Integrated Filing-Governance



General information about company

Scrip Code 000000
NSE Symbol ELGIRUBCO
MSEI Symbol NOTLISTED
ISIN INE819L01012
Name of the entity Elgi Rubber Company Limited
Date of start of financial year 01-Apr-2025
Date of end of financial year 31-Mar-2026
Reporting Quarter Quarterly
Date of Quarter Ending 30-Jun-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? No
Reason For Part C Of Annexure I Disclosure Of Acquisition Of Shares OrVotingRightsInUnlistedCompaniesIsNotApplicableToTheEntity No acquisition of shares or voting rights in unlisted companies during the reporting quarter.
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? No
Reason For Part E Of Annexure I Disclosure Of Updates To Ongoing Tax Litigations Or Disputes Is Not Applicable To The Entity No updates during the reporting quarter
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?
Risk management committee No
Market Capitalisation as per immediate previous Financial Year Top 2000 listed entities
Is SCORE ID Available ? Yes
SCORE Registration ID e00235
Reason For No SCORE ID
Type of Submission Original
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
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. SUDARSAN VARADARAJ 00133533 Executive Director Chairperson MD 22-Jan-1958 No Active NA 16-Oct-2006 01-Jan-2024 3 1 2 2
2 Mr. HARSHA VARADARAJ 06856957 Executive Director Not Applicable 30-May-1989 No Active NA 06-Nov-2020 06-Nov-2023 2 1 2 0
3 Mr. JAIRAM VARADARAJ 00003361 Non-Executive - Non Independent Director Not Applicable 08-Apr-1961 No Active NA 06-Jan-2011 26-Aug-2022 2 0 1 0
4 Mr. SARATHRAJ SELVAKUMAR 08904057 Non-Executive - Independent Director Not Applicable 12-Jun-1993 No Active NA 14-Aug-2024 14-Aug-2024 10.17 1 1 2 1
5 Mrs. PARVATHI SRINIVASAN 10646746 Non-Executive - Independent Director Not Applicable 25-Nov-1964 No Active NA 01-Sep-2024 01-Sep-2024 10 1 1 2 1
6 Mr. RAMANI VIDHYA SHANKAR 00002498 Non-Executive - Independent Director Not Applicable 25-Mar-1970 No Active NA 27-Sep-2024 27-Sep-2024 04-Jun-2025 8.08 1 1 3 2
7 Mr. ASHTY DAVID 01813998 Non-Executive - Independent Director Not Applicable 08-Feb-1978 No Active NA 29-May-2025 29-May-2025 1.03 1 1 2 0



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 10646746 PARVATHI SRINIVASAN Non-Executive - Independent Director Chairperson 27-Sep-2024
2 08904057 SARATHRAJ SELVAKUMAR Non-Executive - Independent Director Member 27-Sep-2024
3 00002498 RAMANI VIDHYA SHANKAR Non-Executive - Independent Director Member 27-Sep-2024 29-May-2025
4 01813998 ASHTY DAVID Non-Executive - Independent Director Member 29-May-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 00002498 RAMANI VIDHYA SHANKAR Non-Executive - Independent Director Chairperson 27-Sep-2024 29-May-2025
2 10646746 PARVATHI SRINIVASAN Non-Executive - Independent Director Member 23-Sep-2024
3 08904057 SARATHRAJ SELVAKUMAR Non-Executive - Independent Director Member 23-Sep-2024
4 01813998 ASHTY DAVID Non-Executive - Independent Director Chairperson 29-May-2025



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 08904057 SARATHRAJ SELVAKUMAR Non-Executive - Independent Director Chairperson 27-Sep-2024
2 10646746 PARVATHI SRINIVASAN Non-Executive - Independent Director Member 27-Sep-2024
3 00002498 RAMANI VIDHYA SHANKAR Non-Executive - Independent Director Member 27-Sep-2024 29-May-2025
4 01813998 ASHTY DAVID Non-Executive - Independent Director Member 29-May-2025



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 13-Feb-2025 Yes 6 5 3
2 29-May-2025 104 Yes 7 6 4
3 26-Jun-2025 27 Yes 6 6 3



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 13-Feb-2025 Yes 3 3 3 0
2 Audit Committee 29-May-2025 104 Yes 3 3 3 0
3 Audit Committee 26-Jun-2025 27 Yes 3 3 3 0
4 Nomination and remuneration committee 13-Feb-2025 Yes 3 3 3 0
5 Nomination and remuneration committee 29-May-2025 104 Yes 3 3 3 0
6 Stakeholders Relationship Committee 10-Jan-2025 Yes 3 3 3 0
7 Stakeholders Relationship Committee 07-Feb-2025 27 Yes 3 3 3 0
8 Stakeholders Relationship Committee 28-Apr-2025 79 Yes 3 3 3 0
9 Stakeholders Relationship Committee 02-May-2025 3 Yes 3 3 3 0
10 Stakeholders Relationship Committee 27-Jun-2025 55 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) NA
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: The composition of the Board of Directors is in compliance with Regulation 17 of SEBI LODR Regulations 2015 and Section 149 of Companies Act 2013. In accordance with Section 135(9) of the Companies Act 2013, the provisions relating to constitution of Corporate Social Responsibility Committee is not applicable to the Company. Further, the appointment of Mr. Sarathraj Selvakumar (DIN: 08904057) as an Independent Director of the Company for a first term of 5 consecutive years effective from 14-08-2024 has been approved by the members by means of passing necessary special resolution at the 18th Annual General Meeting held on 14-08-2024. Further, the appointment of Mrs. Parvathi Srinivasan (DIN:10646746) as an Independent Director of the Company for a first term of 5 consecutive years effective from 01-09-2024 and the appointment of Mr. Ramani Vidhya Shankar (DIN: 00002498) as an Independent Director of the Company for a first term of 5 consecutive years effective from 27-09-2024 has been approved by the members by means of passing necessary special resolutions through postal ballot process on 03-11-2024. Further, the Board of Director, at their meeting held on 29-05-2025, has appointed Mr. Ashty David (DIN: 01813998) as an Additional Director (under the category of Independent) effective from 29-05-2025 with an intention to appoint him as an Independent Director of the Company for a first term of 5 consecutive years effective from 29-05-2025, subject to the approval of the Members by means of passing necessary special resolution at the ensuing 19th Annual General Meeting to be held on 11-08-2025. During the quarter ended 30-06-2025, Mr. Ramani Vidhya Shankar (DIN: 00002498) has tendered his resignation as Independent Director of the Company effective from 04-06-2025 vide his resignation letter dated 04-06-2025 due to potential conflict of interest which may arise on account of his continued position as an Independent Director on the Board of The Karur Vysya Bank Ltd and he has confirmed that there is no other material reason other than the above, as mentioned in his said resignation letter.



Annexure 1
Sr Subject Compliance status
1 Name of signatory Faizur Rehman Allaudeen
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 Faizur Rehman Allaudeen
Designation of person Company Secretary and Compliance Officer
Place Coimbatore
Date 26-Jul-2025


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


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
1 National Stock Exchange of India Limited The Company has received the Notice Ref.No.NSE/LIST-SOP/COMB/FINES/0661 dated June 13, 2025 from National Stock Exchange of India Limited by email dated June 13, 2025 regarding imposition of fine of Rs.10,000 plus applicable GST (totalling to Rs.11,800) for non-compliance under Regulation 29 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 stating that the Company has not given advance notice of 2 working days (excluding the date of the intimation and date of the meeting) for consideration of the dividend proposal for the Board meeting held on 29th May, 2025 13-Jun-2025 Pursuant to Regulation 29 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 the Company has submitted prior intimation on May 20, 2025 about the meeting of the board of directors held on May 29, 2025. However, the agenda relating to consideration of dividend, if any, for the financial year ended March 31, 2025 was inadvertently and unintentionally omitted in the prior intimation for the Board meeting held on May 29, 2025, which was submitted by the Company in the prescribed PDF and XBRL mode to the Exchange on May 20, 2025 and thus resulted in non-compliance under the said Regulation 29. In this regard, the Company has paid the fine amount of Rs. 11,800/- as levied by the Exchange within the prescribed timeline on 16th June, 2025 as per the said Notice Ref.No.NSE/LIST-SOP/COMB/FINES/0661 dated June 13, 2025. Further, the Company also placed the said notice dated June 13, 2025 before the Board of Directors, at their meeting held on July 9, 2025 and submitted the comments of the Board to NSE on July 9, 2025. Total fine paid is Rs.11,800 including applilcable GST. Other than the above, the Company do not foresee any impact on the financial, operation or other activities of the Company. The Company has also taken necessary steps to ensure that the prior intimation regarding the subjects enumerated in Regulation 29 of the Listing Regulations are appropriately intimated by the Company to the stock exchange within the stipulated time and there are no such instances in the future.


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