Integrated Filing-Governance



General information about company

Scrip Code 539006
NSE Symbol PTCIL
MSEI Symbol NOTLISTED
ISIN INE596F01018
Name of the entity PTC INDUSTRIES LIMITED
Date of start of financial year 01-Apr-2024
Date of end of financial year 31-Mar-2025
Reporting Quarter Quarterly
Date of Quarter Ending 31-Dec-2024
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
Reason For Part D Of Annexure I Disclosure Of Imposition Of Fine Or Penalty Is Not Applicable To The Entity No fine and penalities imposed during the quarter
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
Reason For Part E Of Annexure I Disclosure Of Updates To Ongoing Tax Litigations Or Disputes Is Not Applicable To The Entity No ongoing tax litigations or dispute during the quarter
Risk management committee Yes
Market Capitalisation as per immediate previous Financial Year Top 500 listed entities
Is SCORE ID Available ? Yes
SCORE Registration ID P00603
Reason For No SCORE ID
Type of Submission Revision
Remarks (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 Chairman and MD is same person ie. Mr. Sachin Agarwal.
Whether the listed entity has a Regular Chairperson Yes
Whether Chairperson is related to MD or CEO Yes Disqualification of Directors under section 164 of the Companies Act, 2013
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 Whether the director is disqualified? Start Date of disqualification End Date of disqualification Details of disqualification Current status 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) & 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 Mr. SACHIN AGARWAL 00142885 Executive Director Chairperson MD 05-Apr-1972 No Active NA 18-Jun-1998 01-Oct-2022 1 0 0 0
2 Mr. ALOK AGARWAL 00129260 Executive Director Not Applicable 29-Aug-1962 No Active NA 27-Jul-1994 01-Oct-2022 1 0 0 0
3 Mr. PRIYA RANJAN AGARWAL 00129176 Executive Director Not Applicable 15-Aug-1958 No Active NA 28-Dec-1992 01-Oct-2022 1 0 0 0
4 Mr. KRISHNA DAS GUPTA 00374379 Non-Executive - Independent Director Not Applicable 07-Oct-1942 No Inactive Yes 28-Sep-2019 23-Jul-2014 28-Sep-2019 01-Oct-2024 60 3 3 2 0
5 Mr. AJAY KASHYAP 00661344 Non-Executive - Independent Director Not Applicable 11-Aug-1949 No Inactive Yes 28-Sep-2019 23-Jul-2014 28-Sep-2019 01-Oct-2024 60 1 1 0 0
6 Mr. BRIJ LAL GUPTA 06503805 Non-Executive - Independent Director Not Applicable 20-Jul-1951 No Active Yes 24-Jan-2020 06-Dec-2014 24-Jan-2020 58 1 1 1 0
7 Ms. SMITA AGARWAL 00276903 Executive Director Not Applicable 15-Apr-1976 No Active NA 01-Jun-2019 01-Oct-2022 1 1 1 0
8 Mr. VISHAL MEHROTRA 08535647 Non-Executive - Independent Director Not Applicable 13-Apr-1972 No Active Yes 08-Aug-2024 10-Aug-2019 10-Aug-2024 5 1 1 2 0
9 Ms. PRASHUKA JAIN 06412915 Non-Executive - Independent Director Not Applicable 13-Oct-1988 No Active Yes 30-Sep-2022 05-Sep-2022 05-Sep-2022 27 1 1 0 1
10 Mr. KAMESH GUPTA 09542162 Non-Executive - Independent Director Not Applicable 01-Sep-1968 No Active Yes 30-Sep-2024 01-Oct-2024 01-Oct-2024 3 1 1 0 1



Annexure 1

II. Composition of Committees

Disclosure of notes on composition of committees explanatory



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 06412915 PRASHUKA JAIN Non-Executive - Independent Director Chairperson 01-Oct-2024
2 08535647 VISHAL MEHROTRA Non-Executive - Independent Director Member 01-Oct-2024
3 06503805 BRIJ LAL GUPTA Non-Executive - Independent Director Member 25-Jun-2015
4 00276903 SMITA AGARWAL Executive Director Member 25-Jun-2015 01-Oct-2024
5 00374379 KRISHNA DAS GUPTA Non-Executive - Independent Director Member 25-Jun-2015 01-Oct-2024
6 08535647 VISHAL MEHROTRA Non-Executive - Independent Director Chairperson 28-May-2024 01-Oct-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 08535647 VISHAL MEHROTRA Non-Executive - Independent Director Chairperson 01-Oct-2024
2 06503805 BRIJ LAL GUPTA Non-Executive - Independent Director Member 25-Jun-2015
3 08535647 VISHAL MEHROTRA Non-Executive - Independent Director Member 28-May-2024 01-Oct-2024
4 00374379 KRISHNA DAS GUPTA Non-Executive - Independent Director Chairperson 25-Jun-2015 01-Oct-2024
5 06412915 PRASHUKA JAIN Non-Executive - Independent Director Member 01-Oct-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 08535647 VISHAL MEHROTRA Non-Executive - Independent Director Chairperson 28-May-2024 01-Oct-2024
2 09542162 KAMESH GUPTA Non-Executive - Independent Director Chairperson 01-Oct-2024
3 08535647 VISHAL MEHROTRA Non-Executive - Independent Director Member 01-Oct-2024
4 00661344 AJAY KASHYAP Non-Executive - Independent Director Member 25-Jun-2015 01-Oct-2024
5 00374379 KRISHNA DAS GUPTA Non-Executive - Independent Director Member 25-Jun-2015 01-Oct-2024
6 00276903 SMITA AGARWAL Executive Director Member 30-Sep-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 08535647 VISHAL MEHROTRA Non-Executive - Independent Director Chairperson 28-May-2024
2 06412915 PRASHUKA JAIN Non-Executive - Independent Director Member 01-Oct-2024
3 00129260 ALOK AGARWAL Executive Director Member 01-Oct-2024
4 09542162 KAMESH GUPTA Non-Executive - Independent Director Member 01-Oct-2024
5 00129176 PRIYA RANJAN AGARWAL Executive Director Member 25-Jun-2015 01-Oct-2024
6 06503805 BRIJ LAL GUPTA Non-Executive - Independent Director Member 25-Jun-2015 01-Oct-2024



Annexure 1

III. Meeting of Board of Directors
Disclosure of notes on meeting of board of directors explanatory
Sr 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) 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 06-Jul-2024 Yes 10 8 4
2 13-Jul-2024 6 Yes 10 6 3
3 30-Jul-2024 16 Yes 10 6 3
4 30-Sep-2024 61 Yes 9 7 3
5 14-Nov-2024 44 Yes 8 7 4



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 Reson 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-Jul-2024 Yes 4 3 2 3
2 Audit Committee 14-Nov-2024 106 Yes 3 3 3 4
3 Nomination and remuneration committee 23-Nov-2024 8 Yes 3 3 3 0



Annexure 1

VI. 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:



Annexure 1

Sr Subject Compliance status
1 Name of signatory Pragati Gupta Agrawal
2 Designation Company 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 quarter No
Other details of cyber security incidence or breaches or loss of data event
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 Pragati Gupta Agrawal
Designation of person Company Secretary and Compliance Officer
Place Lucknow
Date 28-Feb-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 Note: 1. During the period under report the Company acquired 100% shares/voting rights in Trac holdings Limited and by virtue of the same has acquired 100% control over Broomco (4266) Limited, Trac Group Limited and Trac Precision Solutions Limited. 2. The Company already hold 100% of shares or voting rights of Aerolloy technologies Limited. During the period under report the Company has subscribed 483515 equity shares on rights basis at the issue price of Rs. 1000/- per share aggregating to Rs. 48,35,15,000.
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 Trac Holdings Limited 19-Dec-2024 0 100 100
2 Broomco (4266) Limited 19-Dec-2024 0 100 100
3 Trac Group Limited 19-Dec-2024 0 100 100
4 Trac Precision Solutions Private Limited 19-Dec-2024 0 100 100
5 Aerolloy Technologies Limited 31-Dec-2024 100 0 100


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 authority Nature and details of the action(s) taken or order(s) passed Date of receipt of direction or order, including any ad interim or interim orders, or any other communication from the authority Details of the violation(s)/ contravention(s) committed or alleged to be committed Impact on financial, operation or other activities of the listed entity, quantifiable in monetary terms to the extent possible


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