General information about company | ||
Scrip code | 530127 | |
NSE Symbol | NOTLISTED | |
MSEI Symbol | NOTLISTED | |
ISIN | INE446D01011 | |
Name of the entity | NPR FINANCE LIMITED | |
Date of start of financial year | 01-04-2024 | |
Date of end of financial year | 31-03-2025 | |
Reporting Quarter Type | Quarterly | |
Date of Quarter Ending | 31-12-2024 | |
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? | Yes | |
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 | There were no such instances during the period under review. |
Whether Annexure I (Part E) of the SEBI Circular dated December 31, 2024 related to Disclosure of Updates to Ongoing Tax Litigations or Disputes is Applicable to the entity? | No | There were no such instances during the period under review. |
Risk management committee | Not Applicable | |
Market Capitalisation as per immediate previous Financial Year | Any other | |
Is SCORE ID Available ? | Yes | |
SCORE Registration ID | n00164 | |
Reason For No SCORE ID | ||
Type of Submission | Original | |
Remarks (website dissemination) | ||
Remarks for Exchange (not for 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 | Yes | ||||||||||||||||||||||||
Whether Chairperson is related to MD or CEO | No | ||||||||||||||||||||||||
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 | |||||||||||||||||
1 | Mr | ASHOK DHIRAJLAL KANAKIA | AGCPK9425B | 00738955 | Non-Executive - Independent Director | Not Applicable | 02-08-1953 | ||||||||||||||||||
2 | Mr | PAWAN KUMAR TODI | ABRPT4635J | 00590156 | Executive Director | Not Applicable | MD | 02-06-1953 | |||||||||||||||||
3 | Mrs | SARIKA MEHRA | AHCPM8008P | 06935192 | Executive Director | Not Applicable | 21-10-1974 | ||||||||||||||||||
4 | Mr | RISHI TODI | ABUPT6543N | 00590337 | Non-Executive - Non Independent Director | Not Applicable | 01-04-1980 | ||||||||||||||||||
5 | Mr | ASHOK KUMAR SINGHANIA | AKZPS9202P | 00589725 | Non-Executive - Independent Director | Chairperson | 17-05-1953 |
I. Composition of Board of Directors | |||||||||||||||||||||||||
Disqualification of Directors under section 164 of the Companies Act, 2013 | |||||||||||||||||||||||||
Sr | Whether the director is disqualified? | Start Date of disqualification | End Date of disqualification | Details of disqualification | Current status | ||||||||||||||||||||
1 | No | Active | |||||||||||||||||||||||
2 | No | Active | |||||||||||||||||||||||
3 | No | Active | |||||||||||||||||||||||
4 | No | Active | |||||||||||||||||||||||
5 | No | Active |
I. Composition of Board of Directors | |||||||||||||||||||||||||||
Sr | 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) & reg. 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 | NA | 14-02-2019 | 14-09-2024 | 120 | 1 | 1 | 2 | 0 | |||||||||||||||||||
2 | NA | 01-11-1994 | 15-09-2022 | 1 | 0 | 1 | 0 | ||||||||||||||||||||
3 | NA | 28-07-2014 | 15-09-2022 | 1 | 0 | 1 | 0 | ||||||||||||||||||||
4 | NA | 09-02-2022 | 26-09-2023 | 1 | 0 | 1 | 0 | ||||||||||||||||||||
5 | NA | 12-08-2024 | 14-09-2024 | 60 | 1 | 1 | 2 | 2 |
Text Block | |
Textual Information(1) | Date of Re-appointment Mr. Pawan Kumar Todi (DIN-00590156) has been re-appointed at the 33rd Annual General Meeting (AGM) held on 15/09/2022 as the Managing Director for a period of three (3) years with effect from 01/11/2022. Ms. Sarika Mehra (DIN-06935192) has been re-appointed at the 33rd Annual General Meeting (AGM) held on 15/09/2022, as the Whole-time Director for a period of three (3) years with effect from 19/09/2022. Further, her office was liable to retire by rotation at the AGM held on 14/09/2024 - where she was re-appointed. The first tenure of appointment of Mr. Ashok Dhirajlal Kanakia (DIN-00738955) as a Non-executive, Independent Director was completed at the conclusion of the 35th AGM held on 14/09/2024 - where he was re-appointed for another term of 5 years. Mr. Rishi Todi (DIN-00590337) was first appointed on the Board with effect from 07/09/2005. Subsequently, he resigned with effect from 03/05/2007. He was again appointed with effect from 09/02/2022 as an Additional Director (Non Executive & Non Independent Category) - confirmation of his appointment was provided by the shareholders at the Extra-ordinary General Meeting dated 06/05/2022, where his appointment was regularised. Further, his office was liable to retire by rotation at the AGM held on 26/09/2023 - where he was re-appointed. Mr. Ashok Kumar Singhania (DIN - 00589725) was appointed on the Board w.e.f. 12/08/2024, as an additional Director (Non Executive & Independent Category) . His tenure as an Additional Director expired on the conclusion of the 35th AGM where he was appointed for a term of 5 years. Mr. Ashok Kumar Singhania (DIN - 00589725) was appointed as the Chairperson of the Board of Directors with effect from the the conclusion of the 35th AGM dated 14/09/2024. |
Annexure 1 | |||||||
II. Composition of Committees | |||||||
Disclosure of notes on composition of committees explanatory | Textual Information(1) |
Annexure 1 Text Block | |
Textual Information(1) | RISK MANAGEMENT COMMITTEE. The Company is not required to have a Risk Management Committee. However, the Company has voluntarily in place, a Risk Management Committee which comprises of three members of the Board of Directors and one senior executive of the Company, who is not a member of the Board of Directors. The Committee is chaired by a member of the Board of Directors. |
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 | 00738955 | ASHOK DHIRAJLAL KANAKIA | Non-Executive - Independent Director | Member | 14-02-2019 | ||
2 | 06935192 | SARIKA MEHRA | Executive Director | Member | 31-12-2021 | ||
3 | 00589725 | ASHOK KUMAR SINGHANIA | Non-Executive - Independent Director | Chairperson | 12-08-2024 | Textual Information(1) |
Sr Text Block | |
Textual Information(1) | With effect from 12/08/2024, Mr. Ashok Kumar Singhania (DIN-00589725) was appointed as a member of the Audit Committee Further, he was appointed as its Chairperson with effect from the conclusion of the 35th AGM dated 14/09/2024. |
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 | 00738955 | ASHOK DHIRAJLAL KANAKIA | Non-Executive - Independent Director | Chairperson | 14-02-2019 | ||
2 | 00590337 | RISHI TODI | Non-Executive - Non Independent Director | Member | 09-02-2022 | ||
3 | 00589725 | ASHOK KUMAR SINGHANIA | Non-Executive - Independent Director | Member | 12-08-2024 |
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 | 00590156 | PAWAN KUMAR TODI | Executive Director | Member | 31-07-2001 | ||
2 | 00738955 | ASHOK DHIRAJLAL KANAKIA | Non-Executive - Independent Director | Member | 31-12-2021 | ||
3 | 00590337 | RISHI TODI | Non-Executive - Non Independent Director | Member | 09-02-2022 | ||
4 | 00589725 | ASHOK KUMAR SINGHANIA | Non-Executive - Independent Director | Chairperson | 12-08-2024 | Textual Information(1) |
Sr Text Block | |
Textual Information(1) | With effect from 12/08/2024, Mr. Ashok Kumar Singhania (DIN-00589725) was appointed as a member of the Stakeholders Relationship Committee Further, he was appointed as its Chairperson with effect from the conclusion of the 35th AGM dated 14/09/2024 |
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 | 00590156 | PAWAN KUMAR TODI | Executive Director | Member | 28-07-2014 | ||
2 | 00590337 | RISHI TODI | Non-Executive - Non Independent Director | Member | 09-02-2022 | ||
3 | 01108114 | SHANKAR BIRJUKA | Member | Member | 28-07-2014 | ||
4 | 00589725 | ASHOK KUMAR SINGHANIA | Non-Executive - Independent Director | Chairperson | 12-08-2024 | Textual Information(1) |
Sr Text Block | |
Textual Information(1) | With effect from 12/08/2024, Mr. Ashok Kumar Singhania (DIN-00589725) was appointed as a member of the Risk Management Committee Further, he was appointed as its Chairperson with effect from the conclusion of the 35th AGM dated 14/09/2024. |
Corporate Social Responsibility Committee | |||||||
Whether the Corporate Social Responsibility Committee has a Regular Chairperson | |||||||
Sr | DIN Number | Name of Committee members | Category 1 of directors | Category 2 of directors | Date of Appointment | Date of Cessation | Remarks |
Other Committee | ||||||
Sr | DIN Number | Name of Committee members | Name of other committee | Category 1 of directors | Category 2 of directors | Remarks |
1 | 00590156 | PAWAN KUMAR TODI | FAIR PRACTICE CODE COMMITTEE | Executive Director | Chairperson | |
2 | 00590337 | RISHI TODI | FAIR PRACTICE CODE COMMITTEE | Non-Executive - Non Independent Director | Member | |
3 | 06935192 | SARIKA MEHRA | FAIR PRACTICE CODE COMMITTEE | Executive Director | Member | |
4 | 00590156 | PAWAN KUMAR TODI | IT STRATEGY COMMITTEE | Executive Director | Chairperson | |
5 | 06935192 | SARIKA MEHRA | IT STRATEGY COMMITTEE | Executive Director | Member | |
6 | 00590337 | RISHI TODI | IT STRATEGY COMMITTEE | Non-Executive - Non Independent Director | Member | |
7 | 99999999 | ASHIM KARMAKAR | IT STRATEGY COMMITTEE | Member | Member | Textual Information(1) |
Other Committee Text Block | |
Textual Information(1) | IT Strategy Committee As per the requirement of the RBI Master Direction - Information Technology Framework for the NBFC Sector, the Company has in place an IT Strategy Committee. Mr. Ashim Karmakar is a member of the IT Strategy Committee - he is not a Director of the Company. Accordingly, he is not required to have any DIN. |
Annexure 1 | ||||||||
Annexure 1 | ||||||||
III. Meeting of Board of Directors | ||||||||
Disclosure of notes on meeting of board of directors explanatory | ||||||||
Sr. No. | Date(s) of meeting (if any) in the previous quarter | Date(s) of meeting (if any) in the current quarter | 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 | 12-08-2024 | Yes | 6 | 6 | 3 | |||
2 | 13-11-2024 | 92 | Yes | 5 | 5 | 2 |
Annexure 1 | ||||||||||
IV. Meeting of Committees | ||||||||||
Disclosure of notes on meeting of committees explanatory | Textual Information(1) | |||||||||
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 | 12-08-2024 | Yes | 3 | 3 | 2 | 0 | |||
2 | Audit Committee | 13-11-2024 | 92 | Yes | 3 | 3 | 2 | 0 | ||
3 | Nomination and remuneration committee | 12-08-2024 | Yes | 3 | 3 | 2 | 0 | |||
4 | Nomination and remuneration committee | 13-11-2024 | 92 | Yes | 3 | 3 | 2 | 0 | ||
5 | Risk Management Committee | 13-11-2024 | Yes | 3 | 3 | 1 | 1 | |||
6 | Other Committee | 09-08-2024 | FAIR PRACTICE CODE COMMITTEE | Yes | 3 | 3 | 0 | 0 |
Annexure 1 | ||||||||||
IV. Meeting of Committees | ||||||||||
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) |
7 | Other Committee | 13-11-2024 | 95 | FAIR PRACTICE CODE COMMITTEE | Yes | 3 | 3 | 0 | 0 | |
8 | Other Committee | 12-08-2024 | IT STRATEGY COMMITTEE | Yes | 3 | 3 | 0 | 1 | ||
9 | Other Committee | 13-11-2024 | 92 | IT STRATEGY COMMITTEE | Yes | 3 | 3 | 0 | 1 |
Text Block | ||
Textual Information(1) | IT Strategy Committee comprises of three members of the Board of Directors and the IT head of the Company, who is not a member of the Board of Directors. Risk Management Committee comprises of three members of the Board of Directors and one senior executive of the Company, who is not a member of the Board of Directors. No meeting of the Risk Management Committee was required to be held during the quarter ended 30-09-2024. No meeting of the Stakeholders Relationship Committee was required to be held during the period under review. |
Annexure 1 | |||
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 | 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: | Textual Information(1) |
Annexure 1 | ||
Sr | Subject | Compliance status |
1 | Name of signatory | Ritika Varma |
2 | Designation | Company Secretary and Compliance Officer |
Text Block | |
Textual Information(1) | This Report on Corporate Governance shall be placed at the ensuing Board Meeting of the Company. Further, the Report on Corporate Governance of the previous Quarter was placed before the Board of Directors. The Company is not required to have a Risk Management Committee. However, the Company has in place a Risk Management Committee which comprises of three members of the Board of Directors and one senior executive of the Company, who is not a member of the Board of Directors as on 31st December 2024. The Committee is chaired by a member of the Board of Directors. The Company has voluntarily complied with the constitution of the Risk Management Committee. Accordingly, the Company has chosen the option "Not applicable" against the particular "Risk Management Committee" under the General Info Annexure. Hence, the option "NA" has also been mentioned against compliance status on the Composition of the Risk Management Committee (Serial No. 5) of "Annx 1 - Affirmations". |
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 | |
Number of cyber security incidence or breaches or loss of data event occurred during the quarter | ||
Sr. | Date of the event | Brief details of the event |
Signatory Details | |
Name of signatory | Ritika Varma |
Designation of person | Company Secretary and Compliance Officer |
Place | Kolkata |
Date | 14-02-2025 |
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 |
1 | GANESH NARAYAN BRIJLAL PRIVATE LIMITED | 20-02-2017 | 19.23 | 0 | 19.23 |