Integrated Governance

DALMIA BHARAT REFRACTORIES LIMITED

General information about company
Scrip code	000000
NSE Symbol	NOTLISTED
MSEI Symbol	DALMIARF
ISIN	INE0EB001012
Date of start of financial year	01-04-2025
Date of end of financial year	31-03-2026
Reporting Quarter Type	Half Yearly
Date of Quarter Ending	30-09-2025
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?	true
Whether Annexure I (Part B) of the SEBI Circular dated December 31, 2024 related to Investor Grievance Redressal Report is Applicable to the entity?	true
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?	false	Company has not acquired shares or voting rights in unlisted companies during the 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?	true
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?	false	There are no ongoing tax litigations or disputes in the entity.
Risk management committee	false
Market Capitalisation as per immediate previous Financial Year	Any other
Is SCORE ID Available ?	true
SCORE Registration ID	COMD00461
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

Textual Information(1)

Whether the listed entity has a Regular Chairperson

true

Whether Chairperson is related to MD or CEO

false

Disqualification of Directors under section 164 of the Companies Act, 2013

Sr no.

Title(Mr/Ms)

Name of the Director

Category 1 of directors

Category 2 of directors

Category 3 of directors

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(Refer Regulation 17A(1) of Listing Regulations

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

Deepak Ambadas Thombre

Non-Executive - Independent Director

Chairperson

false

Active

09-02-2022

18-02-2022

Rajkamal Saraogi

Non-Executive - Independent Director

Not Applicable

false

Active

24-03-2022

27-09-2022

Chandra Narain Maheshwari

Executive Director

Not Applicable

false

Active

22-10-2021

Rachna Goria

Non-Executive - Non Independent Director

Not Applicable

false

Active

26-10-2017

Mukund Choudhary

Executive Director

Not Applicable

false

Active

01-02-2025

Pritha Dutt

Non-Executive - Independent Director

Not Applicable

false

Active

01-07-2025

12-08-2025

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Textual Information(1)

Notes: The Board of Directors in their meeting held on June 30, 2025 approved the appointment of Ms. Pritha Dutt as additional director(Non- Executive Director) w.e.d July 01, 2025 and regularised in shareholder's meeting (AGM) held on August 12, 2025.

Annexure I

Disclosure of notes on composition of committees explanatory

Audit Committee Details
Whether the Audit Committee has a Regular Chairperson						true
Sr	Name of Committee members	Category 1 of directors	Category 2 of directors	Date of Appointment	Date of Cessation	Remarks
1	Deepak Ambadas Thombre	Non-Executive - Independent Director	Chairperson	24-03-2022
2	Rajkamal Saraogi	Non-Executive - Independent Director	Member	24-03-2022
3	Chandra Narain Maheshwari	Executive Director	Member	29-06-2024

Nomination and remuneration committee
Whether the Nomination and remuneration committee has a Regular Chairperson						true
Sr	Name of Committee members	Category 1 of directors	Category 2 of directors	Date of Appointment	Date of Cessation	Remarks
1	Rajkamal Saraogi	Non-Executive - Independent Director	Chairperson	24-03-2022
2	Deepak Ambadas Thombre	Non-Executive - Independent Director	Member	24-03-2022
3	Rachna Goria	Non-Executive - Non Independent Director	Member	29-06-2024

Stakeholders Relationship Committee
Whether the Stakeholders Relationship Committee has a Regular Chairperson						true
Sr	Name of Committee members	Category 1 of directors	Category 2 of directors	Date of Appointment	Date of Cessation	Remarks
1	Deepak Ambadas Thombre	Non-Executive - Independent Director	Chairperson	24-03-2022
2	Rachna Goria	Non-Executive - Non Independent Director	Member	24-03-2022
3	Chandra Narain Maheshwari	Executive Director	Member	29-06-2024

Corporate Social Responsibility Committee
Whether the Corporate Social Responsibility Committee has a Regular Chairperson						true
Sr	Name of Committee members	Category 1 of directors	Category 2 of directors	Date of Appointment	Date of Cessation	Remarks
1	Chandra Narain Maheshwari	Executive Director	Chairperson	29-06-2024
2	Deepak Ambadas Thombre	Non-Executive - Independent Director	Member	24-03-2022
3	Rachna Goria	Non-Executive - Non Independent Director	Member	29-06-2024

Annexure I
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	15-04-2025			true	5	4	2
2	14-05-2025	28		true	5	3	2
3	30-06-2025	46		true	5	4	2
4	12-08-2025	42		true	6	5	3
5	25-09-2025	43		true	6	5	3

Annexure I
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	15-04-2025				true	3	3	2	0
2	Audit Committee	14-05-2025	28			true	3	3	2	0
3	Audit Committee	30-06-2025	46			true	3	3	2	0
4	Audit Committee	12-08-2025	42			true	3	3	2	0
5	Audit Committee	25-09-2025	43			true	3	3	2	0
6	Nomination and remuneration committee	14-05-2025				true	3	3	2	0
7	Nomination and remuneration committee	30-06-2025	46			true	3	3	2	0
8	Nomination and remuneration committee	12-08-2025	42			true	3	2	2	0
9	Corporate Social Responsibility Committee	14-05-2025				true	3	3	1	0
10	Stakeholders Relationship Committee	14-05-2025				true	3	3	1	0

Annexure I
V. 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	true
2	The composition of the following committees is in terms of SEBI(Listing obligations and disclosure requirements) Regulations, 2015 a. Audit Committee	true
3	The composition of the following committees is in terms of SEBI(Listing obligations and disclosure requirements) Regulations, 2015. b. Nomination & remuneration committee	true
4	The composition of the following committees is in terms of SEBI(Listing obligations and disclosure requirements) Regulations, 2015. c.Stakeholders relationship committee	true
5	The composition of the following committees is in terms of SEBI(Listing obligations and disclosure requirements) Regulations, 2015. d. Risk management committee (applicable 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.	false
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.	true
8	This report and/or the report submitted in the previous quarter has been placed before Board of Directors.	true
9	Any comments/observations/advice of Board of Directors may be mentioned here:

Annexure I
Sr	Subject	Compliance status
1	Name of signatory	Soumya Sharma
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		false
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
No records available

III. Affirmations
Sr	Particulars	Regulation Number	Compliance status (Yes/No/NA)	If status is 'No' details of non-compliance may be given here.
1	Copy of the annual report including balance sheet, profit and loss account, directors report, corporate governance report, business responsibility report displayed on website	46(2)	Yes
2	Presence of Chairperson of Audit Committee at the Annual General Meeting	18(1)(d)	Yes
3	Presence of Chairperson of the nomination and remuneration committee at the annual general meeting	19(3)	Yes
4	Presence of Chairperson of the Stakeholder Relationship committee at the annual general meeting	20(3)	Yes
5	Disclosure of the Secretarial Audit Report of the listed entity and the material subsidiaries in the Annual Report	24A(1)	Yes
6	Compliance with the conditions laid down for Secretarial Auditor or the person signing the Secretarial Compliance Report	24A(1A), 24A(1B), 24A(1C)	Yes
7	Submission of Annual Secretarial Compliance Report	24A(2)	Yes
8	Whether 'Corporate Governance Report' disclosed in Annual Report	34(3) read with para C of Schedule V	Yes
Any other information to be provided

Annexure III
1	Name of signatory	Soumya Sharma
2	Designation	Company Secretary and Compliance Officer

Signatory Details
Name of signatory	Soumya Sharma
Designation of person	Company Secretary and Compliance Officer
Place	New Delhi
Date	29-10-2025

Additional Half yearly Disclosure DISCLOSURE OF LOANS / GUARANTEES / COMFORT LETTERS / SECURITIES ETC. (applicable only for half-yearly filings)
Any Other Information for Disclosure of Loans / Guarantees / Comfort Letters / Securities Etc.			Textual Information(1)
I. Disclosure of Loans/ guarantees/comfort letters /securities etc.
(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	0	0
Promoter Group or any other entity controlled by them	0	0
Directors (including relatives) or any other entity controlled by them	0	0
KMPs or any other entity controlled by them	0	0
(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	0	0	0
Promoter Group or any other entity controlled by them	0	0	0
Directors (including relatives) or any other entity controlled by them	0	0	0
KMPs or any other entity controlled by them	0	0	0
(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	0	0	0
Promoter Group or any other entity controlled by them	0	0	0
Directors (including relatives) or any other entity controlled by them	0	0	0
KMPs or any other entity controlled by them	0	0	0
(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.	true
Name		Rahul Sahni
Designation		CFO
Place		New Delhi
Date		29-10-2025

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Textual Information(1)

1A. *Investment in the form of Optionally Convertible Debentures ("OCDs) amounting to INR 375 Crores in Hippostores Technology Private Limited, a promoter group entity as on September 30, 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
No records available

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	Additional Commissioner (Appeal) of State Tax, Raipur	Rejection of rectification request for allowing the ITC and imposition of penalty of ? 47,247	11-08-2025	The ITC on import of ? 45.45 Lakh was shown under "All other ITC" in GSTR-3B of Dec, 2017. The deparment did not accept as the same were partially shown on the GST portal. Therefore, the department allowed a marginal relief of ? 10.73 Lakh only. The Company contested on the view that all Bills of Entry are available and produced before the Appellate Authority. Mere not showing on GST portal does not amount to wrong availment of ITC. The Company is in the process of challenging the order at Tribunal Level.	No material impact

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
No records available