Integrated Governance


PARAG FANS AND COOLING SYSTEMS LIMITED

General information about company
Scrip code000000
NSE Symbol
MSEI SymbolPFCSL
ISININE698V01019
Date of start of financial year01-04-2025
Date of end of financial year31-03-2026
Reporting Quarter TypeHalf Yearly
Date of Quarter Ending30-09-2025
Type of companySME
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?falseCompany hasnot acquired shares in unlisted company.
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?falseThere is no ogoing Tax Litigations or Disputes on the entity.
Risk management committeefalse
Market Capitalisation as per immediate previous Financial YearAny other
Is SCORE ID Available ?true
SCORE Registration IDp00459
Reason For No SCORE ID
Type of SubmissionOriginal
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 explanatoryTextual Information(1)
Whether the listed entity has a Regular Chairpersonfalse
Whether Chairperson is related to MD or CEOfalseDisqualification of Directors under section 164 of the Companies Act, 2013
Sr no.Title(Mr/Ms)Name of the DirectorCategory 1 of directorsCategory 2 of directorsCategory 3 of directorsWhether the director is disqualified?Start Date of disqualificationEnd Date of disqualificationDetails of disqualificationCurrent statusWhether special resolution passed? [Refer Reg. 17(1A) of Listing Regulations]Date of passing special resolutionInitial Date of appointmentDate of Re-appointmentDate of cessationTenure 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 RegulationsNumber 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 CessationNotes for not providing PANNotes for not providing DIN
1MrSANDEEP SURENDRAKUMAR BADJATIAExecutive DirectorNot ApplicablefalseActiveNA10-12-200814-08-20242021000
2MrSURENDRA KUMAR BADJATIANon-Executive - Non Independent DirectorChairperson related to PromoterfalseActiveYes26-09-202218-01-201701-05-20251051000
3MrDEEPAK PAGNISExecutive DirectorNot ApplicablefalseActiveNA04-02-200914-08-20242001000
4MrUMESH NAMBIARExecutive DirectorNot ApplicablefalseActiveNA04-02-200914-08-20242001010
5MsNEELAM TANWANINon-Executive - Independent DirectorNot ApplicablefalseActiveNA30-05-2023280110
6MsVAISHALI RATHODNon-Executive - Independent DirectorNot ApplicablefalseActiveNA26-02-202580111
7MsPOOJA SANGOINon-Executive - Independent DirectorNot ApplicablefalseActiveNA26-02-202580100

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Textual Information(1)As per he Securities and Exchange Board of India (SEBI) amended the SEBI (Listing Obligations and Disclosure Requirements (LODR)) Regulations, 2015. The amendment had split the positions of the chairman and managing director (MD) or chief executive officer (CEO). Additionally, the chairman and MD/CEO must not be related to each other. This regulation was to be applicable to the top 500 listed entities by market capitalization and effective from April 1, 2022. our company is listed at only Metropolitan Stosk Exchange only neither at BSE Nor NSE. As per section 203 od Companies Act, 2013 The company must appoint a whole-time director if it does not have a Chief Executive Officer, manager or Managing Director. We have already two Whole time directors on the board in the abscence of Managing Director.


Annexure I
Disclosure of notes on composition of committees explanatory


Audit Committee Details
Whether the Audit Committee has a Regular Chairpersontrue
SrName of Committee membersCategory 1 of directorsCategory 2 of directorsDate of AppointmentDate of CessationRemarks
1VAISHALI RATHODNon-Executive - Independent DirectorChairperson26-02-2025
2NEELAM TANWANINon-Executive - Independent DirectorMember30-05-2023
3UMESH NAMBIARExecutive DirectorMember04-02-2009


Nomination and remuneration committee
Whether the Nomination and remuneration committee has a Regular Chairpersontrue
SrName of Committee membersCategory 1 of directorsCategory 2 of directorsDate of AppointmentDate of CessationRemarks
1VAISHALI RATHODNon-Executive - Independent DirectorChairperson26-02-2025
2NEELAM TANWANINon-Executive - Independent DirectorMember30-05-2023
3SURENDRA KUMAR BADJATIANon-Executive - Non Independent DirectorMember04-02-2009


Stakeholders Relationship Committee
Whether the Stakeholders Relationship Committee has a Regular Chairpersontrue
SrName of Committee membersCategory 1 of directorsCategory 2 of directorsDate of AppointmentDate of CessationRemarks
1VAISHALI RATHODNon-Executive - Independent DirectorChairperson26-02-2025
2NEELAM TANWANINon-Executive - Independent DirectorMember30-05-2023
3UMESH NAMBIARExecutive DirectorMember04-02-2009


Annexure I
III. Meeting of Board of Directors
Disclosure of notes on meeting of board of directors explanatory
SrDate(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 DateWhether requirement of Quorum met (Yes/No)Total Number of Directors as on date of the meetingNumber of Directors present*(All directors including Independent Director)No. of Independent Directors attending the meeting*
101-05-2025true731
230-05-202528true731
305-08-202566true742


Annexure I
IV. Meeting of Committees
Disclosure of notes on meeting of committees explanatory
SrName of CommitteeDate(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 committeeReson for not providing dateWhether requirement of Quorum met (Yes/No)Total Number of Directors in the Committee as on date of the meetingNumber 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)
1Audit Committee01-05-2025true3210
2Audit Committee05-08-202595true3210
3Nomination and remuneration committee01-05-2025true3210
4Stakeholders Relationship Committee01-05-2025true3210


Annexure I
V. Affirmations
SrSubjectCompliance status (Yes/No)
1The composition of Board of Directors is in terms of SEBI (Listing obligations and disclosure requirements) Regulations, 2015true
2The composition of the following committees is in terms of SEBI(Listing obligations and disclosure requirements) Regulations, 2015 a. Audit Committeetrue
3The composition of the following committees is in terms of SEBI(Listing obligations and disclosure requirements) Regulations, 2015. b. Nomination & remuneration committeetrue
4The composition of the following committees is in terms of SEBI(Listing obligations and disclosure requirements) Regulations, 2015. c.Stakeholders relationship committeetrue
5The 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
6The committee members have been made aware of their powers, role and responsibilities as specified in SEBI (Listing obligations and disclosure requirements) Regulations, 2015.true
7The 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
8This report and/or the report submitted in the previous quarter has been placed before Board of Directors.true
9Any comments/observations/advice of Board of Directors may be mentioned here:


Annexure I
SrSubjectCompliance status
1Name of signatoryPooja Chauhan
2DesignationCompany 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 quarterfalse
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 eventBrief details of the event
No records available


III. Affirmations
SrParticularsRegulation NumberCompliance status (Yes/No/NA)If status is 'No' details of non-compliance may be given here.
1Copy of the annual report including balance sheet, profit and loss account, directors report, corporate governance report, business responsibility report displayed on website46(2)Yes
2Presence of Chairperson of Audit Committee at the Annual General Meeting18(1)(d)Yes
3Presence of Chairperson of the nomination and remuneration committee at the annual general meeting19(3)Yes
4Presence of Chairperson of the Stakeholder Relationship committee at the annual general meeting20(3)Yes
5Disclosure of the Secretarial Audit Report of the listed entity and the material subsidiaries in the Annual Report24A(1)Yes
6Compliance with the conditions laid down for Secretarial Auditor or the person signing the Secretarial Compliance Report24A(1A), 24A(1B), 24A(1C)Yes
7Submission of Annual Secretarial Compliance Report24A(2)Yes
8Whether 'Corporate Governance Report' disclosed in Annual Report34(3) read with para C of Schedule VYes
Any other information to be provided


Annexure III
1Name of signatoryPooja Chauhan
2DesignationCompany Secretary and Compliance Officer


Signatory Details
Name of signatoryPooja Chauhan
Designation of personCompany Secretary and Compliance Officer
PlaceDewas
Date29-10-2025


Investor Grievance Details
No. of investor complaints pending at the beginning of Quarter0
No. of investor complaints received during the Quarter0
No. of investor complaints disposed off during the Quarter0
No. of investor complaints those remaining unresolved at the end of the Quarter0


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 acquiredDate of acquisitionAggregate holding (% shares or voting rights) as at the end of the previous quarter% shares or voting rights acquired during the quarterAggregate 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 PenaltyTextual Information(1)
Sr.No.Name of the authorityNature and details of the action(s) taken or order(s) passedDate of receipt of direction or order, including any ad interim or interim orders, or any other communication from the authorityDetails of the violation(s)/ contravention(s) committed or alleged to be committedImpact on financial, operation or other activities of the listed entity, quantifiable in monetary terms to the extent possible
1Metropolitan Stock Exchange of India LimitedPenalty of Rs. 135700 has been imposed on the company10-10-2025Penalty under regulation 33 of SEBI LODRCompany comes under SME category and its growing phase. This kind of hafety penalty can be overburden on Financial Operations of Company.

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Textual Information(1)Company's mail Id was register wiith Metropolitan Stock Exchange of India Limited, MSEI but inspite of sending obsservation mail under regulation 33 of LODR, Regulation, 2015 on registered mail id it. All mails been sending to the unregistered mail id and a third person, who was not associates with the company.It was completely breech of confedentiality. After imposing penalty on the Company by MSEI, We had to drawn MSEI's attention in this non compliance followed by Exchange since so long. Then Exchange stopped sending mail to the third person and updated their record. Mentioning the complete Inciident in the waiver application and having conversation with MSEI Officials, They even dint realise the mistake committed on their part and Imposed the penaty on the Company.


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 partyDate of initiation of the litigation / disputeStatus of the litigation / dispute as per last disclosureCurrent status of the litigation / dispute
No records available