General information about company
Scrip code	539195
NSE Symbol
MSEI Symbol
ISIN	INE035S01010
Name of the entity	POCL ENTERPRISES LIMITED
Date of start of financial year	01-04-2022
Date of end of financial year	31-03-2023
Reporting Quarter	Yearly
Date of Report	31-03-2023
Risk management committee	Not Applicable
Market Capitalisation as per immediate previous Financial Year	Any 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 explanatory

Whether the listed entity has a Regular Chairperson

Yes

Whether Chairperson is related to MD or CEO

Disqualification of Directors under section 164 of the Companies Act, 2013

SrTitle (Mr / Ms)Name of the DirectorPANDINCategory 1 of directorsCategory 2 of directorsCategory 3 of directors Date of BirthWhether the director is disqualified?Start Date of disqualificationEnd Date of disqualificationDetails of disqualificationCurrent statusWhether 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

DEVAKAR BANSAL

AADPB4378D

00232565

Executive Director

Not Applicable

23-05-1960

Active

24-12-2014

01-04-2021

SUNIL KUMAR BANSAL

AADPB5086A

00232617

Executive Director

Not Applicable

30-06-1959

Active

28-01-1988

01-04-2021

PADAM C BANSAL

ALJPB5983H

00232863

Non-Executive - Non Independent Director

Not Applicable

10-07-1947

Active

Yes

20-09-2021

12-01-2015

YERRAMALLI VENKATARAMAN

AAEPV7985P

00232762

Executive Director

Not Applicable

02-12-1952

Active

24-12-2014

01-04-2021

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 the director is disqualified?Start Date of disqualificationEnd Date of disqualificationDetails of disqualificationCurrent statusWhether 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

HARISH KUMAR LOHIA

AAAPL5388C

00233227

Non-Executive - Independent Director

Chairperson

27-02-1958

Active

24-12-2014

24-12-2019

Mrs

INDRA SOMANI

AAFPI5238P

07136517

Non-Executive - Independent Director

Not Applicable

15-12-1962

Active

01-04-2015

11-09-2019

JYOTHI KUMAR CHOWDHRY

ABRPC4259R

02016718

Non-Executive - Independent Director

Not Applicable

04-11-1959

Active

01-06-2018

HARSH BANSAL

AKLPB2224N

08139235

Executive Director

Not Applicable

19-12-1986

Active

01-06-2018

01-06-2021

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 the director is disqualified?Start Date of disqualificationEnd Date of disqualificationDetails of disqualificationCurrent statusWhether 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

AMBER BANSAL

AXIPA6226B

08139234

Executive Director

Not Applicable

03-05-1992

Active

01-06-2018

01-06-2021

SHYAM SUNDER TIKMANI

AABPT8425B

01581127

Non-Executive - Independent Director

Not Applicable

05-06-1962

Active

29-12-2021

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	00233227	HARISH KUMAR LOHIA	Non-Executive - Independent Director	Chairperson	12-01-2015
2	07136517	INDRA SOMANI	Non-Executive - Independent Director	Member	12-02-2016
3	00232565	DEVAKAR BANSAL	Executive Director	Member	12-01-2015
4	02016718	JYOTHI KUMAR CHOWDHRY	Non-Executive - Independent Director	Member	29-12-2021

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	07136517	INDRA SOMANI	Non-Executive - Independent Director	Chairperson	12-02-2016
2	00233227	HARISH KUMAR LOHIA	Non-Executive - Independent Director	Member	12-01-2015
3	02016718	JYOTHI KUMAR CHOWDHRY	Non-Executive - Independent Director	Member	29-12-2021

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	00233227	HARISH KUMAR LOHIA	Non-Executive - Independent Director	Chairperson	12-01-2015
2	07136517	INDRA SOMANI	Non-Executive - Independent Director	Member	12-02-2016
3	00232565	DEVAKAR BANSAL	Executive Director	Member	12-01-2015
4	02016718	JYOTHI KUMAR CHOWDHRY	Non-Executive - Independent Director	Member	29-12-2021

Risk Management Committee
Whether the Risk Management Committee has a Regular Chairperson
Sr	DIN Number	Name of Committee members	Category 1 of directors	Category 2 of directors	Date of Appointment	Date of Cessation	Remarks

Corporate Social Responsibility Committee
Whether the Corporate Social Responsibility Committee has a Regular Chairperson
Sr	DIN Number	Name of Committee members	Category 1 of directors	Category 2 of directors	Date of Appointment	Date of Cessation	Remarks

Other Committee
Sr	DIN Number	Name of Committee members	Name of other committee	Category 1 of directors	Category 2 of directors	Remarks
1	00232565	DEVAKAR BANSAL	SHARE TRANSFER COMMITTEE	Executive Director	Chairperson
2	00232617	SUNIL KUMAR BANSAL	SHARE TRANSFER COMMITTEE	Executive Director	Member

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	14-11-2022				Yes	10	9	4
2		13-02-2023	90		Yes	10	9	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	14-11-2022				Yes	4	4	3	0
2	Audit Committee	13-02-2023	90			Yes	4	4	3	0
3	Stakeholders Relationship Committee	13-02-2023				Yes	4	4	3	0
4	Nomination and remuneration committee	13-02-2023				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	AASHISH KUMAR K JAIN
2	Designation	Company Secretary and Compliance Officer

Text Block
Textual Information(1)	The Corporate Governance Report for the quarter ended December 31, 2022 was placed before the meeting of the Board of Directors of the Company. There were no observations or comments from the Board and the same was taken note. The Corporate Governance Report for the quarter ended March 31, 2023 will be placed before the next meeting of the Board of Directors of the Company.

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
Sr	Item	Compliance status (Yes/No/NA)	If status is �No� details of non-compliance may be given here.	Web address
1	Details of business	Yes		http://poel.in/index.aspx
2	Terms and conditions of appointment of independent directors	Yes		http://poel.in/investors.html#invstr
3	Composition of various committees of board of directors	Yes		http://poel.in/investors.html#invstr
4	Code of conduct of board of directors and senior management personnel	Yes		http://poel.in/investors.html#invstr
5	Details of establishment of vigil mechanism/ Whistle Blower policy	Yes		http://poel.in/investors.html#invstr
6	Criteria of making payments to non-executive directors	Yes		http://poel.in/investors.html#invstr
7	Policy on dealing with related party transactions	Yes		http://poel.in/investors.html#invstr
8	Policy for determining �material� subsidiaries	NA
9	Details of familiarization programmes imparted to independent directors	Yes		http://poel.in/investors.html#invstr

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
Sr	Item	Compliance status (Yes/No/NA)	If status is �No� details of non-compliance may be given here.	Web address
10	Contact information of the designated officials of the listed entity who are responsible for assisting and handling investor grievances	Yes		http://poel.in/investors.html#invstr
11	email address for grievance redressal and other relevant details	Yes		http://poel.in/investors.html#invstr
12	Financial results	Yes		http://poel.in/investors.html#invstr
13	Shareholding pattern	Yes		http://poel.in/investors.html#invstr
14	Details of agreements entered into with the media companies and/or their associates	NA
15	Schedule of analyst or institutional investor meet and presentations made by the listed entity to analysts or institutional investors simultaneously with submission to stock exchange	NA
16	New name and the old name of the listed entity	NA
17	Advertisements as per regulation 47 (1)	Yes		http://poel.in/investors.html#invstr
18	Credit rating or revision in credit rating obtained	Yes		http://poel.in/investors.html#invstr
19	Separate audited financial statements of each subsidiary of the listed entity in respect of a relevant financial year	NA
20	Whether company has provided information under separate section on its website as per Regulation 46(2)	Yes		http://poel.in/index.aspx
21	Materiality Policy as per Regulation 30	Yes		http://poel.in/investors.html#invstr
22	Dividend Distribution policy as per Regulation 43A (as applicable)	NA
23	It is certified that these contents on the website of the listed entity are correct	Yes		http://poel.in/index.aspx

Annexure II
II. Annual Affirmations
Sr	Particulars	Regulation Number	Compliance status (Yes/No/NA)	If status is �No� details of non-compliance may be given here.
1	Independent director(s) have been appointed in terms of specified criteria of �independence� and/or �eligibility�	16(1)(b) & 25(6)	Yes
2	Board composition	17(1), 17(1A) & 17(1B)	Yes
3	Meeting of Board of directors	17(2)	Yes
4	Quorum of Board meeting	17(2A)	Yes
5	Review of Compliance Reports	17(3)	Yes
6	Plans for orderly succession for appointments	17(4)	Yes
7	Code of Conduct	17(5)	Yes
8	Fees/compensation	17(6)	Yes
9	Minimum Information	17(7)	Yes
10	Compliance Certificate	17(8)	Yes

Annexure II
II. Annual Affirmations
Sr	Particulars	Regulation Number	Compliance status (Yes/No/NA)	If status is �No� details of non-compliance may be given here.
11	Risk Assessment & Management	17(9)	Yes
12	Performance Evaluation of Independent Directors	17(10)	Yes
13	Recommendation of Board	17(11)	Yes
14	Maximum number of Directorships	17A	Yes
15	Composition of Audit Committee	18(1)	Yes
16	Meeting of Audit Committee	18(2)	Yes
17	Composition of nomination & remuneration committee	19(1) & (2)	Yes
18	Quorum of Nomination and Remuneration Committee meeting	19(2A)	Yes
19	Meeting of Nomination and Remuneration Committee	19(3A)	Yes
20	Composition of Stakeholder Relationship Committee	20(1), 20(2) & 20(2A)	Yes

Annexure II
II. Annual Affirmations
Sr	Particulars	Regulation Number	Compliance status (Yes/No/NA)	If status is �No� details of non-compliance may be given here.
21	Meeting of Stakeholders Relationship Committee	20(3A)	Yes
22	Composition and role of risk management committee	21(1),(2),(3),(4)	NA
23	Meeting of Risk Management Committee	21(3A)	NA
24	Vigil Mechanism	22	Yes
25	Policy for related party Transaction	23(1),(1A),(5),(6),(7) & (8)	Yes
26	Prior or Omnibus approval of Audit Committee for all related party transactions	23(2), (3)	Yes
27	Approval for material related party transactions	23(4)	NA
28	Disclosure of related party transactions on consolidated basis	23(9)	Yes
29	Composition of Board of Directors of unlisted material Subsidiary	24(1)	NA
30	Other Corporate Governance requirements with respect to subsidiary of listed entity	24(2),(3),(4),(5) & (6)	NA

Annexure II
II. Annual Affirmations
Sr	Particulars	Regulation Number	Compliance status (Yes/No/NA)	If status is �No� details of non-compliance may be given here.
31	Annual Secretarial Compliance Report	24(A)	Yes
32	Alternate Director to Independent Director	25(1)	NA
33	Maximum Tenure	25(2)	Yes
34	Meeting of independent directors	25(3) & (4)	Yes
35	Familiarization of independent directors	25(7)	Yes
36	Declaration from Independent Director	25(8) & (9)	Yes
37	D & O Insurance for Independent Directors	25(10)	NA
38	Memberships in Committees	26(1)	Yes
39	Affirmation with compliance to code of conduct from members of Board of Directors and Senior management personnel	26(3)	Yes
40	Disclosure of Shareholding by Non-Executive Directors	26(4)	Yes
41	Policy with respect to Obligations of directors and senior management	26(2) & 26(5)	Yes
	Any other information to be provided - Add Notes

Annexure II
1	Name of signatory	AASHISH KUMAR K JAIN
2	Designation	Company Secretary and Compliance Officer

Annexure II
III. Affirmations
Sr	Particulars	Compliance status (Yes/No/NA)
1	The Listed Entity has approved Material Subsidiary Policy and the Corporate Governance requirements with respect to subsidiary of Listed Entity have been complied	NA
	Any other information to be provided

Annexure II
1	Name of signatory	AASHISH KUMAR K JAIN
2	Designation	Company 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
Entity	Aggregate amount advanced during six months		Balance outstanding at the end of six months
Promoter or any other entity controlled by them	0		0
Promoter Group or any other entity controlled by them	0		0
Directors (including relatives) or any other entity controlled by them	0		0
KMPs or any other entity controlled by them	0		0
(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
Entity	Type (guarantee, comfort letter etc.)		Aggregate amount of issuance during six months	Balance outstanding at the end of six months(taking into account any invocation)
Promoter or any other entity controlled by them	0		0	0
Promoter Group or any other entity controlled by them	0		0	0
Directors (including relatives) or any other entity controlled by them	0		0	0
KMPs or any other entity controlled by them	0		0	0
(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
Entity	Type of security (cash, shares etc.)		Aggregate value of security provided during six months	Balance outstanding at the end of six months
Promoter or any other entity controlled by them	0		0	0
Promoter Group or any other entity controlled by them	0		0	0
Directors (including relatives) or any other entity controlled by them	0		0	0
KMPs or any other entity controlled by them	0		0	0
(D) Additional Information				Textual Information(2)
II. Affirmations
Affirmations		Compliance Status		Company 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.		Yes		Textual Information(3)
Name	AMBER BANSAL
Designation	CFO
Place	Chennai
Date	21-04-2023

Signatory Details
Name of signatory	AASHISH KUMAR K JAIN
Designation of person	Company Secretary and Compliance Officer
Place	Chennai
Date	21-04-2023

General information about company

Annexure I

Annexure I to be submitted by listed entity on quarterly basis

I. Composition of Board of Directors

I. Composition of Board of Directors

Disclosure of notes on composition of board of directors explanatory

Whether the listed entity has a Regular Chairperson

I. Composition of Board of Directors

Disclosure of notes on composition of board of directors explanatory

Whether the listed entity has a Regular Chairperson

Audit Committee Details

Nomination and remuneration committee

Stakeholders Relationship Committee

Risk Management Committee

Corporate Social Responsibility Committee

Other Committee

Annexure 1

Annexure 1

III. Meeting of Board of Directors

Annexure 1

IV. Meeting of Committees

Annexure 1

V. Related Party Transactions

Annexure 1

VI. Affirmations

Annexure 1

Text Block

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

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

Annexure II

II. Annual Affirmations

Annexure II

II. Annual Affirmations

Annexure II

II. Annual Affirmations

Annexure II

II. Annual Affirmations

Annexure II

Annexure II

III. Affirmations

Annexure II

Additional Half yearly Disclosure

I. Disclosure of Loans/ guarantees/comfort letters /securities etc.refer note below

(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

(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

II. Affirmations

Signatory Details