CERA SANITARYWARE LIMITED
Policy for determining Material Subsidiary
( Revised w.e.f. 1st April, 2019)
[Pursuant to Regulation 16(1)(C) of Chapter IV of Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 and amendment made there to on time to time]
The Policy for determining “material subsidiary” has been framed in accordance with the provisions of Regulation 16(1)(C) of Chapter IV of Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015.
The Policy will be used to determine the Material Subsidiaries of the Company and to provide the governance framework for such subsidiaries.
All the words and expressions used in this Policy, unless defined hereafter, shall have meaning respectively assigned to them in the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 and in the absence of its definition or explanation therein, as per the Companies Act, 2013 and the Rules, Notifications and Circulars made/issued thereunder, as amended, from time to time.
The Company shall mean a “Cera Sanitaryware Limited”.
“Material Subsidiary” shall mean a subsidiary whose income or net worth exceeds ten percent of the consolidated income or consolidated net worth respectively, of the Company and its subsidiaries in the immediately preceding accounting year.
“Material Non Listed Indian Subsidiary” shall mean an unlisted subsidiary, incorporated in India, whose income or net worth (i.e. paid up capital and free reserves) exceeds 10% of the consolidated income or net worth respectively, of the Company and its Subsidiaries in the immediately preceding accounting year.
In accordance with the provisions of Regulation 24 of Chapter IV of Securities and Exchange Board of India (Listing Obligations & Disclosure Requirements) Regulations, 2015:
“Significant Transaction or Arrangement” shall mean any individual transaction or arrangement that exceeds or is likely to exceed ten percent of the total revenues or total expenses or total assets or total liabilities, as the case may be, of the unlisted subsidiary for the immediately preceding accounting year.
This Policy shall be subject to review as may be deemed necessary and in accordance with any regulatory amendments.
This policy shall be deemed to be amended/or modified pursuant to any amendment or modification or replacement or reenactment of SEBI(LODR) Regulations, 2015 or any other laws and/or Regulations as amended, modified, replaced or re-enactment from time to time by the SEBI, Govt. of India and/or any other regulating authority.