General information about company | ||
| Scrip code | 500350 | |
| NSE Symbol | RSWM | |
| MSEI Symbol | NOTLISTED | |
| ISIN | INE611A01016 | |
| Name of the entity | RSWM LIMITED | |
| Date of start of financial year | 01-04-2025 | |
| Date of end of financial year | 31-03-2026 | |
| Reporting Quarter Type | Yearly | |
| Date of Quarter Ending | 31-03-2026 | |
| 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 | During the quarter ended March 31, 2026, there was no imposition of fine or penalty as specified under Annexure I (Part D) of the SEBI Circular dated December 31, 2024. |
| 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 | |
| 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 | R00245 | |
| 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 | |||||||||||||||||||||||||
| 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 | Mr | Riju Jhunjhunwala | AAKPJ4377M | 00061060 | Executive Director | Chairperson | CEO-MD | 13-01-1979 | |||||||||||||||||
| 2 | Mr | Ravi Jhunjhunwala | AAGPJ0739D | 00060972 | Non-Executive - Non Independent Director | Not Applicable | 28-10-1955 | ||||||||||||||||||
| 3 | Mr | Shekhar Agarwal | AAEPA6590M | 00066113 | Non-Executive - Non Independent Director | Not Applicable | 09-10-1952 | ||||||||||||||||||
| 4 | Mr | Rajeev Gupta | ABZPG5028N | 02049516 | Executive Director | Not Applicable | MD | 09-09-1970 | |||||||||||||||||
| 5 | Mr | Arun Churiwal | ACTPC0401E | 00001718 | Non-Executive - Non Independent Director | Not Applicable | 15-05-1950 | ||||||||||||||||||
| 6 | Mr | Deepak Jain | AAEPJ1525D | 00004972 | Non-Executive - Independent Director | Not Applicable | 06-04-1975 | ||||||||||||||||||
| 7 | Mrs | Archana Capoor | ABSPC4053C | 01204170 | Non-Executive - Independent Director | Not Applicable | 17-09-1958 | ||||||||||||||||||
| 8 | Mr | Surya Kant Gupta | AAUPG3837H | 00323759 | Non-Executive - Independent Director | Not Applicable | 11-02-1951 | ||||||||||||||||||
| 9 | Mr | Suman Jyoti Khaitan | AERPK7259Q | 00023370 | Non-Executive - Independent Director | Not Applicable | 09-02-1959 | ||||||||||||||||||
| 10 | Mr | Sunil Dharamvir Dhawan | AAMPD7302G | 02618343 | Non-Executive - Independent Director | Not Applicable | 12-04-1969 | ||||||||||||||||||
| 11 | Mr | Thomas Varghese | AACPV4925D | 02263496 | Non-Executive - Independent Director | Not Applicable | 03-03-1961 | ||||||||||||||||||
| 12 | Mr | Brij Mohan Sharma | AOMPS2044A | 08195895 | Non-Executive - Non Independent Director | Not Applicable | 08-11-1957 | ||||||||||||||||||
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 | |||||||||||||||||||||||
| 11 | No | Active | |||||||||||||||||||||||
| 12 | No | Inactive | |||||||||||||||||||||||
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 | 23-10-2003 | 01-05-2021 | 3 | 0 | 2 | 1 | ||||||||||||||||||||
| 2 | NA | 18-05-1979 | 18-05-1979 | 4 | 0 | 2 | 1 | ||||||||||||||||||||
| 3 | NA | 13-02-1984 | 25-09-2009 | 5 | 0 | 4 | 0 | ||||||||||||||||||||
| 4 | NA | 12-02-2025 | 12-02-2025 | 1 | 0 | 0 | 0 | ||||||||||||||||||||
| 5 | Yes | 21-12-2024 | 23-10-2003 | 01-04-2016 | 2 | 0 | 2 | 0 | |||||||||||||||||||
| 6 | NA | 11-05-2016 | 11-05-2021 | 119 | 4 | 2 | 3 | 1 | |||||||||||||||||||
| 7 | NA | 13-02-2018 | 13-02-2023 | 98 | 5 | 5 | 8 | 3 | |||||||||||||||||||
| 8 | Yes | 15-09-2023 | 10-08-2023 | 10-08-2023 | 32 | 1 | 1 | 1 | 0 | ||||||||||||||||||
| 9 | NA | 09-08-2024 | 09-08-2024 | 20 | 5 | 5 | 8 | 3 | |||||||||||||||||||
| 10 | NA | 11-10-2024 | 11-10-2024 | 18 | 1 | 1 | 1 | 0 | |||||||||||||||||||
| 11 | NA | 12-02-2025 | 12-02-2025 | 14 | 1 | 1 | 1 | 0 | |||||||||||||||||||
| 12 | NA | 01-04-2025 | 01-04-2025 | 19-03-2026 | 0 | 0 | 0 | 0 | Others | ||||||||||||||||||
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 | 01204170 | Archana Capoor | Non-Executive - Independent Director | Chairperson | 12-08-2019 | ||
| 2 | 00023370 | Suman Jyoti Khaitan | Non-Executive - Independent Director | Member | 16-09-2024 | ||
| 3 | 02263496 | Thomas Varghese | Non-Executive - Independent Director | Member | 13-05-2025 | ||
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 | 00323759 | Surya Kant Gupta | Non-Executive - Independent Director | Chairperson | 16-09-2024 | ||
| 2 | 00066113 | Shekhar Agarwal | Non-Executive - Non Independent Director | Member | 17-03-2009 | ||
| 3 | 01204170 | Archana Capoor | Non-Executive - Independent Director | Member | 16-09-2024 | ||
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 | 00023370 | Suman Jyoti Khaitan | Non-Executive - Independent Director | Chairperson | 09-08-2024 | ||
| 2 | 00066113 | Shekhar Agarwal | Non-Executive - Non Independent Director | Member | 02-05-2001 | ||
| 3 | 00001718 | Arun Churiwal | Non-Executive - Non Independent Director | Member | 29-04-2009 | ||
| 4 | 02618343 | Sunil Dharamvir Dhawan | Non-Executive - Independent Director | Member | 13-05-2025 | ||
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 | 00061060 | Riju Jhunjhunwala | Executive Director | Chairperson | 28-05-2021 | ||
| 2 | 00323759 | Surya Kant Gupta | Non-Executive - Independent Director | Member | 09-08-2024 | ||
| 3 | 02263496 | Thomas Varghese | Non-Executive - Independent Director | Member | 13-05-2025 | ||
Corporate Social Responsibility Committee | |||||||
| Whether the Corporate Social Responsibility Committee has a Regular Chairperson | |||||||
| Sr | DIN Number | Name of Committee members | Category 1 of directors | Category 2 of directors | Date of Appointment | Date of Cessation | Remarks |
| 1 | 00001718 | Arun Churiwal | Non-Executive - Non Independent Director | Chairperson | 22-04-2014 | ||
| 2 | 02049516 | Rajeev Gupta | Executive Director | Member | 13-05-2025 | ||
| 3 | 02618343 | Sunil Dharamvir Dhawan | Non-Executive - Independent Director | Member | 13-05-2025 | ||
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 | 30-10-2025 | Yes | 12 | 10 | 5 | |||
| 2 | 06-11-2025 | 6 | Yes | 12 | 12 | 6 | ||
| 3 | 11-02-2026 | 96 | Yes | 12 | 11 | 5 | ||
Annexure 1 | ||||||||||
IV. Meeting of Committees | ||||||||||
| Disclosure of notes on meeting of committees explanatory | ||||||||||
| 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 | 30-10-2025 | Yes | 3 | 3 | 3 | 0 | |||
| 2 | Audit Committee | 06-11-2025 | 6 | Yes | 3 | 3 | 3 | 0 | ||
| 3 | Audit Committee | 11-02-2026 | 96 | Yes | 3 | 3 | 3 | 0 | ||
| 4 | Stakeholders Relationship Committee | 06-11-2025 | Yes | 4 | 4 | 2 | 0 | |||
| 5 | Stakeholders Relationship Committee | 11-02-2026 | 96 | Yes | 4 | 4 | 2 | 0 | ||
| 6 | Risk Management Committee | 06-11-2025 | Yes | 3 | 3 | 2 | 0 | |||
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 | Nomination and remuneration committee | 11-02-2026 | 96 | Yes | 3 | 3 | 2 | 0 | ||
| 8 | Corporate Social Responsibility Committee | 06-11-2025 | Yes | 3 | 3 | 1 | 0 | |||
| 9 | Corporate Social Responsibility Committee | 11-02-2026 | 96 | Yes | 3 | 3 | 1 | 0 | ||
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 |
Annexure 1 | ||
| Sr | Subject | Compliance status |
| 1 | Name of signatory | SURENDER GUPTA |
| 2 | Designation | Company Secretary and Compliance Officer |
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 | www.rswm.in | |
| 1.2 | Memorandum of Association and Articles of Association | Yes | www.rswm.in | |
| 1.3 | Brief profile of board of directors including directorship and full-time positions in body corporates | Yes | www.rswm.in | |
| 2 | Terms and conditions of appointment of independent directors | Yes | www.rswm.in | |
| 3 | Composition of various committees of board of directors | Yes | www.rswm.in | |
| 4 | Code of conduct of board of directors and senior management personnel | Yes | www.rswm.in | |
| 5 | Details of establishment of vigil mechanism/ Whistle Blower policy | Yes | www.rswm.in | |
| 6 | Criteria of making payments to non-executive directors | Yes | www.rswm.in | |
| 7 | Policy on dealing with related party transactions | Yes | www.rswm.in | |
| 8 | Policy for determining ‘material’ subsidiaries | Yes | www.rswm.in | |
| 9 | Details of familiarization programmes imparted to independent directors | Yes | www.rswm.in | |
| 10 | Email address for grievance redressal and other relevant details | Yes | www.rswm.in | |
| 11 | Contact information of the designated officials of the listed entity who are responsible for assisting and handling investor grievances | Yes | www.rswm.in | |
| 12 | Financial results | Yes | www.rswm.in | |
| 13 | Shareholding pattern | Yes | www.rswm.in | |
| 14 | Details of agreements entered into with the media companies and/or their associates | NA | ||
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 | www.rswm.in | |
| 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 | www.rswm.in | |
| 16 | New name and the old name of the listed entity | NA | ||
| 17 | Advertisements as per regulation 47 (1) | Yes | www.rswm.in | |
| 18 | Credit rating or revision in credit rating obtained | Yes | www.rswm.in | |
| 19 | Separate audited financial statements of each subsidiary of the listed entity in respect of a relevant financial year | Yes | www.rswm.in | |
| 20 | Secretarial Compliance Report | Yes | www.rswm.in | |
| 21 | Materiality Policy as per Regulation 30 (4) | Yes | www.rswm.in | |
| 22 | Disclosure of contact details of KMP who are authorized for the purpose of determining materiality as required under regulation 30(5) | Yes | www.rswm.in | |
| 23 | Disclosures under regulation 30(8) | Yes | www.rswm.in | |
| 24 | Statements of deviation(s) or variations(s) as specified in regulation 32 | NA | ||
| 25 | Dividend Distribution policy as per Regulation 43A(1) | Yes | www.rswm.in | |
| 26.1 | Annual return as provided under section 92 of the Companies Act, 2013 | Yes | www.rswm.in | |
| 26.2 | Employee Benefit scheme documents framed in terms of SEBI (SBEB) Regulations, 2021 | NA | ||
| 27 | Confirmation that the above disclosures are in a separate section as specified in regulation 46(2) | Yes | www.rswm.in | |
| 28 | Compliance with regulation 46(3) with respect to accuracy of disclosures on the website and timely updating | Yes | www.rswm.in | |
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) | NA | |
| 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) | NA | |
| 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) | NA | |
| 48 | Vacancies in respect Key Managerial Personnel | 26A(1) & 26A(2), 26A(3) | NA | |
| Any other information to be provided - Add Notes | ||||
Annexure II | ||
| 1 | Name of signatory | SURENDER GUPTA |
| 2 | Designation | Company Secretary and Compliance 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 | NA | |
| Any other information to be provided | |||
Annexure II | ||
| 1 | Name of signatory | SURENDER GUPTA |
| 2 | Designation | Company Secretary and Compliance 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 | 0 | 0 | |||||
| Promoter Group or any other entity controlled by them | 0 | 0 | |||||
| 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 | Comfort Letters | 0 | 250000000 | ||||
| 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 | NITIN TULYANI | ||||||
| Designation | CFO | ||||||
| Place | NOIDA | ||||||
| Date | 28-04-2026 | ||||||
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 | SURENDER GUPTA |
| Designation of person | Company Secretary and Compliance Officer |
| Place | Noida |
| Date | 28-04-2026 |
Investor Grievance Details | |
| No. of investor complaints pending at the beginning of Quarter | 0 |
| No. of investor complaints received during the Quarter | 1 |
| No. of investor complaints disposed off during the Quarter | 1 |
| 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 | |||||
| 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 | LNJ Greenpet Private Limited | 22-01-2026 | 0 | 100 | 100 |
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 party | Date of initiation of the litigation / dispute | Status of the litigation / dispute as per last disclosure | Current status of the litigation / dispute |
| 1 | Ajmer Vidyut Vitaran Nigam Limited, Ajmer | 24-08-2016 | Matter 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 03-03-2022 | Status quo |
| 2 | Ajmer Vidyut Vitaran Nigam Limited, Ajmer | 01-12-2016 | Matter 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 23-04-2024. | Status quo |
| 3 | Ajmer Vidyut Vitaran Nigam Limited, Ajmer | 17-12-2021 | Matter 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 24-12-2022. | Status quo |
| 4 | Ajmer Vidyut Vitaran Nigam Limited, Ajmer | 01-04-2020 | Matter realted to levy of water, cess has charged electricity duty on Solar Power Captive consumption (Amount involved Rs.1150 Lakhs) including upto previous year of Rs.989.23 Lakhs . | The company on 13th April 2026 has received an order of Hon’ble High Court of Judicature for Rajasthan at Jodhpur disposing of Company’s appeal in the matter of levy of electricity duty on solar power captive consumption amounting to Rs. 11.50 crores and LPS. The Company is examining the order with its counsels for further appeal before the appropriate authorities. |
| 5 | State of Rajasthan, Director Gen, State DRI and Collector (Stamps) Bhilwara | 12-12-2017 | Matter 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.Last hearing was on 03-01-2025 | Status quo |
| 6 | Asst Commissioner-CGST Bhilwara (In the matter of DGGI, Bangalore) | 21-06-2023 | Matter 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. | Hearing Completed on 09-03-2026 and order is awaited. |
| 7 | Department of Income Tax, New Delhi | 19-06-2020 | Matter 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 (Amount Involved Rs.813.65 Lakhs). The Company had filed the case and the same is pending with CIT (A), Delhi. Last hearing was on 15-10-2025 | Hearing was fixed on 15-10-2025, but bench could not taken place and next date of hearing is awaited |
| 8 | Department of Income Tax, New Delhi | 19-06-2020 | Matter 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 15-10-2025 | Hearing was fixed on 15-10-2025, but bench could not taken place and next date of hearing is awaited |
| 9 | Department of Income Tax, New Delhi | 30-11-2021 | Matter 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 (Amount Involved Rs.762.72 Lakhs) The case filed by the company is pending with CIT (A), Delhi. Hearing date was 15-10-2025 | Hearing was fixed on 15-10-2025, but bench could not take place and next date of hearing is awaited |
| 10 | Department of Income Tax, New Delhi | 31-03-2016 | Matter pertains to disallowance of Trade Creditors due to non available of balance confirmation letters from CTL for the assessment year 2013-14 (Amount Involved Rs.685.66 Lakhs). Appeal is pending with ITAT, Delhi.Last hearing was on 26-11-2025 | Hearing completed and Case has been reffered to ITAT, Bangalore. |
| 11 | Department of Income Tax, New Delhi | 30-09-2018 | Matters 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 (Amount Involved Rs.1453.67 Lakhs). The case is filed by the department is pending with ITAT, Jodhpur.Last hearing was on 25-08-2025 | Case decided in our favour and refund received. |
| 12 | Department of Income Tax, New Delhi | 30-09-2018 | Matter 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 2009-10 (Amount Involved Rs.2020.83 Lakhs). The case is filed by the department is pending with ITAT, Jodhpur. Last hearing was on 25-08-2025 | Hearing completed and original physical order copy is still awaited. |
| 13 | Department of Income Tax, New Delhi | 17-09-2020 | Matter 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 (Amount Involved Rs.2286.64 Lakhs).The case is filed by the department is pending with ITAT, Jodhpur. Last hearing was on 25-08-2025 | Hearing completed and original physical order copy is still awaited. |
| 14 | Department of Income Tax, New Delhi | 17-09-2020 | Matter 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 25-08-2025 | Case decided in our favour and refund received. |