General information about company |
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| 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 |
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| 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. | |||||||||||||||||||||||||
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| 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 |
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II. Composition of Committees |
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| Disclosure of notes on composition of committees explanatory | |
Audit Committee Details |
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| 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 |
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| 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 |
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| 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 |
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| 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 |
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| 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 |
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| 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 |
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| 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: |
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Annexure 1 |
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| Sr | Subject | Compliance status |
| 1 | Name of signatory | Pragati Gupta Agrawal |
| 2 | Designation | Company Secretary and Compliance Officer |
Details of Cyber security incidence |
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| 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 |
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Signatory Details |
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| Name of signatory | Pragati Gupta Agrawal |
| Designation of person | Company Secretary and Compliance Officer |
| Place | Lucknow |
| Date | 28-Feb-2025 |
Investor Grievance Details |
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| 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- |
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| 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 |
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| 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 |
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| 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 | |