Integrated Filing-Governance



General information about company

Scrip Code 500215
NSE Symbol SUNDROP
MSEI Symbol NOTLISTED
ISIN INE209A01019
Name of the entity SUNDROP BRANDS LIMITED
Date of start of financial year 01-Apr-2025
Date of end of financial year 31-Mar-2026
Reporting Quarter Yearly
Date of Quarter Ending 31-Mar-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? No
Reason For Part C Of Annexure I Disclosure Of Acquisition Of Shares OrVotingRightsInUnlistedCompaniesIsNotApplicableToTheEntity During the quarter ended 31st March 2026, the Company has not acquired any shares or voting rights in Unlisted Companies.
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 There is no fine or penalty imposed on the Company during the quarter ended March 31, 2026.
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? No
Reason For Part F Of Annexure I Disclosure Of Loans Or Guarantees Or Comfort Letters Or Securities Etc Is Not Applicable To The Entity The Company has not given any loans, guarantees, comfort letters or securities etc. to any Promoter/ Promoter Group/ Directors /KMPs or any other entity controlled by either of them.
Risk management committee Yes
Market Capitalisation as per immediate previous Financial Year Top 2000 listed entities
Is SCORE ID Available ? Yes
SCORE Registration ID a00089
Reason For No SCORE ID
Type of Submission New
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 The Board of Directors (the Board) in its meeting held on February 12, 2026, approved the appointment of Mr. Madhavan Karunakaran Menon (DIN: 00008542), Non-Executive Independent Director as the regular Chairperson of the Company effective from April 01, 2026 in place of Mr. Harsha Raghavan (DIN: 01761512). Dr. Om Prakash Manchanda (DIN: 02099404) resigned as the Non-Executive Independent Director of the Company with effect from February 27, 2026. Consequently, he stepped down as the Member of the Audit Committee, Nomination and Remuneration Committee, Stakeholders Relationship Committee, Risk Management Committee and Corporate Social Responsibility Committee of Board of Directors of the Company. The Board took note of the resignation of Dr. Manchanda by way of resolution passed by circulation on March 24, 2026. Mr. Rajesh Jain (Non-Executive Independent Director, DIN: 10619014) tendered his resignation from Panacea Biotec Limited and Panacea Biotec Pharma Limited on March 30, 2026, as the Independent Director of these Companies to be effective from close of business hours on June 30, 2026. The adequate disclosure shall be made in the subsequent quarter reporting of Q1 FY'27.
Whether the listed entity has a Regular Chairperson Yes
Whether Chairperson is related to MD or CEO No 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. Rajesh Jain 10619014 Non-Executive - Independent Director Not Applicable 13-Feb-1955 No Active NA 17-Jul-2024 17-Jul-2024 20.15 3 3 7 3
2 Mr. Satish Rao 03265301 Non-Executive - Independent Director Not Applicable 18-Apr-1965 No Active NA 17-Jul-2024 17-Jul-2024 20.15 1 1 2 1
3 Ms. Richa Arora 07144694 Non-Executive - Independent Director Not Applicable 26-Oct-1963 No Active NA 17-Jul-2024 17-Jul-2024 20.15 3 3 5 1
4 Mr. Om Prakash Manchanda 02099404 Non-Executive - Independent Director Not Applicable 30-Aug-1965 No Active NA 15-Nov-2024 15-Nov-2024 27-Feb-2026 15.12 3 3 4 0 Others
5 Mr. Karamendra Daulet Singh 00110827 Non-Executive - Independent Director Not Applicable 14-Oct-1973 No Active NA 06-Feb-2025 06-Feb-2025 13.23 2 2 2 1
6 Mr. Madhavan Karunakaran Menon 00008542 Non-Executive - Independent Director Not Applicable 12-Feb-1955 No Active Yes 21-Dec-2025 24-Sep-2025 24-Sep-2025 6.07 1 1 0 0
7 Mr. Harsha Raghavan 01761512 Non-Executive - Non Independent Director Chairperson 10-Oct-1971 No Active NA 28-Aug-2024 4 0 3 0
8 Mr. Manish Mehta 06442038 Non-Executive - Non Independent Director Not Applicable 19-Jul-1976 No Active NA 28-Aug-2024 1 0 2 0
9 Mr. Velloor Venkatakrishnan Ranganathan 00060917 Non-Executive - Non Independent Director Not Applicable 15-Dec-1952 No Active NA 24-Sep-2025 2 1 1 0
10 Mr. Ramit Bharti Mittal 01228624 Non-Executive - Non Independent Director Not Applicable 06-Dec-1979 No Active NA 24-Sep-2025 1 0 0 0
11 Mr. Nitish Bajaj 10835891 Executive Director Not Applicable MD 09-Apr-1973 No Active NA 25-Nov-2024 1 0 0 0
12 Mr. Asheesh Kumar Sharma 10602319 Executive Director Not Applicable CEO 27-Jun-1970 No Active NA 25-Apr-2024 1 0 0 0



Annexure 1

II. Composition of Committees
Disclosure of notes on composition of committees explanatory Dr. Om Prakash Manchanda resigned as the Independent Director of the Company with effect from February 27, 2026, and consequently ceased to be the Member of the Audit Committee as well...The Board of Directors of the Company (the Board), in their meeting held on February 12, 2026, approved the reconstitution of all its committees i.e. the Audit Committee, Nomination & Remuneration Committee, Stakeholders Relationship Committee, Risk Management Committee and Corporate Social Responsibility Committee of the Board. Thereafter, due to the resignation of Dr. Om Prakash Manchanda (DIN: 02099404) as the Non- Executive Independent Director of the Company with effect from February 27, 2026 and consequently stepping down as member of the respective Committees in which he held membership; the Board by way of resolution passed by circulation on March 24, 2026, approved further reconstitution of Audit Committee, Nomination & Remuneration Committee and Risk Management Committee of the Board, with effect from April 01, 2026. With effect from April 01, 2026, following is the constitution of each of the Committees, which will be disclosed in the integrated corporate governance report of subsequent quarter i.e. Quarter 1 FY27: 1) Stakeholders Relationship Committee: Mr. Satish Rao (Non- Executive Independent Director, DIN: 03265301) as Chairman and Mr. Rajesh Jain (Non- Executive Independent Director, DIN: 10619014) & Mr. Karamendra Daulet Singh (Non- Executive Independent Director, DIN: 00110827) as the members of the Committee. 2) Corporate Social Responsibility Committee: Mr. Karamendra Daulet Singh (Non- Executive Independent Director, DIN: 00110827) as Chairman and Mr. Madhavan Karunakaran Menon (Non- Executive Independent Director, DIN: 00008542) & Mr. Satish Rao (Non- Executive Independent Director, DIN: 03265301) as the members of the Committee. 3) Audit Committee: Mr. Rajesh Jain (Non- Executive Independent Director, DIN: 10619014) as Chairman and Ms. Richa Arora (Non- Executive Independent Director, DIN: 07144694), Mr. Satish Rao (Non- Executive Independent Director, DIN: 03265301), Mr. Madhavan Karunakaran Menon (Non- Executive Independent Director, DIN: 00008542), Mr. Velloor Venkatakrishnan Ranganathan (Non-Executive Director, DIN: 00060917) & Mr. Manish Mehta (Non-Executive Director, DIN: 06442038) as the members of the Committee. 4) Nomination & Remuneration Committee: Ms. Richa Arora (Non- Executive Independent Director, DIN: 07144694) as Chairman and Mr. Rajesh Jain (Non- Executive Independent Director, DIN: 10619014), Mr. Madhavan Karunakaran Menon (Non- Executive Independent Director, DIN: 00008542) and Mr. Harsha Raghavan (Non-Executive Director, DIN: 01761512) as the members of the Committee. 5) Risk Management Committee: Ms. Richa Arora (Non- Executive Independent Director, DIN: 07144694) as Chairperson and Mr. Rajesh Jain (Non- Executive Independent Director, DIN: 10619014), Mr. Harsha Raghavan (Non-Executive Director, DIN: 01761512) and Mr. Velloor Venkatakrishnan Ranganathan (Non-Executive Director, DIN: 00060917) as the members of the Committee.



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 10619014 Rajesh Jain Non-Executive - Independent Director Chairperson 17-Jul-2024
2 03265301 Satish Rao Non-Executive - Independent Director Member 17-Jul-2024
3 07144694 Richa Arora Non-Executive - Independent Director Member 17-Jul-2024
4 02099404 Om Prakash Manchanda Non-Executive - Independent Director Member 15-Nov-2024 27-Feb-2026 Textual Information(1)
5 06442038 Manish Mehta Non-Executive - Non Independent Director Member 28-Aug-2024



Text Block
Textual Information(1) Dr. Om Prakash Manchanda resigned as the Independent Director of the Company with effect from February 27, 2026, and consequently ceased to be the Member of the Audit Committee as well.



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 07144694 Richa Arora Non-Executive - Independent Director Chairperson 17-Jul-2024
2 03265301 Satish Rao Non-Executive - Independent Director Member 17-Jul-2024
3 10619014 Rajesh Jain Non-Executive - Independent Director Member 17-Jul-2024
4 01761512 Harsha Raghavan Non-Executive - Non Independent Director Member 28-Aug-2024
5 02099404 Om Prakash Manchanda Non-Executive - Independent Director Member 15-Nov-2024 27-Feb-2026 Textual Information(1)

Text Block
Textual Information(1) Dr. Om Prakash Manchanda resigned as the Independent Director of the Company with effect from February 27, 2026, and consequently ceased to be the Member of the Nomination and Remuneration Committee as well.






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 03265301 Satish Rao Non-Executive - Independent Director Chairperson 17-Jul-2024
2 07144694 Richa Arora Non-Executive - Independent Director Member 17-Jul-2024
3 10619014 Rajesh Jain Non-Executive - Independent Director Member 17-Jul-2024
4 02099404 Om Prakash Manchanda Non-Executive - Independent Director Member 15-Nov-2024 27-Feb-2026 Textual Information(1)



Text Block
Textual Information(1) Dr. Om Prakash Manchanda resigned as the Independent Director of the Company with effect from February 27, 2026, and consequently ceased to be the Member of the Stakeholders Relationship Committee as well.



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 07144694 Richa Arora ID Chairperson 17-Jul-2024
2 03265301 Satish Rao ID Member 17-Jul-2024
3 10619014 Rajesh Jain ID Member 17-Jul-2024
4 02099404 Om Prakash Manchanda ID Member 15-Nov-2024 27-Feb-2026 Textual Information(1)
5 01761512 Harsha Raghavan NED Member 28-Aug-2024
6 06442038 Manish Mehta NED Member 28-Aug-2024
7 10835891 Nitish Bajaj ED Member 25-Nov-2024
8 10602319 Asheesh Kumar Sharma ED Member 25-Apr-2024
9 99999999 Purna Naga Srinivas Karella CFO Member 22-Jan-2020 Textual Information(2)
10 99999999 Kavita 0 Member 28-Nov-2025 Textual Information(3)



Text Block
Textual Information(1) Dr. Om Prakash Manchanda resigned as the Independent Director of the Company with effect from February 27, 2026, and consequently ceased to be the Member of the Risk Management Committee as well.
Textual Information(2) KPN Srinivas, CFO of the Company is also the member of the Risk Management Committee.
Textual Information(3) Kavita, Company Secretary & Compliance Officer of the Company is also the member of the Risk Management Committee



Annexure 1
III. Meeting of Board of Directors
Disclosure of notes on meeting of board of directors explanatory A separate meeting of the Independent Directors for financial year ended March 31, 2026, was held on February 12, 2026, without the presence of Non-Independent Directors and members of the management of the Company in accordance with the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015.
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 12-Nov-2025 Yes 12 12 6
2 12-Feb-2026 91 Yes 12 10 6



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 12-Nov-2025 Yes 5 5 4 0
2 Audit Committee 12-Feb-2026 91 Yes 5 5 4 0
3 Nomination and remuneration committee 12-Nov-2025 Yes 5 5 4 0
4 Nomination and remuneration committee 12-Feb-2026 91 Yes 5 4 4 0
5 Stakeholders Relationship Committee 12-Nov-2025 Yes 4 4 4 0
6 Stakeholders Relationship Committee 12-Feb-2026 91 Yes 4 4 4 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 Kavita
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



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 Item Compliance status (Yes/No/NA) If status is No details of non-compliance may be given here. Web address
1.1 Details of business Yes https://www.sundropbrands.com/home.aspx
1.2 Memorandum of Association and Articles of Association Yes https://www.sundropbrands.com/pdf/other-information/ATFL-Revised-Memorandum-Articles-of-Association.pdf
1.3 Brief profile of board of directors including directorship and full time positions in body corporates Yes https://www.sundropbrands.com/board-of-directors.aspx
2 Terms and conditions of appointment of independent directors Yes https://www.sundropbrands.com/pdf/other-information/Final-Terms%20of%20Appointment%20of%20Independent%20Directors-2025-26.pdf
3 Composition of various committees of board of directors Yes https://www.sundropbrands.com/board-of-directors.aspx
4 Code of conduct of board of directors and senior management personnel Yes https://www.sundropbrands.com/pdf/code-of-conduct/Code%20of%20Conduct%20Master%20copy.pdf
5 Details of establishment of vigil mechanism or whistle blower policy Yes https://www.sundropbrands.com/pdf/code-of-conduct/Whistle%20Blower%20Policy.pdf
6 Criteria of making payments to non-executive directors Yes https://www.sundropbrands.com/pdf/other-information/Criteria-of-making-payments-to-non-executive-directors.pdf
7 Policy on dealing with related party transactions Yes https://www.sundropbrands.com/pdf/code-of-conduct/Policy%20on%20Materiality%20of%20Related%20Party%20Transactions%20and%20on%20dealing%20with%20Related%20Party%20Transactions.pdf
8 Policy for determining material subsidiaries Yes https://www.sundropbrands.com/pdf/code-of-conduct/Policy%20for%20determining%20material%20subsidiary.pdf
9 Details of familiarization programmes imparted to independent directors Yes https://www.sundropbrands.com/pdf/other-information/Details%20of%20familiarisation%20programme%20imparted%20to%20independent%20directors%20FY%202025-26.pdf
10 Contact information of the designated officials of the listed entity who are responsible for assisting and handling investor grievances Yes https://www.sundropbrands.com/grievance-redressal.aspx
11 Email address for grievance redressal and other relevant details Yes https://www.sundropbrands.com/grievance-redressal.aspx
12 Financial results Yes https://www.sundropbrands.com/quarterly-results.aspx
13 Shareholding pattern Yes https://www.sundropbrands.com/shareholding-pattern.aspx
14 Details of agreements entered into with the media companies and/or their associates NA
15.1 Schedule of analyst or institutional investor meet and presentation prepared by listed entity for analyst or institutional investor meet Yes https://www.sundropbrands.com/analyst-calls.aspx
15.2 Audio or video recordings and transcripts of post earnings/quarterly calls Yes https://www.sundropbrands.com/analyst-calls.aspx
16 New name and the old name of the listed entity Yes https://www.sundropbrands.com/disclosure-under-regulation.aspx
17 Advertisements as per regulation 47 (1) Yes https://www.sundropbrands.com/paper-publications.aspx
18 Credit rating or revision in credit rating obtained Yes https://www.sundropbrands.com/investors-information.aspx
19 Separate audited financial statements of each subsidiary of the listed entity Yes https://www.sundropbrands.com/annual-reports.aspx
20 Secretarial compliance report Yes https://www.sundropbrands.com/investors-information.aspx
21 Materiality policy as per regulation 30 (4) Yes https://www.sundropbrands.com/pdf/code-of-conduct/Policy%20for%20determining%20materiality%20of%20an%20event%20information.pdf
22 Disclosure of contact details of KMP who are authorized for the purpose of determining materiality as required under regulation 30(5) Yes https://www.sundropbrands.com/disclosure-under-regulation.aspx
23 Disclosures under regulation 30(8) Yes https://www.sundropbrands.com/stockexchange-updates.aspx
24 Statements of deviation(s) or variations(s) as specified in regulation 32 NA
25 Dividend distribution policy as specified in regulation 43A (1) Yes https://www.sundropbrands.com/pdf/code-of-conduct/Dividend%20Distribution%20Policy.pdf
26.1 Annual return as provided under section 92 of the Companies Act 2013 Yes https://www.sundropbrands.com/investors-information.aspx
26.2 Employee benefit scheme documents framed in terms of SEBI (SBEB) regulations 2021
27 Confirmation that the above disclosures are in a separate section as specified in regulation 46(2) Yes https://www.sundropbrands.com/disclosure-under-regulation.aspx
28 Compliance with regulation 46(3) with respect to accuracy of disclosures on the website and timely updation Yes https://www.sundropbrands.com/disclosure-under-regulation.aspx
29 Disclosure of notes on website in terms of Listing Regulations explanatory The Web Address of the Company given for point 3 above i.e., Composition of various committees of board of directors reflects the composition of the Committees, reconstituted to be effective from April 01, 2026, as approved by the Board of Directors of the Company (the Board) vide resolution passed in its meeting held on February 12, 2026 and by way of resolution passed by circulation on March 24, 2026. Further, Dr. Om Prakash Manchanda (DIN: 02099404) resigned as the Non-Executive Independent Director of the Company with effect from February 27, 2026, and consequently stepped down as the Member of all the Committees of the Board. Prior to the reconstitution, i.e., as of March 31, 2026, the composition of the Committees stood as below: Audit Committee: Mr. Rajesh Jain (Non-Executive Independent Director, DIN: 10619014) as the Chairperson and Mr. Satish Rao (Non-Executive Independent Director, DIN: 03265301), Ms. Richa Arora (Non-Executive Independent Director, DIN: 07144694) and Mr. Manish Mehta (Non-Executive Director, DIN: 06442038) as the Members of the Committee. Nomination & Remuneration Committee: Ms. Richa Arora (Non-Executive Independent Director, DIN: 07144694) as the Chairperson and Mr. Satish Rao (Non-Executive Independent Director, DIN: 03265301), Mr. Rajesh Jain (Non-Executive Independent Director, DIN: 10619014) and Mr. Harsha Raghavan (Non-Executive Director, DIN: 01761512) as the Members of the Committee. Stakeholders Relationship Committee: Mr. Satish Rao (Non-Executive Independent Director, DIN: 03265301) as the Chairperson and Ms. Richa Arora (Non-Executive Independent Director, DIN: 07144694) and Mr. Rajesh Jain (Non-Executive Independent Director, DIN: 10619014) as the Members of the Committee. Risk Management Committee: Ms. Richa Arora (Non-Executive Independent Director, DIN: 07144694) as the Chairperson and Mr. Satish Rao (Non-Executive Independent Director, DIN: 03265301), Mr. Rajesh Jain (Non-Executive Independent Director, DIN: 10619014), Mr. Harsha Raghavan (Non-Executive Director, DIN: 01761512), Mr. Manish Mehta (Non-Executive Director, DIN: 06442038), Mr. Nitish Bajaj (Executive Director, DIN: 10835891), Mr. Asheesh Kumar Sharma (Executive Director, DIN: 10602319), Mr. Purna Naga Srinivas Karella (CFO) and Ms. Kavita (CS & Compliance Officer) as the Members of the Committee. Corporate Social Responsibility Committee: Mr. Satish Rao (Non-Executive Independent Director, DIN: 03265301) as the Chairperson and Ms. Richa Arora (Non-Executive Independent Director, DIN: 07144694), Mr. Rajesh Jain (Non-Executive Independent Director, DIN: 10619014), Mr. Harsha Raghavan (Non-Executive Director, DIN: 01761512) and Mr. Manish Mehta (Non-Executive Director, DIN: 06442038) as the Members of the Committee.


Text Block
Textual Information(1) The Web Address of the Company given for point 3 above i.e., Composition of various committees of board of directors reflects the composition of the Committees, reconstituted to be effective from April 01, 2026, as approved by the Board of Directors of the Company (the Board) vide resolution passed in its meeting held on February 12, 2026 and by way of resolution passed by circulation on March 24, 2026. Further, Dr. Om Prakash Manchanda (DIN: 02099404) resigned as the Non-Executive Independent Director of the Company with effect from February 27, 2026, and consequently stepped down as the Member of all the Committees of the Board. Prior to the reconstitution, i.e., as of March 31, 2026, the composition of the Committees stood as below: Audit Committee: Mr. Rajesh Jain (Non-Executive Independent Director, DIN: 10619014) as the Chairperson and Mr. Satish Rao (Non-Executive Independent Director, DIN: 03265301), Ms. Richa Arora (Non-Executive Independent Director, DIN: 07144694) and Mr. Manish Mehta (Non-Executive Director, DIN: 06442038) as the Members of the Committee. Nomination & Remuneration Committee: Ms. Richa Arora (Non-Executive Independent Director, DIN: 07144694) as the Chairperson and Mr. Satish Rao (Non-Executive Independent Director, DIN: 03265301), Mr. Rajesh Jain (Non-Executive Independent Director, DIN: 10619014) and Mr. Harsha Raghavan (Non-Executive Director, DIN: 01761512) as the Members of the Committee. Stakeholders Relationship Committee: Mr. Satish Rao (Non-Executive Independent Director, DIN: 03265301) as the Chairperson and Ms. Richa Arora (Non-Executive Independent Director, DIN: 07144694) and Mr. Rajesh Jain (Non-Executive Independent Director, DIN: 10619014) as the Members of the Committee. Risk Management Committee: Ms. Richa Arora (Non-Executive Independent Director, DIN: 07144694) as the Chairperson and Mr. Satish Rao (Non-Executive Independent Director, DIN: 03265301), Mr. Rajesh Jain (Non-Executive Independent Director, DIN: 10619014), Mr. Harsha Raghavan (Non-Executive Director, DIN: 01761512), Mr. Manish Mehta (Non-Executive Director, DIN: 06442038), Mr. Nitish Bajaj (Executive Director, DIN: 10835891), Mr. Asheesh Kumar Sharma (Executive Director, DIN: 10602319), Mr. Purna Naga Srinivas Karella (CFO) and Ms. Kavita (CS & Compliance Officer) as the Members of the Committee. Corporate Social Responsibility Committee: Mr. Satish Rao (Non-Executive Independent Director, DIN: 03265301) as the Chairperson and Ms. Richa Arora (Non-Executive Independent Director, DIN: 07144694), Mr. Rajesh Jain (Non-Executive Independent Director, DIN: 10619014), Mr. Harsha Raghavan (Non-Executive Director, DIN: 01761512) and Mr. Manish Mehta (Non-Executive Director, DIN: 06442038) as the Members of the Committee.



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
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
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
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) Yes
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
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) Yes
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) Yes
Any other information to be provided - Add Notes



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 Yes
Any other information to be provided



Annexure II
1 Name of signatory Kavita
2 Designation Company Secretary and Compliance Officer



Additional Half yearly Disclosure
Any Other Information for Disclosure of Loans / Guarantees / Comfort Letters / Securities Etc.
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
Promoter Group or any other entity controlled by them
Directors (including relatives) or any other entity controlled by them
KMPs or any other entity controlled by them
(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
Promoter Group or any other entity controlled by them
Directors (including relatives) or any other entity controlled by them
KMPs or any other entity controlled by them
(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
Promoter Group or any other entity controlled by them
Directors (including relatives) or any other entity controlled by them
KMPs or any other entity controlled by them
(D) Additional Information
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. $intratedCg.get("CG_YN_$!integratedFillingMasterDto.cgMasterVO.anx4aAffirmComplStatus")
Name
Designation
Place
Date



Signatory Details
Name of signatory Kavita
Designation of person Company Secretary and Compliance Officer
Place Gurugram
Date 22-Apr-2026


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
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


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 Assessing Officer 29-Nov-2024 Refund Amount has been increased since last disclosure. Company has filed application for AY 2011-12, under section 154 for refund amount of Rs. 6,40,53,595 Company submitted the application. Awating for further rectification order along with refund from AO.
2 Assessing Officer 29-Nov-2024 Refund Amount has been increased since last disclosure. Company has filed application for AY 2012-13, under section 154 for refund amount of Rs.3,24,64,691 Company submitted the application. Awating for further rectification order along with refund from AO.