promoter Group or any other entity controlled by themNA00
Directors (including relatives) or any other entity controlled by them NA00
KMPs or any other entity controlled by themNA00
(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 R.NIKHILA
Designation CFO
Place CHENNAI
Date21-04-2022

Signatory Details

Name of signatoryR SATHISHKUMAR
Designation of personCompany Secretary and Compliance Officer
PlaceChennai
Date21-04-2022