Integrated Filing-Governance



General information about company

Scrip Code 540680
NSE Symbol KIOCL
MSEI Symbol KIOCL
ISIN INE880L01014
Name of the entity KIOCL Limited
Date of start of financial year 01-Apr-2024
Date of end of financial year 31-Mar-2025
Reporting Quarter Yearly
Date of Quarter Ending 31-Mar-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? 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 During the quarter ended March 31, 2025, there was no acquisition of shares or voting rights in unlisted companies.
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? Yes
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
Reason For Part E Of Annexure I Disclosure Of Updates To Ongoing Tax Litigations Or Disputes Is Not Applicable To The Entity During the Quarter ended 31.03.2025, there are no pending tax Disputes/ litigations
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
Risk management committee Yes
Market Capitalisation as per immediate previous Financial Year Top 500 listed entities
Is SCORE ID Available ? Yes
SCORE Registration ID k00381
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
Whether the listed entity has a Regular Chairperson Yes
Whether Chairperson is related to MD or CEO Yes 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. VENKAT KIRAN GANTI ABZPG3214C 07605925 Executive Director Chairperson CEO-MD 05-Jun-1967 No Active NA 01-Jun-2024 01-Jun-2024 1 0 0 0
2 Mr. BINAY KRUSHNA MAHAPATRA AFRPM4929G 09613777 Executive Director Not Applicable 20-May-1966 No Active NA 30-Aug-2022 30-Aug-2022 1 0 0 0
3 Mr. VINOD KUMAR TRIPATHI ABTPT8120C 10711675 Non-Executive - Nominee Director Not Applicable 01-Jan-1968 No Active NA 06-Nov-2024 06-Nov-2024 4 0 0 0



Annexure 1

II. Composition of Committees

Disclosure of notes on composition of committees explanatory .Consequent to the retirement of 2 Independent Directors from the Board of KIOCL on 31.10.2024, the Board of KIOCL do not have any Independent Directors as on date. Hence the company is not in a position to re-constitute various sub-committees of the Board as per SEBI (LODR) regulations, 2015 and the provisions of Companies ACt, 2013.



Audit Committee Details

Whether the Audit Committee has a Regular Chairperson No
Sr DIN Number Name of Committee members Category 1 of directors Category 2 of directors Date of Appointment Date of Cessation Remarks
1 07605925 VENKAT KIRAN GANTI Executive Director Member 09-May-2023



Nomination and remuneration committee

Whether the Nomination and remuneration committee has a Regular Chairperson No
Sr DIN Number Name of Committee members Category 1 of directors Category 2 of directors Date of Appointment Date of Cessation Remarks



Stakeholders Relationship Committee

Whether the Stakeholders Relationship Committee has a Regular Chairperson No
Sr DIN Number Name of Committee members Category 1 of directors Category 2 of directors Date of Appointment Date of Cessation Remarks
1 09613777 BINAY KRUSHNA MAHAPATRA Executive Director Member 21-Oct-2022
2 07605925 VENKAT KIRAN GANTI Executive Director Member 09-May-2023



Risk Management Committee

Whether the Risk Management Committee has a Regular Chairperson No
Sr DIN Number Name of Committee members Category 1 of directors Category 2 of directors Date of Appointment Date of Cessation Remarks
1 07605925 VENKAT KIRAN GANTI ED Member 09-May-2023
2 09613777 BINAY KRUSHNA MAHAPATRA ED Member 17-Apr-2024



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 27-Dec-2024 Yes 3 3 0
2 13-Feb-2025 Yes 3 3 0



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)



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 No
2 The composition of the following committees is in terms of SEBI(Listing obligations and disclosure requirements) Regulations, 2015 a. Audit Committee No
3 The composition of the following committees is in terms of SEBI(Listing obligations and disclosure requirements) Regulations, 2015. b. Nomination & remuneration committee No
4 The composition of the following committees is in terms of SEBI(Listing obligations and disclosure requirements) Regulations, 2015. c. Stakeholders relationship committee No
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) No
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 No
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 K V Balakrishnan Nair
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 $intratedCg.get("CG_YN_$!integratedFillingMasterDto.cgMasterVO.whthrCyberSecIncdntDrngQrtr")
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



Additional Half yearly Disclosure

Applicability of disclosure
Reason for Non Applicability
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.
Name
Designation $intratedCg.get("CG_DESIGNATION_$!integratedFillingMasterDto.cgMasterVO.anx4Designation")
Place
Date



Signatory Details

Name of signatory K V Balakrishnan Nair
Designation of person Company Secretary and Compliance Officer
Place Bangalore
Date 17-Apr-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


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 BSE Fines levied for Non-Compliance of SEBI(LODR) Regulations, 2015 17-Mar-2025 a. Regulation 17(1) Non-compliance with the requirements pertaining to the composition of the Board including failure to appoint woman director b. Regulation 17(2) Non-compliance with therequirements pertaining to thenumber of Board meetingss. c. Regulation 17(2A) Non-compliance with therequirements pertaining to quorumof Board meetings. d. Regulation 18(1) Non-compliance with theconstitution of audit committee e. Regulation 19(1)/ 19(2) Non-compliance with theconstitution of nomination andremuneration committee f.Regulation 20(2)/(2A) Non-compliance with the constitution of stakeholderrelationship committee g. Regulation 21(2) Non-compliance with the constitution of risk managementcommittee 1130440
2 NSE Fines levied for Non-Compliance of SEBI(LODR) Regulations, 2015 17-Mar-2025 a. Regulation 17(1) Non-compliance with the requirements pertaining to the composition of the Board including failure to appoint woman director b. Regulation 17(2) Non-compliance with therequirements pertaining to thenumber of Board meetingss. c. Regulation 17(2A) Non-compliance with therequirements pertaining to quorumof Board meetings. d. Regulation 18(1) Non-compliance with theconstitution of audit committee e. Regulation 19(1)/ 19(2) Non-compliance with theconstitution of nomination andremuneration committee f.Regulation 20(2)/(2A) Non-compliance with the constitution of stakeholderrelationship committee g. Regulation 21(2) Non-compliance with the constitution of risk managementcommittee 1130440


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