General information about company

Scrip code532413
NSE SymbolCEREBRAINT
MSEI SymbolNOTLISTED
ISININE345B01019
Name of the entityCerebra Integrated Technologies Limited
Date of start of financial year01-04-2023
Date of end of financial year31-03-2024
Reporting QuarterQuarterly
Date of Report30-06-2023
Risk management committeeApplicable
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 CEONoDisqualification 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
1MrRANGANATHAN VENKATRAMAN ABOPR2170F01247305Executive DirectorNot ApplicableMD12-11-1963NoActiveNA31-12-199301-01-20211000
2MrVISHWAMURTHY PHALANETRAAANPV2162M01247336Executive DirectorNot Applicable03-05-1967NoActiveNA18-07-199601-01-20211000
3MrPAZAYANUR ESWARAN KRISHNANAHCPK5823G01897686Non-Executive - Independent DirectorChairperson13-01-1965NoActiveNA02-12-199614-02-202011-04-2023981120
4MrGOPALA KRISHNAN SESHADRILADHPK6429P01898255Non-Executive - Independent DirectorNot Applicable08-09-1967NoActiveNA24-09-199701-04-20191111122



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
5MrMANDYA VENKATACHAR SESHADRI VASANABJPV6599F01088868Non-Executive - Independent DirectorNot Applicable19-04-1964NoActiveNA12-08-201912-08-201911-04-2023441120
6MrsBHAVNA PHILIPOSEAXKPP6034C08741062Non-Executive - Independent DirectorNot Applicable17-05-1976NoActiveNA12-05-202012-05-202011-04-2023351100




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
101898255GOPALA KRISHNAN SESHADRILNon-Executive - Independent DirectorChairperson01-04-2017
201897686PAZAYANUR ESWARAN KRISHNANNon-Executive - Independent DirectorMember01-04-201711-04-2023
301088868MANDYA VENKATACHAR SESHADRI VASANNon-Executive - Independent DirectorMember12-11-201911-04-2023
401247305RANGANATHAN VENKATRAMAN Executive DirectorMember11-04-2023
501247336VISHWAMURTHY PHALANETRAExecutive DirectorMember11-04-2023


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
101898255GOPALA KRISHNAN SESHADRILNon-Executive - Independent DirectorChairperson01-04-2017
201897686PAZAYANUR ESWARAN KRISHNANNon-Executive - Independent DirectorMember01-04-201711-04-2023
301088868MANDYA VENKATACHAR SESHADRI VASANNon-Executive - Independent DirectorMember12-11-201911-04-2023
401247305RANGANATHAN VENKATRAMAN Executive DirectorMember11-04-2023
501247336VISHWAMURTHY PHALANETRAExecutive DirectorMember11-04-2023


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
101898255GOPALA KRISHNAN SESHADRILNon-Executive - Independent DirectorMember01-04-2017
201897686PAZAYANUR ESWARAN KRISHNANNon-Executive - Independent DirectorMember01-04-201711-04-2023
301088868MANDYA VENKATACHAR SESHADRI VASANNon-Executive - Independent DirectorMember12-11-201911-04-2023
401247305RANGANATHAN VENKATRAMAN Executive DirectorChairperson11-04-2023
501247336VISHWAMURTHY PHALANETRAExecutive DirectorMember11-04-2023


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
101247305RANGANATHAN VENKATRAMAN Executive DirectorChairperson14-08-2021
201247336VISHWAMURTHY PHALANETRAExecutive DirectorMember14-08-2021
301088868MANDYA VENKATACHAR SESHADRI VASANNon-Executive - Independent DirectorMember14-08-202111-04-2023


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
101247305RANGANATHAN VENKATRAMAN Executive DirectorChairperson14-08-2021
201247336VISHWAMURTHY PHALANETRAExecutive DirectorMember14-08-2021
301897686PAZAYANUR ESWARAN KRISHNANNon-Executive - Independent DirectorMember14-08-202111-04-2023
401898255GOPALA KRISHNAN SESHADRILNon-Executive - Independent DirectorMember14-08-2021


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*
108-02-2023Yes731
214-02-20235Yes653
311-04-202355Yes331
430-05-202348Yes331



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 Committee14-02-2023Yes3330
2Audit Committee30-05-2023Yes3310
3Stakeholders Relationship Committee14-02-2023
2 members of the Audit Commitee (comprising of 3 Independent Directors ) had resigned on 11th April 2023.
The company reconsituted the Audit Committee for the time being in its Board meeting held on 11thApril 2023, approving an Independent director as regular Chairperson of the Audit Commitee .
Yes3330



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 CommitteeYes
Disclosure of notes on related party transactions


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, 2015No
2The composition of the following committees is in terms of SEBI(Listing obligations and disclosure requirements) Regulations, 2015 a. Audit CommitteeNo
3The composition of the following committees is in terms of SEBI(Listing obligations and disclosure requirements) Regulations, 2015. b. Nomination & remuneration committeeNo
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
9Any comments/observations/advice of Board of Directors may be mentioned here:Textual Information(1)

Annexure 1

SrSubjectCompliance status
1Name of signatoryMala Poddar
2DesignationCompany Secretary and Compliance Officer



Text Block

Textual Information(1)
The Board has taken note of the Non compliance with regard to Composition of Board of Directors, composition of Audit Committee and Nomination and Remuneration Committee which is not in accordance with SEBI (LODR) 2015 due to resignation of three Directors during the quarter.
Further, the Board is continously taking steps to find suitable candidates but has not been able to identify suitable persons to act as Directors as on this date.



Signatory Details

Name of signatoryMala Poddar
Designation of personCompany Secretary and Compliance Officer
PlaceBengaluru
Date20-07-2023