Integrated Filing-Governance



General information about company

Scrip Code 540789
NSE Symbol DNAMEDIA
MSEI Symbol NOTLISTED
ISIN INE016M01021
Name of the entity DILIGENT MEDIA CORPORATION 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 Not Applicable
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 Not Applicable
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 Not Applicable
Risk management committee No
Market Capitalisation as per immediate previous Financial Year Any other
Is SCORE ID Available ? Yes
SCORE Registration ID COMZ00163
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 No
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. Mukesh Jindal 02589636 Non-Executive - Non Independent Director Not Applicable 21-Mar-1973 No Active NA 26-Oct-2021 1 0 2 0
2 Mr. Prakash Vaghela 07768595 Non-Executive - Independent Director Not Applicable 19-Sep-1973 No Active NA 30-Jun-2021 30-Jun-2024 57 6 6 9 3
3 Mr. Amit Singhal 10764269 Non-Executive - Independent Director Not Applicable 16-Feb-1976 No Active NA 28-May-2025 28-May-2025 10.03 1 1 1 1
4 Mr. Ronak Jatwala 08812389 Non-Executive - Non Independent Director Not Applicable 18-Sep-1990 No Active NA 30-Jul-2020 1 0 0 1
5 Mrs. Garima Bharadwaj 10632970 Non-Executive - Independent Director Not Applicable 06-May-1980 No Active NA 28-May-2025 28-May-2025 10.03 1 1 2 1
6 Mr. Nagendra Bhandari 10221812 Executive Director Not Applicable 19-Jan-1975 No Active NA 10-Jul-2024 1 0 0 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 10764269 Amit Singhal Non-Executive - Independent Director Chairperson 28-May-2025
2 02589636 Mukesh Jindal Non-Executive - Non Independent Director Member 26-Oct-2021
3 10632970 Garima Bharadwaj Non-Executive - Independent Director Member 28-May-2025
4 07768595 Prakash Vaghela Non-Executive - Independent Director Member 30-Jun-2021



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 10632970 Garima Bharadwaj Non-Executive - Independent Director Chairperson 28-May-2025
2 10764269 Amit Singhal Non-Executive - Independent Director Member 28-May-2025
3 02589636 Mukesh Jindal Non-Executive - Non Independent Director Member 26-Oct-2021



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 10632970 Garima Bharadwaj Non-Executive - Independent Director Chairperson 28-May-2025 Textual Information(1)
2 08812389 Ronak Jatwala Non-Executive - Non Independent Director Member 28-Apr-2021 Textual Information(2)
3 02589636 Mukesh Jindal Non-Executive - Non Independent Director Member 26-Oct-2021



Text Block
Textual Information(1) Ms. Garima Bharadwaj became chairperson of Committee with effect from May 28, 2025
Textual Information(2) With effect from May 28, 2025 Mr. Ronak Jatwala became the member of this committee and Ms. Garima Bharadwaj was appointed as Chairperson of this Committee



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 14-Nov-2025 Yes 6 6 3
2 11-Feb-2026 88 Yes 6 5 2
3 27-Mar-2026 43 Yes 6 5 2



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 18-Sep-2025 Yes 4 4 3 0
2 Audit Committee 14-Nov-2025 56 Yes 4 4 3 0
3 Audit Committee 11-Feb-2026 88 Yes 4 4 3 0
4 Audit Committee 27-Mar-2026 43 Yes 4 4 3 0
5 Stakeholders Relationship Committee 27-Mar-2026 Yes 3 2 0 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:



Annexure 1
Sr Subject Compliance status
1 Name of signatory Jyoti Upadhyay
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 www.dnaindia.com
1.2 Memorandum of Association and Articles of Association Yes www.dnaindia.com
1.3 Brief profile of board of directors including directorship and full time positions in body corporates Yes www.dnaindia.com
2 Terms and conditions of appointment of independent directors Yes www.dnaindia.com
3 Composition of various committees of board of directors Yes www.dnaindia.com
4 Code of conduct of board of directors and senior management personnel Yes www.dnaindia.com
5 Details of establishment of vigil mechanism or whistle blower policy Yes www.dnaindia.com
6 Criteria of making payments to non-executive directors Yes www.dnaindia.com
7 Policy on dealing with related party transactions Yes www.dnaindia.com
8 Policy for determining material subsidiaries NA
9 Details of familiarization programmes imparted to independent directors Yes www.dnaindia.com
10 Contact information of the designated officials of the listed entity who are responsible for assisting and handling investor grievances Yes www.dnaindia.com
11 Email address for grievance redressal and other relevant details Yes www.dnaindia.com
12 Financial results Yes www.dnaindia.com
13 Shareholding pattern Yes www.dnaindia.com
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 NA
15.2 Audio or video recordings and transcripts of post earnings/quarterly calls NA
16 New name and the old name of the listed entity NA
17 Advertisements as per regulation 47 (1) Yes www.dnaindia.com
18 Credit rating or revision in credit rating obtained NA
19 Separate audited financial statements of each subsidiary of the listed entity NA
20 Secretarial compliance report Yes www.dnaindia.com
21 Materiality policy as per regulation 30 (4) Yes www.dnaindia.com
22 Disclosure of contact details of KMP who are authorized for the purpose of determining materiality as required under regulation 30(5) Yes www.dnaindia.com
23 Disclosures under regulation 30(8) Yes www.dnaindia.com
24 Statements of deviation(s) or variations(s) as specified in regulation 32 NA
25 Dividend distribution policy as specified in regulation 43A (1) NA
26.1 Annual return as provided under section 92 of the Companies Act 2013 Yes www.dnaindia.com
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 www.dnaindia.com
28 Compliance with regulation 46(3) with respect to accuracy of disclosures on the website and timely updation Yes www.dnaindia.com
29 Disclosure of notes on website in terms of Listing Regulations explanatory


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) NA
26 Meeting of Risk Management Committee 21(3A) NA
27 Quorum of Risk Management Committee meeting 21(3B) NA
28 Gap between the meetings of the Risk Management Committee 21(3C) NA
29 Vigil Mechanism 22 NA
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) Yes
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) NA
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) NA
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 NA
Any other information to be provided



Annexure II
1 Name of signatory Jyoti Upadhyay
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 Jyoti Upadhyay
Designation of person Company Secretary and Compliance Officer
Place Noida
Date 29-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 Commissioner of Income-tax (Appeals) 19-Jun-2023 The Company had filed an appeal before Commissioner of Income-tax (Appeals) for the assessment year 2013-14, against a demand for Rs 41.3 crores (excluding interest) arising out of an addition of long-term capital gains Appeal is Pending before Commissioner of Income-tax (Appeals)
2 Joint Commissioner of State Tax, Appeal – 4 14-Aug-2023 Demand raised for excess ITC claimed, in-eligible Input Tax Credit claimed and Input Tax Credit on purchase invoices Pending Company decision on availing the GST Amnesty Scheme or any other remedy
3 Assistant Commissioner, Division – III, CGST & C.Ex., Mumbai Central 15-Feb-2024 Orders passed by authority raising demand of Rs. 38,31,132/ and demand of Rs 49,89,561/- Appeal is under process.
4 Deputy Commissioner of Income Tax Circle 6(1)(1), Mumbai 22-Mar-2024 The Company received further communication on July 14, 2025, directing payment of 20% of the said demand, failing which coercive recovery measures may be undertaken. The Company is in the process of filing an application seeking stay on demand before DCIT and an early hearing in this matter before the CIT(A). The Company has filed an application seeking stay on demand before DCIT and an early hearing in this matter before the CIT(A).
5 Office of Assistant Commissioner of State Tax, Mumbai 23-Apr-2024 An Order has been received by the Company in the name of Pri-Media Services Private Limited (‘Pri-Media’) (an erstwhile entity merged with Diligent Media Corporation Limited w.e.f. April 1, 2017). The Order pertains to the financial year 2018-19, wherein the department has contended un-declared turnover and imposed tax of Rs. 31,62,788/- (Rupees Thirty one Lakhs Sixty Two Thousand Seven Hundred Eighty Eight only) and interest & penalty of Rs. 37,32,090/- (Rupees Thirty-seven Lakhs Thirty Two Thousand Ninety only) on the said turnover. In respect to the said demand, the Company had filed an application for rectification of the demand order before the GST Department. However, the GST Department has directed the Company to comply with the demand raised. In this regard, the Company is in the process of seeking legal opinion on the same and intends to challenge the said demand before the appropriate appellate authority in due course.
6 Office of Dy. Commissioner of State Tax, Mumbai, Mumbai 19-Jul-2024 Demand of Rs. 2,25,45,000 /- (Rupees Two Crore Twenty Five Lakhs and Forty Five Thousand only) has been issued by the Authority which include tax, interest and penalty. The Authority has concluded that there was a violation in availing ineligible Input Tax Credit from certain suppliers. Appeal filed same is pending
7 Office of the Assistant Commissioner of State Tax, (CST-INV-D-0103), Department of Goods and Services Tax, Mumbai 14-Jan-2026 The Order relates to the purported non payment of GST on the assignment of leasehold rights in respect of a leasehold industrial plot situated in Mumbai and sold by the Company. The Department of Goods and Services Tax has held that such transfer constitutes a taxable supply of services under the GST laws and has raised a GST demand in addition to Interest, penalty and availed input tax credit for Rs. 33.90 crores (including interest and penalty). The tax period pertains to FY 2018-19. Relying on certain judicial precedents of Hon’ble High Court in similar matters, and upon the advice of the Counsels of the Company, the Company has challenged the impugned Demand Order by way of filing Writ Petition before the Hon’ble High Court of Bombay on February 24, 2026
8 Assistant Commissioner of State Tax, Mumbai 31-Mar-2026 The Assistant Commissioner of State Tax, Mumbai has directed the Company to remit an amount of approximately Rs. 3.99 crores towards tax, interest, and penalty under the applicable provisions of the Central Goods and Services Tax Act, 2017 for the tax period FY 2019-20. The order relates to the purported non-levy of GST on the transfer / assignment of leasehold rights in respect of a leasehold industrial plot situated in Mumbai and sold by the Company to M/s CTRL S (India) Pvt. Ltd. The Authority held that such transfer constitutes a taxable supply of services under the GST laws and has raised demand accordingly. In respect of earlier similar order issued by the GST Department regarding sale of part of leasehold land to M/s CTRL S (India) Pvt. Ltd., the Company had filed a writ petition before the Hon’ble High Court of Bombay. Since the present order is of similar nature and the other part of that leasehold land, the Company shall be filing a writ petition shortly.