General information about company | ||
| Scrip code | 544149 | |
| NSE Symbol | KRYSTAL | |
| MSEI Symbol | NOTLISTED | |
| ISIN | INE0QN801017 | |
| Name of the entity | Krystal Integrated Services Limited | |
| Date of start of financial year | 01-04-2024 | |
| Date of end of financial year | 31-03-2025 | |
| Reporting Quarter Type | Yearly | |
| Date of Quarter Ending | 31-03-2025 | |
| Type of company | Equity | |
| Whether Annexure I (Part A) of the SEBI Circular dated December 31, 2024 related to Compliance Report on Corporate Governance is applicable to the entity? | Yes | |
| Whether Annexure I (Part B) of the SEBI Circular dated December 31, 2024 related to Investor Grievance Redressal Report is Applicable to the entity? | Yes | |
| Whether Annexure I (Part C) of the SEBI Circular dated December 31, 2024 related to Disclosure of Acquisition of Shares or Voting Rights in Unlisted Companies is Applicable to the entity? | Yes | |
| Whether Annexure I (Part D) of the SEBI Circular dated December 31, 2024 related to Disclosure of Imposition of Fine or Penalty is Applicable to the entity? | No | NA |
| Whether Annexure I (Part E) of the SEBI Circular dated December 31, 2024 related to Disclosure of Updates to Ongoing Tax Litigations or Disputes is Applicable to the entity? | No | NA |
| Whether Annexure I (Part F) of the SEBI Circular dated December 31, 2024 related to Disclosure Of Loans / Guarantees / Comfort Letters / Securities Etc. is Applicable to the entity? | Yes | |
| Risk management committee | Applicable | |
| Market Capitalisation as per immediate previous Financial Year | Top 2000 listed entities | |
| Is SCORE ID Available ? | Yes | |
| SCORE Registration ID | COMK00650 | |
| Reason For No SCORE ID | ||
| Type of Submission | Original | |
| Remarks (website dissemination) | ||
| Remarks for Exchange (not for Website Dissemination) | ||
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 | Textual Information(1) | ||||||||||||||||||||||||
| Whether the listed entity has a Regular Chairperson | Yes | ||||||||||||||||||||||||
| Whether Chairperson is related to MD or CEO | Yes | ||||||||||||||||||||||||
| Sr | Title (Mr / Ms) | Name of the Director | PAN | DIN | Category 1 of directors | Category 2 of directors | Category 3 of directors | Date of Birth | |||||||||||||||||
| 1 | Mrs | Neeta Prasad Lad | AACPL5035A | 01122234 | Executive Director | Chairperson | MD | 25-11-1966 | |||||||||||||||||
| 2 | Mr | Sanjay Suryakant Dighe | ADNPD3260D | 02042603 | Executive Director | Not Applicable | CEO | 29-08-1965 | |||||||||||||||||
| 3 | Mr | Pravin Ramesh Lad | ABGPL7114D | 01710743 | Executive Director | Not Applicable | 09-01-1976 | ||||||||||||||||||
| 4 | Ms | Saily Prasad Lad | AFNPL4262P | 05336504 | Executive Director | Not Applicable | 12-12-1991 | ||||||||||||||||||
| 5 | Mr | Shubham Prasad Lad | AMHPL0006C | 07557584 | Executive Director | Not Applicable | 02-11-1995 | ||||||||||||||||||
| 6 | Mr | Professor Sunder Ram Govind Raghavan Korivi | AORPK2611L | 01590692 | Non-Executive - Independent Director | Not Applicable | 09-10-1963 | ||||||||||||||||||
| 7 | Mrs | Dr. Yajyoti Digvijay Singh | ADXPS4895H | 07971678 | Non-Executive - Independent Director | Not Applicable | 11-07-1965 | ||||||||||||||||||
| 8 | Mrs | Lt. Colonel Kaninika Thakur | AECPT1605E | 10269540 | Non-Executive - Independent Director | Not Applicable | 04-06-1980 | ||||||||||||||||||
| 9 | Mrs | Dhanya Pattahil | AISPP4727B | 00130569 | Non-Executive - Independent Director | Not Applicable | 04-10-1977 | ||||||||||||||||||
| 10 | Mr | Mahesh Vinayak Redkar | ADLPR4398E | 10614348 | Non-Executive - Independent Director | Not Applicable | 08-03-1964 | ||||||||||||||||||
I. Composition of Board of Directors | |||||||||||||||||||||||||
Disqualification of Directors under section 164 of the Companies Act, 2013 | |||||||||||||||||||||||||
| Sr | Whether the director is disqualified? | Start Date of disqualification | End Date of disqualification | Details of disqualification | Current status | ||||||||||||||||||||
| 1 | No | Active | |||||||||||||||||||||||
| 2 | No | Active | |||||||||||||||||||||||
| 3 | No | Active | |||||||||||||||||||||||
| 4 | No | Active | |||||||||||||||||||||||
| 5 | No | Active | |||||||||||||||||||||||
| 6 | No | Active | |||||||||||||||||||||||
| 7 | No | Active | |||||||||||||||||||||||
| 8 | No | Active | |||||||||||||||||||||||
| 9 | No | Active | |||||||||||||||||||||||
| 10 | No | Active | |||||||||||||||||||||||
I. Composition of Board of Directors | |||||||||||||||||||||||||||
| Sr | Whether special resolution passed? [Refer Reg. 17(1A) of Listing Regulations] | Date of passing special resolution | Initial Date of appointment | Date of Re-appointment | Date of cessation | Tenure 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 [with reference to proviso to regulation 17A(1) & reg. 17A(2)] | Number 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) | Reason for Cessation | Notes for not providing PAN | Notes for not providing DIN | ||||||||||||||
| 1 | NA | 01-04-2006 | 15-09-2023 | 1 | 0 | 0 | 0 | ||||||||||||||||||||
| 2 | NA | 08-12-2010 | 15-09-2023 | 1 | 0 | 2 | 0 | ||||||||||||||||||||
| 3 | NA | 15-10-2009 | 15-09-2023 | 1 | 0 | 0 | 0 | ||||||||||||||||||||
| 4 | NA | 20-10-2015 | 15-09-2023 | 1 | 0 | 0 | 0 | ||||||||||||||||||||
| 5 | NA | 05-03-2019 | 15-09-2023 | 1 | 0 | 0 | 0 | ||||||||||||||||||||
| 6 | NA | 30-06-2023 | 21 | 1 | 1 | 2 | 2 | ||||||||||||||||||||
| 7 | NA | 25-08-2023 | 19 | 1 | 1 | 1 | 0 | ||||||||||||||||||||
| 8 | NA | 25-08-2023 | 19 | 1 | 1 | 0 | 0 | ||||||||||||||||||||
| 9 | NA | 03-08-2023 | 19 | 1 | 1 | 1 | 0 | ||||||||||||||||||||
| 10 | NA | 25-06-2024 | 9 | 1 | 1 | 2 | 0 | ||||||||||||||||||||
Text Block | |
| Textual Information(1) | 1. Ms. Neeta Prasad Lad is the Chairperson and Managing Director of the company. Same person holds the post of Chairperson and Managing Director |
Annexure 1 | |||||||
II. Composition of Committees | |||||||
| Disclosure of notes on composition of committees explanatory | Textual Information(1) | ||||||
Annexure 1 Text Block | |
| Textual Information(1) | 4. Though the format of Corporate Governance Report as provided in the SEBI Master Circular doesnt provide to furnish the details of CSR Committee, however the same has been provided to sync it with the XBRL format which requires the details of CSR Committee to be provided. |
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 | 01590692 | Professor Sunder Ram Govind Raghavan Korivi | Non-Executive - Independent Director | Chairperson | 25-08-2023 | Textual Information(1) | |
| 2 | 02042603 | Sanjay Suryakant Dighe | Executive Director | Member | 25-08-2023 | ||
| 3 | 07971678 | Dr. Yajyoti Digvijay Singh | Non-Executive - Independent Director | Member | 16-05-2024 | ||
| 4 | 10614348 | Mahesh Vinayak Redkar | Non-Executive - Independent Director | Member | 12-08-2024 | ||
Sr Text Block | |
| Textual Information(1) | 2. Professor Sunder Ram Govind Raghavan Korivi was appointed as a member of Audit Committee on 25-08-2023 and was designated as Chairperson on 16-05-2024. |
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 | 10269540 | Lt. Colonel Kaninika Thakur | Non-Executive - Independent Director | Chairperson | 25-08-2023 | ||
| 2 | 07971678 | Dr. Yajyoti Digvijay Singh | Non-Executive - Independent Director | Member | 25-08-2023 | ||
| 3 | 00130569 | Dhanya Pattahil | Non-Executive - Independent Director | Member | 19-08-2023 | ||
| 4 | 10614348 | Mahesh Vinayak Redkar | Non-Executive - Independent Director | Member | 12-08-2024 | ||
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 | 01590692 | Professor Sunder Ram Govind Raghavan Korivi | Non-Executive - Independent Director | Chairperson | 25-08-2023 | ||
| 2 | 00130569 | Dhanya Pattahil | Non-Executive - Independent Director | Member | 25-08-2023 | ||
| 3 | 02042603 | Sanjay Suryakant Dighe | Executive Director | Member | 25-08-2023 | ||
| 4 | 10614348 | Mahesh Vinayak Redkar | Non-Executive - Independent Director | Member | 12-08-2024 | ||
Risk Management Committee | |||||||
| Whether the Risk Management 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 | 10269540 | Lt. Colonel Kaninika Thakur | Non-Executive - Independent Director | Chairperson | 25-08-2023 | Textual Information(1) | |
| 2 | 02042603 | Sanjay Suryakant Dighe | Executive Director | Member | 25-08-2023 | ||
| 3 | 07971678 | Dr. Yajyoti Digvijay Singh | Non-Executive - Independent Director | Member | 16-05-2024 | ||
Sr Text Block | |
| Textual Information(1) | 3. Lieutenant Colonel Kaninika Thakur was appointed as a member of Risk Management Committee on 25-08-2023 and was designated as Chairperson on 16-05-2024. |
Corporate Social Responsibility Committee | |||||||
| Whether the Corporate Social Responsibility 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 | 01122234 | Neeta Prasad Lad | Executive Director | Chairperson | 31-07-2014 | ||
| 2 | 07971678 | Dr. Yajyoti Digvijay Singh | Non-Executive - Independent Director | Member | 25-08-2023 | ||
| 3 | 02042603 | Sanjay Suryakant Dighe | Executive Director | Member | 31-07-2014 | ||
Other Committee | ||||||
| Sr | DIN Number | Name of Committee members | Name of other committee | Category 1 of directors | Category 2 of directors | Remarks |
Annexure 1 | ||||||||
Annexure 1 | ||||||||
III. Meeting of Board of Directors | ||||||||
| Disclosure of notes on meeting of board of directors explanatory | ||||||||
| Sr. No. | 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 | 23-10-2024 | Yes | 10 | 9 | 5 | |||
| 2 | 20-01-2025 | 88 | Yes | 10 | 10 | 5 | ||
Annexure 1 | ||||||||||
IV. Meeting of Committees | ||||||||||
| Disclosure of notes on meeting of committees explanatory | Textual Information(1) | |||||||||
| 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 | Reason 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 | 23-10-2024 | Yes | 4 | 4 | 3 | 6 | |||
| 2 | Audit Committee | 20-01-2025 | 88 | Yes | 4 | 4 | 3 | 6 | ||
| 3 | Risk Management Committee | 20-01-2025 | Yes | 3 | 3 | 2 | 3 | |||
| 4 | Nomination and remuneration committee | 23-10-2024 | Yes | 4 | 4 | 4 | 3 | |||
| 5 | Corporate Social Responsibility Committee | 23-10-2024 | Yes | 3 | 2 | 1 | 2 | |||
| 6 | Corporate Social Responsibility Committee | 20-01-2025 | 88 | Yes | 3 | 3 | 1 | 2 | ||
Annexure 1 | ||||||||||
IV. Meeting of Committees | ||||||||||
| 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 | Reason 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) |
| 7 | Stakeholders Relationship Committee | 20-01-2025 | Yes | 4 | 4 | 3 | 2 | |||
Text Block | ||
| Textual Information(1) | 5. No RMC Meeting was held during the quarter ended 31-12-2024. 6. Gap of 161 days between two RMC meetings held on 20.01.2025 and 12.08.2024 7. No SRC Meeting was held during the quarter ended 31-12-2024 | |
Annexure 1 | |||
V. 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) | Yes | |
| 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 | Stuti Maru |
| 2 | Designation | Company Secretary and Compliance Officer |
Text Block | |
| Textual Information(1) | 8. The Corporate Governance Report for the previous quarter ended 31-12-2024, was placed before the Board at its meeting held on 20-01-2025. Further, the Corporate Governance Report for the quarter ended 31-03-2025 will be placed in the ensuing meeting of the Board of Directors. |
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 LODR Regulation | ||||
Sr | ||||
| Sr | Item | Compliance status (Yes/No/NA) | If status is �No� details of non-compliance may be given here. | Web address |
| As per regulation 46(2) of the LODR: | ||||
| 1.1 | Details of business | Yes | https://krystal-group.com/about-us/ | |
| 1.2 | Memorandum of Association and Articles of Association | Yes | https://krystal-group.com/wp-content/uploads/2024/09/MOA-AOA.pdf | |
| 1.3 | Brief profile of board of directors including directorship and full-time positions in body corporates | Yes | https://krystal-group.com/investors-relations/board-of-directors/ | |
| 2 | Terms and conditions of appointment of independent directors | Yes | https://krystal-group.com/wp-content/uploads/2024/09/Terms-and-conditions-of-appointment-of-independent-directors.pdf | |
| 3 | Composition of various committees of board of directors | Yes | https://krystal-group.com/wp-content/uploads/2024/09/Composition-of-various-committees-of-board-of-directors.pdf | |
| 4 | Code of conduct of board of directors and senior management personnel | Yes | https://krystal-group.com/wp-content/uploads/2024/09/Code-of-conduct-of-board-of-directors-and-senior-manage.pdf | |
| 5 | Details of establishment of vigil mechanism/ Whistle Blower policy | Yes | https://krystal-group.com/investors-relations/policies/ | |
| 6 | Criteria of making payments to non-executive directors | Yes | https://krystal-group.com/wp-content/uploads/2024/09/7.-Nomination-and-Remuneration-Policy-2.pdf | |
| 7 | Policy on dealing with related party transactions | Yes | https://krystal-group.com/investors-relations/policies/ | |
| 8 | Policy for determining �material� subsidiaries | Yes | https://krystal-group.com/investors-relations/policies/ | |
| 9 | Details of familiarization programmes imparted to independent directors | Yes | https://krystal-group.com/wp-content/uploads/2024/09/Board-Familiarisation-Programme-FY-2024-25-Upload.pdf | |
| 10 | Email address for grievance redressal and other relevant details | Yes | https://krystal-group.com/investors-relations/contact-details-for-grievance-redressal/ | |
| 11 | Contact information of the designated officials of the listed entity who are responsible for assisting and handling investor grievances | Yes | https://krystal-group.com/investors-relations/contact-details-for-grievance-redressal/ | |
| 12 | Financial results | Yes | https://krystal-group.com/investors-relations/financials/ | |
| 13 | Shareholding pattern | Yes | https://krystal-group.com/investors-relations/shareholding-pattern/ | |
| 14 | Details of agreements entered into with the media companies and/or their associates | Yes | https://krystal-group.com/investors-relations/media-agreements/ | |
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 LODR Regulation | ||||
Sr | ||||
| As per regulation 46(2) of the LODR: | ||||
| 15.1 | (I) Schedule of analyst or institutional investor meet (II) Presentations prepared by the listed entity for analysts or institutional investors meet, post earnings or quarterly calls prior to beginning of such events. | Yes | i. https://krystal-group.com/investors-relations/earnings-call-recording-transcripts/ ii. https://krystal-group.com/investors-relations/investor-presentation/ | |
| 15.2 | Audio recordings, video recordings, if any, and transcripts of post earnings or quarterly calls, by whatever name called, conducted physically or through digital means | Yes | https://krystal-group.com/investors-relations/earnings-call-recording-transcripts/ | |
| 16 | New name and the old name of the listed entity | Yes | https://krystal-group.com/investors-relations/name-of-the-company/ | |
| 17 | Advertisements as per regulation 47 (1) | Yes | https://krystal-group.com/investors-relations/regulation-47-disclosures/ | |
| 18 | Credit rating or revision in credit rating obtained | Yes | https://krystal-group.com/investors-relations/financials/credit-rating/ | |
| 19 | Separate audited financial statements of each subsidiary of the listed entity in respect of a relevant financial year | Yes | https://krystal-group.com/investors-relations/financials/annual-financials-of-subsidiaries/ | |
| 20 | Secretarial Compliance Report | Yes | https://krystal-group.com/investors-relations/annual-secretarial-compliance-report/ | |
| 21 | Materiality Policy as per Regulation 30 (4) | Yes | https://krystal-group.com/investors-relations/policies/ | |
| 22 | Disclosure of contact details of KMP who are authorized for the purpose of determining materiality as required under regulation 30(5) | Yes | https://krystal-group.com/investors-relations/kmp-authorised/ | |
| 23 | Disclosures under regulation 30(8) | Yes | https://krystal-group.com/investors-relations/disclosures-under-regulation-308-of-lodr/ | |
| 24 | Statements of deviation(s) or variations(s) as specified in regulation 32 | Yes | https://krystal-group.com/investors-relations/statements-of-deviations-variations-as-per-regulation-32/ | |
| 25 | Dividend Distribution policy as per Regulation 43A(1) | Yes | https://krystal-group.com/investors-relations/policies/ | |
| 26.1 | Annual return as provided under section 92 of the Companies Act, 2013 | Yes | https://krystal-group.com/investors-relations/annual-return/ | |
| 26.2 | Employee Benefit scheme documents framed in terms of SEBI (SBEB) Regulations, 2021 | Yes | https://krystal-group.com/investors-relations/employee-benefit-scheme-documents/ | |
| 27 | Confirmation that the above disclosures are in a separate section as specified in regulation 46(2) | Yes | https://krystal-group.com/investors-relations/disclosures-under-regulation-46-of-the-sebi-lodr/ | |
| 28 | Compliance with regulation 46(3) with respect to accuracy of disclosures on the website and timely updating | Yes | https://krystal-group.com/investors-relations/disclosures-under-regulation-46-of-the-sebi-lodr/ | |
| Disclosure of notes on website in terms of Listing Regulations explanatory [Text Block] | Textual Information(1) | |||
Text Block | |
| Textual Information(1) | 9. The Company is not making any payments to Non-Executive Directors except Sitting Fees. |
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) | Yes | |
| 2 | Board composition | 17(1), 17(1A) & 17(1C), 17(1D) & 17(1E) | 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 | Role of Audit Committee and information to be reviewed by the audit committee | 18(3) | Yes | |
| 18 | Composition of nomination & remuneration committee | 19(1) & (2) | Yes | |
| 19 | Quorum of Nomination and Remuneration Committee meeting | 19(2A) | Yes | |
| 20 | Meeting of Nomination and Remuneration Committee | 19(3A) | 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 | Role of Nomination and Remuneration Committee | 19(4) | Yes | |
| 22 | Composition of Stakeholder Relationship Committee | 20(1), 20(2) & 20(2A) | Yes | |
| 23 | Meeting of Stakeholders Relationship Committee | 20(3A) | Yes | |
| 24 | Role of Stakeholders Relationship Committee | 20(4) | Yes | |
| 25 | Composition and role of risk management committee | 21(1),(2),(3),(4) | Yes | |
| 26 | Meeting of Risk Management Committee | 21(3A) | Yes | |
| 27 | Quorum of Risk Management Committee meeting | 21(3B) | Yes | |
| 28 | Gap between the meetings of the Risk Management Committee | 21(3C) | Yes | |
| 29 | Vigil Mechanism | 22 | Yes | |
| 30 | Policy for related party Transaction | 23(1), (1A), (5), (6), & (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. |
| 31 | Prior or Omnibus approval of Audit Committee for all related party transactions | 23(2), (3) | Yes | |
| 32 | Approval for material related party transactions | 23(4) | Yes | |
| 33 | Disclosure of related party transactions on consolidated basis | 23(9) | Yes | |
| 34 | Composition of Board of Directors of unlisted material Subsidiary | 24(1) | NA | |
| 35 | Other Corporate Governance requirements with respect to subsidiary of listed entity | 24(2),(3),(4),(5) & (6) | Yes | |
| 36 | Alternate Director to Independent Director | 25(1) | NA | |
| 37 | Maximum Tenure | 25(2) | Yes | |
| 38 | Appointment, Re-appointment or removal of an Independent Director through special resolution or the alternate mechanism | 25(2A) | Yes | |
| 39 | Meeting of independent directors | 25(3) & (4) | Yes | |
| 40 | Familiarization of independent directors | 25(7) | 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. |
| 41 | Declaration from Independent Director | 25(8) & (9) | Yes | |
| 42 | Directors and Officers insurance | 25(10) | Yes | |
| 43 | Confirmation with respect to appointment of Independent Directors who resigned from the listed entity | 25(11) | Yes | |
| 44 | Memberships in Committees | 26(1) | Yes | |
| 45 | Affirmation with compliance to code of conduct from members of Board of Directors and Senior management personnel | 26(3) | Yes | |
| 46 | Policy with respect to Obligations of directors and senior management | 26(2) & 26(5) | Yes | |
| 47 | Approval of the Board and shareholders for compensation or profit sharing in connection with dealings in the securities of the listed entity | 26(6) | Yes | |
| 48 | Vacancies in respect Key Managerial Personnel | 26A(1) & 26A(2), 26A(3) | Yes | |
| Any other information to be provided | Textual Information(1) | |||
Text Block | |||
| Textual Information(1) | 10. The Company does not have unlisted material subsidiary. | ||
Annexure II | ||
| 1 | Name of signatory | Barun Dey |
| 2 | Designation | Chief Financial 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 | Yes | |
| Any other information to be provided | |||
Annexure II | ||
| 1 | Name of signatory | Barun Dey |
| 2 | Designation | Chief Financial Officer |
Additional Half yearly Disclosure DISCLOSURE OF LOANS / GUARANTEES / COMFORT LETTERS / SECURITIES ETC. (applicable only for half-yearly filings) | |||||||
| Any Other Information for Disclosure of Loans / Guarantees / Comfort Letters / Securities Etc. | 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 | 5325900 | 0 | |||||
| Promoter Group or any other entity controlled by them | 61625000 | 125788720 | |||||
| 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 | Barun Dey | ||||||
| Designation | CFO | ||||||
| Place | Mumbai | ||||||
| Date | 29-04-2025 | ||||||
Text Block |
Details of Cyber security incidence | ||
| Whether as per Regulation 27(2)(ba) of SEBI (LODR) Regulations, 2015 there has been cyber security incidents or breaches or loss of data or documents during the quarter | No | |
| Number of cyber security incidence or breaches or loss of data event occurred during the quarter | ||
| Sr. | Date of the event | Brief details of the event |
Signatory Details | |
| Name of signatory | Stuti Maru |
| Designation of person | Company Secretary and Compliance Officer |
| Place | Mumbai |
| Date | 29-04-2025 |
Investor Grievance Details | |
| No. of investor complaints pending at the beginning of Quarter | 0 |
| No. of investor complaints received during the Quarter | 0 |
| No. of investor complaints disposed off during the Quarter | 0 |
| No. of investor complaints those remaining unresolved at the end of the Quarter | 0 |
Disclosure of Acquisition of Shares or Voting Rights in Unlisted Companies- The details of acquisition of shares or voting rights in unlisted companies during the quarter in terms of sub-para 1 of para A of Part A of Schedule III are given below: | |||||
| Any Other Information for Disclosure of Acquisition of Shares or Voting Rights in Unlisted Companies | Textual Information(1) | ||||
| Sr. No. | Name of the unlisted company in which shares or voting rights have been acquired | Date of acquisition | Aggregate holding (% shares or voting rights) as at the end of the previous quarter | % shares or voting rights acquired during the quarter | Aggregate holding (% shares or voting rights) as at the end of the quarter |
| 1 | Taskmaster Private Limited | 26-02-2025 | 0 | 100 | 100 |
Disclosure of Acquisition of Shares or Voting Rights in Unlisted Companies- The details of acquisition of shares or voting rights in unlisted companies during the quarter in terms of sub-para 1 of para A of Part A of Schedule III are given below: Text Block | |
| Textual Information(1) | 11. Taskmaster Private Limited, was incorporated as the WOS of the Company on 26.02.2025. The Company made an investment of Rs. 1,00,000/- by subscribing to 10,000 Equity shares of face value of Rs.10/- each, of which 9,999 Equity shares were subscribed by the Company and 1 equity share was subscribed by a nominee of the Company. |