Investor Relations

Overview

At 5paisa, we consider Investor Relations to be the key to building transparent, open and long-term relationships with our stakeholders. Our Investor Relations program is committed to maintaining effective communication with the investing community by adopting best practices.

Our investor relations program is also designed to provide investors, analysts and other stakeholders a complete and accurate picture of the company’s performance – both past and present. Investor Relations plays an important role in the success of 5paisa as we launch new businesses besides scaling up the established businesses. It is designed to help us to expand our reach to the investment community, enabling them to understand and appreciate our business model and long-term strategy, and be a part of the 5paisa family.

To keep our investors updated on the developments in the company, we distribute and digitally publish investor presentations and other useful information after declaration of each quarterly financial result.

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Financials

Annual Reports

Quarterly Results


Corporate Governance

5paisa is committed to placing the Investor First, by continuously striving to increase the efficiency of the operations as well as the systems and processes for use of corporate resources in such a way so as to maximize the value to the stakeholders. The Group aims at achieving not only the highest possible standards of legal and regulatory compliances, but also of effective management.

Policies, Procedures and Terms

Postal Ballot 2017

Boards and Committees

Dr. Archana Niranjan Hingorani - Independent Director

Aged 52 years, is an Independent Director of our Company. She holds a MBA and Ph.D. in finance from the University of Pittsburgh, United States. She has over thirty (30) years’ experience in the asset management business, teaching and research. In the recent past, she was associated with IL&FS Investment Managers since 1994 for about twenty three (23) years and resigned after heading it the last nine (9) years of her time there. She has rich experience in fund raising, investing, nurturing investments through four different economic cycles, carving exit paths etc. She has overseen various investments catering to the consumer goods, retail sector, infrastructure, education, healthcare, logistics, clean energy and financial services and have consequently built strong entrepreneur relationships. She has also been involved in mentoring and nurturing smaller start-ups in the technology, education, financial inclusion and encouraging start-ups run by women entrepreneurs.

She has been named as the most influential women in India by various publications, including Business Today in the year 2011, 2012 and 2013, Asian Investor in the year 2014, and Fortune India in year 2014, 2015 and 2016.

Mr. Prakarsh Gagdani - Executive Director & CEO

Aged 36 years, is a Whole-Time Director in our Company. He holds a post graduate diploma degree in business management and has done his bachelors in Business Management from Mulund College of Commerce, Mumbai University. He has about fifteen (15) years of crossfunctionalexperience in sales, advisory, product development and business development. He has gained expertise in retail equity broking domain and is a keen strategist with expertise in managing the entire business and ensuring optimal utilization of resources. In the past, he was associated with Angel Broking Limited for about twelve (12) years.

Ms. Nirali Sanghi - Independent Director

Ms. Nirali Sanghi founded India Parenting Pvt. Ltd. in 1999 and serves as its Chief Executive Officer and President. Prior to that, she served at Erstwhile Baring Brothers (New York), Citibank (New York and Mumbai) and The Boston Consulting Group (Mumbai). Ms. Sanghi spent nine years in the United States where she received her Bachelors in Economics and Computer Science from Barnard College, Columbia University (New York, USA) and M.B.A in Finance and Marketing from Columbia Business School (New York, USA).

Mr. Santosh Jayaram - Executive Director

Mr. Santosh Jayaram, aged 30 years, holds a B. Tech degree and a Master’s degree in business management from NMIMS University, Mumbai. He has been associated with 5paisa Capital Limited and IIFL Group since May 2011. He has an experience in area of business process re-engineering, digitisation, product development, mobile application development and user experience management.

The members of the audit committee are:

Name of the member Designation
Dr. Archana Niranjan Hingorani Chairperson
Ms. Nirali Sanghi Member
Mr. Prakarsh Gagdani Member

The scope and function of the Audit Committee is in accordance with Section 177 of the Companies Act 2013 [“CA’] and SEBI (Listing Obligations and Disclosures Requirements) Regulations, 2015 [“Listing Regulations”] and its terms of reference are as follows:

a) Oversight of our Company's financial reporting process and the disclosure of its financial information to ensure that the financial statement is correct, sufficient and credible;

b) Recommendation for appointment, re-appointment and replacement, remuneration and terms of appointment of auditors of our Company;

c) Approval of payment to statutory auditors for any other services rendered by the statutory auditors;

d) Reviewing, with the management, the annual financial statements and auditor's report thereon before submission to the board for approval, with particular reference to:

  • Matters required to be included in the director's responsibility statement to be included in the Board's report in terms of clause (c) of sub-section 3 of Section 134 of the CA 2013;
  • Changes, if any, in accounting policies and practices and reasons for the same;
  • Major accounting entries involving estimates based on the exercise of judgment by management;
  • Significant adjustments made in the financial statements arising out of audit findings;
  • Compliance with listing and other legal requirements relating to financial statements;
  • Disclosure of any related party transactions; and
  • Qualifications/ modified opinions in the draft audit report.

e) Reviewing, the quarterly financial statements with the management before submission to the Board for approval;

f) Reviewing, with the management, the statement of uses/ application of funds raised through an issue (public issue, rights issue, preferential issue, etc.), the statement of funds utilized for purposes other than those stated in the offer document/ prospectus/ notice and the report submitted by the monitoring agency monitoring the utilisation of proceeds of a public or rights issue, and making appropriate recommendations to the Board to take up steps in this matter;

g) Review and monitor the auditor's independence and performance, and effectiveness of audit process;

h) Approval or any subsequent modification of transactions of our Company with related parties;

i) Scrutiny of inter-corporate loans and investments;

j) Valuation of undertakings or assets of our Company, wherever it is necessary;

k) Evaluation of internal financial controls and risk management systems;

l) Monitoring the end use of funds raised through public offers and related matters, if any;

m) Reviewing, with the management, performance of statutory and internal auditors, adequacy of the internal control systems;

n) Reviewing the adequacy of internal audit function, if any, including the structure of the internal audit department, staffing and seniority of the official heading the department, reporting structure coverage and frequency of internal audit;

o) Discussion with internal auditors of any significant findings and follow up there on;

p) Reviewing the findings of any internal investigations by the internal auditors into matters where there is suspected fraud or irregularity or a failure of internal control systems of a material nature and reporting the matter to the Board;

q) Discussion with statutory auditors before the commencement of the audit, about the nature and scope of audit as well as post-audit discussion to ascertain any area of concern;

r) The Audit Committee may call for the comments of the auditors about internal control systems, the scope of audit, including the observations of the auditors and review of financial statement before their submission to the Board and may also discuss any related issues with the internal and statutory auditors and the management of the company;

s) To look into the reasons for substantial defaults in the payment to the depositors, debenture holders, shareholders (in case of non-payment of declared dividends) and creditors;

t) To establish and review the functioning of the whistle blower mechanism;

u) Approval of appointment of the chief financial officer after assessing the qualifications, experience and background, etc. of the candidate;

v) Related Party Transactions:

i) all related party transactions shall require prior approval of the Audit Committee.

ii) the Audit Committee may grant omnibus approval for related party transactions proposed to be entered into by the Company subject to the following conditions, namely:

  • the criteria for granting the omnibus approval shall be specified which shall be in line with the Company’s policy on related party transactions and such approval shall be the based on the factors namely repetitiveness of the transactions (in past or in future) and the justification for the need of omnibus approval;
  • the Audit Committee shall satisfy itself on the need for omnibus approval for transactions of repetitive nature and that such approval is in the interest of the Company;
  • such omnibus approval shall not be made for transactions in respect of selling or disposing of the undertaking of the Company.

iii) the omnibus approval shall specify:

  • the name(s) of the related party, nature of transaction, period of transaction, maximum value of transactions that shall be entered into and the value of transactions, in aggregate, which can be allowed under the omnibus route in a year;
  • the extent and manner of disclosures to be made to the Audit Committee at the time of seeking omnibus approval;
  • the indicative base price or current contracted price and the formula for variation in the price if any;
  • such other conditions as the Audit Committee may deem fit.

Provided that where the need for related party transaction cannot be foreseen and aforesaid details are not available, committee may grant omnibus approval for such transactions subject to their value not exceeding Rs. 1 crore per transaction;

iv) the Audit Committee shall review, at least on a quarterly basis, the details of related party transactions entered into by the Company pursuant to each of the omnibus approvals given;

v) such omnibus approvals shall be valid for a period not exceeding one (1) financial year and shall require fresh approvals after the expiry of such financial year;

vi) however such prior and omnibus approval shall not be required in case of the transactions entered into between the company and its wholly owned subsidiary/ subsidiaries whose accounts are consolidated with the company and placed before the shareholders at the general meeting for approval.

w) Review of:

i) management discussion and analysis of financial condition and results of operations;

ii) statement of significant related party transactions (as defined by the audit committee), submitted by management;

iii) management letters / letters of internal control weaknesses issued by the statutory auditors;

iv) internal audit reports relating to internal control weaknesses;

v) the appointment, removal and terms of remuneration of the chief internal auditor shall be subject to review by the audit committee;

vi) statement of deviations including:

  • quarterly statement of deviation(s) including report of monitoring agency, if applicable, submitted to stock exchange(s) in terms of Regulation 32(1) of the Listing Regulations;
  • annual statement of funds utilized for purposes other than those stated in the offer document/prospectus/notice in terms of Regulation 32(7) of the Listing Regulations;

x) The Audit Committee shall have authority to investigate into any matter in relation to the items specified above and for this purpose shall have power to obtain professional advice from external sources and have full access to information contained in the records of the company;

y) Carrying out any other terms of reference as may be decided by the Board or specified/ provided under the CA 2013 or the Listing Regulations or by any other regulatory authority.

The members of the nomination and remuneration committee are:

Name of the member Designation
Ms. Nirali Sanghi Chairperson
Dr. Archana Niranjan Hingorani Member
Mr. Prakarsh Gagdani Member

The scope and function of the nomination and Remuneration committee is in accordance with Section 178 of the Companies Act 2013 [“CA 2013’] and SEBI (Listing Obligations and Disclosures Requirements) Regulations, 2015 [“Listing Regulations”] and its terms of reference are as follows.

a) Formulation of criteria for evaluation of performance of independent directors and the board of directors.

b) Formulate the criteria for determining qualifications, positive attributes and independence of a director and recommend to the Board a policy, relating to the remuneration for the directors, key managerial personnel and other employees and while formulating this policy ensure that:

  • Level and composition of remuneration is reasonable and sufficient to attract, retain and motivate directors of the quality required to run our Company successfully;
  • Relationship of remuneration to performance is clear and meets appropriate performance benchmarks;
  • Remuneration to directors, key managerial personnel and senior management involves a balance between fixed and incentive pay reflecting short and long-term performance objectives appropriate to the working of our Company and its goals and ensure that the policy is disclosed in the Board's report.

c) Identify persons who are qualified to become directors and who may be appointed in senior management in accordance with the criteria laid down, recommend to the Board their appointment and removal and shall carry out evaluation of every director‘s performance;

d) Whether to extend or continue the term of appointment of the independent director, on the basis of the report of performance evaluation of independent directors;

e) Devising a policy on diversity of the board of directors.

The members of the stakeholder’s relationship committee are:

Name of the member Designation
Ms. Nirali Sanghi Chairperson
Dr. Archana Niranjan Hingorani Member
Mr. Prakarsh Gagdani Member

The stakeholders relationship committee was constituted by a resolution of our Board dated October 13, 2017. The scope and function of the stakeholders relationship committee is in accordance with Section 178 of the Companies Act 2013 [“CA 2013’] and Regulation 20 of the SEBI (Listing Obligations and Disclosures Requirements) Regulations, 2015 [“Listing Regulations”]. The terms of reference of the stakeholder’s relationship committee are as follows:

a) To consider and resolve stakeholders and investors grievances;

b) It shall consider and resolve the grievances of the security holders of the Company including complaints related to transfer of shares, non-receipt of annual report and non-receipt of declared dividends;

c) To approve allotment of shares, debentures and other securities as per the authority conferred to the Stakeholders Relationship Committee by the Board of Directors, from time to time;

d) To approve/ authorize the officers of the Company to approve requests for transfer, transposition, deletion, consolidation, sub-division, change of name/address etc. in respect of shares, debentures and securities received by the Company;

e) To review or address the complaints received by the Company from investors, SEBI, the Stock Exchanges, Ministry of Corporate Affairs, etc. and the action taken for redressal of the same and to suggest resolution of long pending complaints;

f) To approve and ratify the action taken by the authorized officers of the Company in compliance investors for issues of duplicate/replacement/consolidation/sub-division and other purposes for the shares, debentures and securities of the Company;

g) To monitor and expedite the status and process of dematerialsation and dematerialization of shares, debentures and securities of the Company;

h) To give directions for monitoring the stock of blank stationery and for printing of stationery required by the secretarial department of the Company, from time to time, for issuance of share certificates, debenture certificates, allotment letters, warrants, pay orders, cheques and other related stationary;

i) To review the status of unpaid dividend, interest and undelivered share certificates and measures taken by the Company to resolve or reduce them;

j) To ensure compliance of transfer of unpaid dividend and shares to investor education and protection fund on or before due date;

k) To monitor the progress of release of unpaid dividend and process of dissemination of these records in accordance with the prescribed guidelines, rules and regulations;

l) To review the results of any investigation or audit conducted by any statutory authority;

m) Review the effectiveness of the system for monitoring compliance with laws and regulations;

n) Review the mechanism of handling investor’s complaints and the status of any pending complaints which remain unresolved or unattended;

Any significant or important matters affecting the interest of the Company.


Corporate Announcements


Investors Contact

Equity shareholders of 5paisa Capital Limited can send their feedback grievances relating to dividend, dematerialization-rematerialisation, transfer, transmission of equity shares to : csteam@5paisa.com

Link Intime India Private Limited

Unit: 5paisa Capital Limited C 101, 247 Park, L.B.S.Marg, Vikhroli (West) Mumbai, Maharashtra - 400083 Website:  www.linkintime.co.in

+91-22-49186000
rnt.helpdesk@linkintime.co.in
Corporate & Registered Office

5paisa Capital Limited IIFL House, Sun Infotech Park, Road No. 16V,Plot No.B-23 Thane Industrial Area, Wagle Estate, Thane - 400604

+91 89766 89766
support@5paisa.com
Mr. Roshan Dave

Company Secretary

5paisa Capital Limited
IIFL House, Sun Infotech Park,
Road No. 16V,Plot No.B-23
Thane Industrial Area,
Wagle Estate, Thane - 400604
Fax: +91 22 2580 6654

+91 22 4103 5000
csteam@5paisa.com

For queries related to financial statements and investor relations: Email: ir@5paisa.com​​