General information about company

Scrip code500350
NSE SymbolRSWM
MSEI SymbolNOTLISTED
ISININE611A01016
Name of the entityRSWM LIMITED
Date of start of financial year01-04-2024
Date of end of financial year31-03-2025
Reporting Quarter TypeQuarterly
Date of Quarter Ending31-12-2024
Type of companyEquity
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?NoNo such acquisition made during the quarter ended 31/12/2024.
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?Yes
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?Yes
Risk management committeeApplicable
Market Capitalisation as per immediate previous Financial YearTop 2000 listed entities
Is SCORE ID Available ?Yes
SCORE Registration IDR00245
Reason For No SCORE ID
Type of SubmissionOriginal
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
Whether the listed entity has a Regular ChairpersonYes
Whether Chairperson is related to MD or CEOYes
SrTitle (Mr / Ms)Name of the DirectorPANDINCategory 1 of directorsCategory 2 of directorsCategory 3 of directors Date of Birth
1MrRiju JhunjhunwalaAAKPJ4377M00061060Executive DirectorChairpersonCEO-MD13-01-1979
2MrRavi JhunjhunwalaAAGPJ0739D00060972Non-Executive - Non Independent DirectorNot Applicable28-10-1955
3MrShekhar AgarwalAAEPA6590M00066113Non-Executive - Non Independent DirectorNot Applicable09-10-1952
4MrBrij Mohan SharmaAOMPS2044A08195895Executive DirectorNot ApplicableMD08-11-1957
5MrArun ChuriwalACTPC0401E00001718Non-Executive - Non Independent DirectorNot Applicable15-05-1950
6MrDeepak JainAAEPJ1525D00004972Non-Executive - Independent DirectorNot Applicable06-04-1975
7MrsArchana CapoorABSPC4053C01204170Non-Executive - Independent DirectorNot Applicable17-09-1958
8MrSurya Kant GuptaAAUPG3837H00323759Non-Executive - Independent DirectorNot Applicable11-02-1951
9MrSuman Jyoti KhaitanAERPK7259Q00023370Non-Executive - Independent DirectorNot Applicable09-02-1959
10MrSunil Dharamvir DhawanAAMPD7302G02618343Non-Executive - Independent DirectorNot Applicable12-04-1969

I. Composition of Board of Directors

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

SrWhether the director is disqualified?Start Date of disqualificationEnd Date of disqualificationDetails of disqualificationCurrent status
1NoActive
2NoActive
3NoActive
4NoActive
5NoActive
6NoActive
7NoActive
8NoActive
9NoActive
10NoActive

I. Composition of Board of Directors

SrWhether 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 [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 CessationNotes for not providing PANNotes for not providing DIN
1NA23-10-200301-05-20213021
2NA18-05-197918-05-19794042
3NA13-02-198425-09-20095040
4NA07-08-201807-08-20241000
5Yes21-12-202423-10-200301-04-20162020
6NA11-05-201611-05-20211044231
7NA13-02-201813-02-2023835585
8Yes15-09-202310-08-202310-08-2023171110
9NA09-08-202409-08-202462262
10NA11-10-202411-10-202431100



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
101204170Archana CapoorNon-Executive - Independent DirectorChairperson12-08-2019
200060972Ravi JhunjhunwalaNon-Executive - Non Independent DirectorMember16-09-2024
300023370Suman Jyoti KhaitanNon-Executive - Independent DirectorMember16-09-2024


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
100323759Surya Kant GuptaNon-Executive - Independent DirectorChairperson16-09-2024
200066113Shekhar AgarwalNon-Executive - Non Independent DirectorMember17-03-2009
301204170Archana CapoorNon-Executive - Independent DirectorMember16-09-2024


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
100023370Suman Jyoti KhaitanNon-Executive - Independent DirectorChairperson09-08-2024
200066113Shekhar AgarwalNon-Executive - Non Independent DirectorMember02-05-2001
300001718Arun ChuriwalNon-Executive - Non Independent DirectorMember29-04-2009


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
100061060Riju JhunjhunwalaExecutive DirectorChairperson28-05-2021
201204170Archana CapoorNon-Executive - Independent DirectorMember09-08-2024
300323759Surya Kant GuptaNon-Executive - Independent DirectorMember09-08-2024


Corporate Social Responsibility Committee

Whether the Corporate Social Responsibility Committee has a Regular Chairperson
SrDIN NumberName of Committee membersCategory 1 of directorsCategory 2 of directorsDate of Appointment Date of CessationRemarks
100001718Arun ChuriwalNon-Executive - Non Independent DirectorChairperson22-04-2014
200061060Riju JhunjhunwalaExecutive DirectorMember22-04-2014
300323759Surya Kant GuptaNon-Executive - Independent DirectorMember09-08-2024


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
Sr. No.Date(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*
109-08-2024Yes11116
212-11-202494Yes10104



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 Committee09-08-2024Yes3330
2Audit Committee12-11-202494Yes3320
3Nomination and remuneration committee09-08-2024Yes3320
4Nomination and remuneration committee12-11-202494Yes3320
5Stakeholders Relationship Committee09-08-2024Yes3310
6Stakeholders Relationship Committee12-11-202494Yes3310



Annexure 1

IV. Meeting of Committees

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)
7Risk Management Committee24-05-2024Yes3320
8Risk Management Committee12-11-2024171Yes3320
9Corporate Social Responsibility Committee09-08-2024Yes3310
10Corporate Social Responsibility Committee12-11-202494Yes3310



Annexure 1

V. Affirmations

SrSubjectCompliance status (Yes/No)
1The composition of Board of Directors is in terms of SEBI (Listing obligations and disclosure requirements) Regulations, 2015Yes
2The composition of the following committees is in terms of SEBI(Listing obligations and disclosure requirements) Regulations, 2015 a. Audit CommitteeYes
3The composition of the following committees is in terms of SEBI(Listing obligations and disclosure requirements) Regulations, 2015. b. Nomination & remuneration committeeYes
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)Yes
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

Annexure 1

SrSubjectCompliance status
1Name of signatorySURENDER GUPTA
2DesignationCompany Secretary and Compliance Officer



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 quarterNo
Number of cyber security incidence or breaches or loss of data event occurred during the quarter
Sr.Date of the eventBrief details of the event



Signatory Details

Name of signatorySURENDER GUPTA
Designation of personCompany Secretary and Compliance Officer
PlaceNOIDA
Date14-02-2025



Investor Grievance Details

No. of investor complaints pending at the beginning of Quarter0
No. of investor complaints received during the Quarter1
No. of investor complaints disposed off during the Quarter1
No. of investor complaints those remaining unresolved at the end of the Quarter0



Disclosure of Imposition of Fine or Penalty The details of imposition of fine or penalty during the quarter in terms of sub-para 20 of para A of Part A of Schedule III are given below:

Any Other Information for Disclosure of Imposition of Fine or Penalty
Sr. No.Name of the authorityNature and details of the action(s) taken or order(s) passedDate of receipt of direction or order, including any ad interim or interim orders, or any other communication from the authorityDetails of the violation(s)/ contravention(s) committed or alleged to be committedImpact on financial, operation or other activities of the listed entity, quantifiable in monetary terms to the extent possible
1BSE Limited, National Stock Exchange of India LimitedNotice for Non-compliance with regrd to Regulations 17 (1) and 17 (1A) of SEBI, LODR, 2015 was received for imposition of penalty for Rs.75000/- and Rs.70000/- respectively. The Company made waiver application to the Stock Exchanges on 28/11/2024. The application of the Company is under consideration of the Stock Exchanges and shall be decided in due course.21-11-2024It was alleged that there was Non-complince with Regulation 17 (1) with regard to composition of the Board. It was also alleged that there was Non-compliance of regulation 17 (1A) pertaining to the appontment and continuation of Non-executive director who had attained the age of 75 years.None



Disclosure of Updates to Ongoing Tax Litigations or Disputes The updates on tax litigations or disputes in terms of sub-para 8 of para B of Part A of Schedule III read with corresponding provisions of Annexure 18 of the Master Circular are given below:

Any Other Information for Disclosure of Updates to Ongoing Tax Litigations or Disputes
Sr. No.Name of the opposing partyDate of initiation of the litigation / disputeStatus of the litigation / dispute as per last disclosureCurrent status of the litigation / dispute
1Ajmer Vidyut Vitaran Nigam Limited, Ajmer24-08-2016Matter realted to levy of Additional Surcharges on purchase of IEX power in bills amounting to Rs.2025.00 Lakhs.The Comapny had objected the same and filed an appeal through RTMA before APTEL, Delhi for refund. Last hearing was held on 03-03-2022Status quo
2Ajmer Vidyut Vitaran Nigam Limited, Ajmer01-12-2016Matter Related to levy of Cross Subsidy Surcharges on purchase of IEX power in bills amounting to Rs.2491.93 Lakhs.The Company had objected the same and filed an appeal through RTMA before APTEL, Delhi for refund. Last hearing was on 23-04-2024Status quo
3Ajmer Vidyut Vitaran Nigam Limited, Ajmer17-12-2021Matter realted to levy of water cess , urban cess , electricity duty,additional surcharge and cross subsidy surcharge against wind power purchased from LNJPVL considering sale to RSWM Limited as third party as per RERC order from October 2021 onwards amounting to Rs.1535.95 Lakhs.The Comapny had filed an appeal, stay granted and matter is pending with High Court of Rajathan, Jodhpur. Last hearing was on 24-12-2022Status quo
4Ajmer Vidyut Vitaran Nigam Limited, Ajmer01-04-2020Matter realted to levy of water, cess has charged electricity duty on Solar Power Captive consumption amounting Rs. 820.07 Lakhs.The Company had filed an appeal through MCCI before High Court of Rajasthan, Jodhpur for the same. Stay granted. Status quo
5State of Rajasthan, Director Gen, State DRI and Collector (Stamps) Bhilwara12-12-2017Matter releated to additional stamp duty on execution of supplemental consortuim working capital agreements and joint deeds of hypothecation with Consortium Banks amounting to Rs.1580.87 Lakhs. The Company had filed a case which is pending with High Court of Rajathan, Jodhpur. Status quo
6Asst Commissioner-CGST Bhilwara21-06-2023Matter related to reverseal of ITC of Rs.669.13 Lakhs and paid penalty of Rs.100.37 Lakhs (Total 769.50 Lakhs) under section 74(5) on purchases of PET bottles from specific suppliers. We have filed refund claim before Asst Commissioner-CGST Bhilwara on 30-09-2024 but same was rejected. The Company had filed an Appeal before Joint Commissioner (A), Jodhpur against the order.Status quo
7Department of Income Tax, New Delhi19-06-2020Matter related to disallowances of deduction U/s 80 IA of Income Tax Act in respect of rate difference on sale of captive power and disallowances of exempt dividend Income U/s14 A for the assessment year 2016-2017 amounting Rs.813.65 Lakhs. The Company had filed the case and the same is pending with CIT (A), Delhi. Last hearing was on 08-03-2022Status quo
8Department of Income Tax, New Delhi19-06-2020Matter realted to disallowances of deduction U/s 80 IA of Income Tax Act in respect of rate difference on sale of captive power and disallowances of exempt dividend Income U/s14 A or the assessment year 2017-2018 amounting to Rs.1267.94 Lakhs. The case filed by the company is pending with CIT (A), Delhi. Last hearing was on 08-03-2022Status quo
9Department of Income Tax, New Delhi30-11-2021Matter pertains to disallowances of deduction U/s 80 IA of Income Tax Act in respect of rate difference on sale of captive power for the assessment year 2018-19 amounting to Rs.762.72 Lakhs. The case filed by the company is pending with CIT (A), Delhi. Hearing date was 30-11-2021Status quo
10Department of Income Tax, New Delhi31-03-2016Matter pertains to disallowance of Trade Creditors due to non available of balance confirmation letters from CTL for the assessment year 2013-14 amounting to Rs.685.66 Lakhs. The company had filled the case and the same is pending with CIT (A), Delhi.Last hearing was on 13-02-2020Status quo
11Department of Income Tax, New Delhi30-09-2018Matters realeted to disallowance of Miscellaneous expense and Additional grounds for TUF Subsidy Capital Receipt,RIPS Interest Subsidy, FMS/FPS, Electricity Duty Exemption. for the assessment year 2011-12 amounting to Rs.1453.67 Lakhs. The case is filed by the department is pending with ITAT, Jodhpur. Last hearing was on 24-05-2023Status quo
12Department of Income Tax, New Delhi30-09-2018Matter releated to disallowance of Miscellaneous expense and Additional grounds for TUF Subsidy Capital Receipt,RIPS Interest Subsidy, FMS/FPS, Electricity Duty Exemption for the assessment year 2013-14 amounting to Rs.2020.83 Lakhs. The case is filed by the department is pending with ITAT, Jodhpur. Last hearing was on 24-05-2023Status quo
13Department of Income Tax, New Delhi17-09-2020Matter releted to disallowance of Miscellaneous expense and Additional grounds for TUF Subsidy Capital Receipt,RIPS Interest Subsidy, FMS/FPS, Electricity Duty Exemption for the assessment year 2014-15 amounting to Rs.2286.64 Lakhs.The case is filed by the department is pending with ITAT, Jodhpur. Last hearing was on 03-08-2023Status quo
14Department of Income Tax, New Delhi17-09-2020Matter releated to Disallowance of Miscellaneous expense and Additional grounds for TUF Subsidy Capital Receipt,RIPS Interest Subsidy, FMS/FPS, Electricity Duty Exemption for the assessment year 2013-14 amounting to Rs.2479.09 Lakhs. The case is filed by the department is pending with ITAT, Jodhpur.Last hearing was on 03-08-2023Status quo