Integrated Governance

PARAG MILK FOODS LIMITED

General information about company

Scrip code	539889
NSE Symbol	PARAGMILK
MSEI Symbol	NOTLISTED
ISIN	INE883N01014
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?	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	Not applicable for 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	Not applicable for the quarter
Risk management committee	true
Market Capitalisation as per immediate previous Financial Year	Top 1000 listed entities
Is SCORE ID Available ?	true
SCORE Registration ID	P00820
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

true

Whether Chairperson is related to MD or CEO

true

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

Devendra Prakash Shah

Executive Director

Chairperson

false

Active

29-12-1992

01-04-2023

Pritam Prakash Shah

Executive Director

Not Applicable

false

Active

29-12-1992

01-04-2023

Akshali Devendra Shah

Executive Director

Not Applicable

false

Active

25-12-2022

Narendra Kumar Anand Ambwani

Non-Executive - Independent Director

Not Applicable

false

Active

Yes

30-09-2019

26-05-2015

26-05-2020

115.06

Nitin Ramchandra Dhavalikar

Non-Executive - Independent Director

Not Applicable

false

Active

28-07-2015

28-07-2020

113.04

Radhika Madhukar Dudhat

Non-Executive - Independent Director

Not Applicable

false

Active

26-05-2015

26-05-2020

115.06

Nikhil Kishorechandra Vora

Non-Executive - Non Independent Director

Not Applicable

false

Active

20-08-2021

Dnyanesh Vishnu Darshane

Non-Executive - Independent Director

Not Applicable

false

Active

25-12-2022

24.07

Annexure I

II. Composition of Committees
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	Nitin Ramchandra Dhavalikar	Non-Executive - Independent Director	Chairperson	28-07-2015
2	Narendra Kumar Anand Ambwani	Non-Executive - Independent Director	Member	26-05-2015
3	Pritam Prakash Shah	Executive Director	Member	17-06-2011
4	Dnyanesh Vishnu Darshane	Non-Executive - Independent Director	Member	24-01-2023

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	Narendra Kumar Anand Ambwani	Non-Executive - Independent Director	Chairperson	29-04-2023
2	Nitin Ramchandra Dhavalikar	Non-Executive - Independent Director	Member	28-07-2015
3	Devendra Prakash Shah	Executive Director	Member	03-10-2012
4	Radhika Madhukar Dudhat	Non-Executive - Independent Director	Member	26-05-2015

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	Dnyanesh Vishnu Darshane	Non-Executive - Independent Director	Chairperson	29-04-2023
2	Pritam Prakash Shah	Executive Director	Member	28-07-2015
3	Devendra Prakash Shah	Executive Director	Member	09-11-2016
4	Akshali Devendra Shah	Executive Director	Member	24-01-2023

Risk Management Committee

Whether the Risk Management 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	Radhika Madhukar Dudhat	Non-Executive - Independent Director	Chairperson	29-04-2023
2	Pritam Prakash Shah	Executive Director	Member	12-06-2021
3	Nitin Ramchandra Dhavalikar	Non-Executive - Independent Director	Member	12-06-2021
4	Dnyanesh Vishnu Darshane	Non-Executive - Independent Director	Member	24-01-2023
5	Akshali Devendra Shah	Executive Director	Member	29-04-2023

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	Radhika Madhukar Dudhat	Non-Executive - Independent Director	Chairperson	26-05-2015
2	Devendra Prakash Shah	Executive Director	Member	23-06-2014
3	Narendra Kumar Anand Ambwani	Non-Executive - Independent Director	Member	09-11-2016
4	Akshali Devendra Shah	Executive Director	Member	24-01-2023

Other Committee

Whether the Corporate Social Responsibility Committee has a Regular Chairperson					true
Sr	Name of Committee members	Name of other committee	Category 1 of directors	Category 2 of directors	Remarks
1	Nitin Ramchandra Dhavalikar	Finance Committee	Non-Executive - Independent Director	Chairperson
2	Devendra Prakash Shah	Finance Committee	Executive Director	Member
3	Pritam Prakash Shah	Finance Committee	Executive Director	Member
4	Akshali Devendra Shah	Management Committee	Executive Director	Chairperson
5	Devendra Prakash Shah	Management Committee	Executive Director	Member
6	Pritam Prakash Shah	Management Committee	Executive Director	Member

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	23-07-2024			true	8	8	4
2	11-11-2024	110		true	8	8	4

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	23-07-2024				true	4	4	3	0
2	Audit Committee	11-11-2024	110			true	4	4	3	0
3	Nomination and remuneration committee	23-07-2024				true	4	4	3	0
4	Nomination and remuneration committee	11-11-2024	110			true	4	4	3	0
5	Risk Management Committee	11-11-2024				true	5	5	3	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)	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.	true
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:	Textual Information(1)

Text Block

Textual Information(1)

Integrated Governance Report for quarter ended December 31, 2024 shall be placed before the ensuing Board Meeting

Annexure I

Sr	Subject	Compliance status
1	Name of signatory	Virendra Varma
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

Signatory Details

Name of signatory	Virendra Varma
Designation of person	Company Secretary and Compliance Officer
Place	Mumbai
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 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	Joint Commissioner of State tax Assam	Penalty of Rs. 1.33 lakh imposed vide Appeal Order for F.Y. 2018-19.	19-12-2024	The Order has been passed for mismatch of Input Tax Credit (ITC) claimed in return GSTR 3B vs ITC reflected on GST portal (GSTR 2A).	The financial impact of the Order is to the extent of the penalty levied. There is no impact on operations or other activities of the Company due to the Order.