General information about company | ||
| Scrip code | 543265 | |
| NSE Symbol | RAILTEL | |
| MSEI Symbol | NOTLISTED | |
| ISIN | INE0DD101019 | |
| Name of the entity | RailTel Corporation of India Limited | |
| Date of start of financial year | 01-04-2025 | |
| Date of end of financial year | 31-03-2026 | |
| Reporting Quarter Type | Yearly | |
| Date of Quarter Ending | 31-03-2026 | |
| 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 | Not Applicable |
| 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? | Yes | |
| 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 | NA |
| Risk management committee | Applicable | |
| Market Capitalisation as per immediate previous Financial Year | Top 1000 listed entities | |
| Is SCORE ID Available ? | Yes | |
| SCORE Registration ID | COMR00696 | |
| 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 | ||||||||||||||||||||||||
| 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 | Sanjai Kumar | AJFPK0833M | 06923630 | Executive Director | Chairperson | MD | 18-02-1968 | |||||||||||||||||
| 2 | Mr | Vippagunta Rama Manohara Rao | ADMPV9743N | 06689335 | Executive Director | Not Applicable | 29-08-1970 | ||||||||||||||||||
| 3 | Mr | Manoj Tandon | ABQPT8051R | 10044053 | Executive Director | Not Applicable | 17-11-1967 | ||||||||||||||||||
| 4 | Mr | Yashpal Singh Tomar | AAJPT5690F | 10215386 | Executive Director | Not Applicable | 15-12-1969 | ||||||||||||||||||
| 5 | Mr | Rameshwer Meena | AENPM5036P | 10077767 | Non-Executive - Nominee Director | Not Applicable | 07-07-1970 | ||||||||||||||||||
| 6 | Mr | Ranjit Kumar | AMSPK5438L | 10404869 | Non-Executive - Nominee Director | Not Applicable | 19-11-1975 | ||||||||||||||||||
| 7 | Mr | Subhash Sharma | DSIPS7218K | 05333124 | Non-Executive - Independent Director | Not Applicable | 28-02-1978 | ||||||||||||||||||
| 8 | Mrs | Asha Sharma | ARLPS1446E | 11104989 | Non-Executive - Independent Director | Not Applicable | 22-06-1967 | ||||||||||||||||||
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 | |||||||||||||||||||||||
| 6 | No | Active | |||||||||||||||||||||||
| 7 | No | Active | |||||||||||||||||||||||
| 8 | 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 | 23-05-2018 | 1 | 0 | 0 | 0 | |||||||||||||||||||||
| 2 | NA | 27-10-2022 | 1 | 0 | 1 | 0 | |||||||||||||||||||||
| 3 | NA | 20-03-2023 | 1 | 0 | 0 | 0 | |||||||||||||||||||||
| 4 | NA | 04-07-2023 | 1 | 0 | 0 | 0 | |||||||||||||||||||||
| 5 | NA | 17-10-2025 | 1 | 0 | 1 | 0 | |||||||||||||||||||||
| 6 | NA | 15-12-2023 | 1 | 0 | 1 | 0 | |||||||||||||||||||||
| 7 | NA | 15-04-2025 | 11.16 | 1 | 1 | 1 | 1 | ||||||||||||||||||||
| 8 | NA | 13-05-2025 | 10.19 | 1 | 1 | 2 | 1 | ||||||||||||||||||||
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 | 05333124 | Subhash Sharma | Non-Executive - Independent Director | Chairperson | 15-04-2025 | ||
| 2 | 11104989 | Asha Sharma | Non-Executive - Independent Director | Member | 13-05-2025 | ||
| 3 | 10077767 | Rameshwer Meena | Non-Executive - Nominee Director | Member | 29-10-2025 | ||
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 | 05333124 | Subhash Sharma | Non-Executive - Independent Director | Chairperson | 15-04-2025 | ||
| 2 | 11104989 | Asha Sharma | Non-Executive - Independent Director | Member | 13-05-2025 | ||
| 3 | 10077767 | Rameshwer Meena | Non-Executive - Nominee Director | Member | 29-10-2025 | ||
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 | 11104989 | Asha Sharma | Non-Executive - Independent Director | Chairperson | 10-09-2025 | ||
| 2 | 06689335 | Vippagunta Rama Manohara Rao | Executive Director | Member | 10-11-2022 | ||
| 3 | 10404869 | Ranjit Kumar | Non-Executive - Nominee Director | Member | 29-10-2025 | ||
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 | 06923630 | Sanjai Kumar | Executive Director | Chairperson | 22-12-2020 | ||
| 2 | 10215386 | Yashpal Singh Tomar | Executive Director | Member | 04-07-2023 | ||
| 3 | 06689335 | Vippagunta Rama Manohara Rao | Executive Director | Member | 27-10-2022 | ||
| 4 | 10044053 | Manoj Tandon | Executive Director | Member | 20-03-2023 | ||
| 5 | 11104989 | Asha Sharma | Non-Executive - Independent Director | Member | 29-10-2025 | ||
| 6 | 08137865 | Harish Chandra Batra | Chief Risk Officer | Member | 22-12-2020 | Textual Information(1) | |
Sr Text Block | |
| Textual Information(1) | Shri Harish Batra, ED (Spl.) - Finance is Chief Risk Officer and Member of the Risk Management Committee. |
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 |
| 1 | 11104989 | Asha Sharma | Non-Executive - Independent Director | Chairperson | 29-10-2025 | ||
| 2 | 06689335 | Vippagunta Rama Manohara Rao | Executive Director | Member | 10-11-2022 | ||
| 3 | 10404869 | Ranjit Kumar | Non-Executive - Nominee Director | Member | 03-01-2024 | ||
Other Committee | ||||||
| Sr | DIN Number | Name of Committee members | Name of other committee | Category 1 of directors | Category 2 of directors | Remarks |
Annexure 1 | ||||||||
Annexure 1 | ||||||||
III. Meeting of Board of Directors | ||||||||
| Disclosure of notes on meeting of board of directors explanatory | Textual Information(1) | |||||||
| 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 | 29-10-2025 | Yes | 8 | 8 | 2 | |||
| 2 | 02-02-2026 | 95 | Yes | 8 | 8 | 2 | ||
| 3 | 09-03-2026 | 34 | Yes | 8 | 8 | 2 | ||
Text Block | |
| Textual Information(1) | Railtel is a Government Company, the appointment of all directors including Independent directors are made by President of India through Administrative Ministry as per provision contained in the Articles of Association of the Company. Accordingly, it is beyond the control of the Company to appoint the Independent Directors on its own. |
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 | Reason 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 | 29-10-2025 | Yes | 3 | 3 | 2 | 0 | |||
| 2 | Audit Committee | 02-02-2026 | 95 | Yes | 3 | 3 | 2 | 0 | ||
| 3 | Nomination and remuneration committee | 29-10-2025 | Yes | 3 | 3 | 2 | 0 | |||
| 4 | Nomination and remuneration committee | 09-03-2026 | 130 | Yes | 3 | 3 | 2 | 0 | ||
| 5 | Stakeholders Relationship Committee | 09-03-2026 | Yes | 3 | 3 | 1 | 0 | |||
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 | No | |
| 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) | 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. | 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 | J S Marwah |
| 2 | Designation | Company Secretary and Compliance Officer |
Text Block | |
| Textual Information(1) | Due to non-availability of adquate number of Independent Director, the composition of BoD is not as per the requirement of SEBI LODR. RailTel is a Government Company, the appointment of all directors including Independent directors are made by President of India through Administrative Ministry as per provision contained in the Articles of Association of the Company. Accordingly, it is beyond the control of the Company to appoint the Independent Directors on its own. |
Annexure II to be submitted by listed entity at the end of the financial year (for the whole of financial year) | ||||
I. Disclosure on website in terms of LODR Regulation | ||||
Sr | ||||
| Sr | Item | Compliance status (Yes/No/NA) | If status is “No” details of non-compliance may be given here. | Web address |
| As per regulation 46(2) of the LODR: | ||||
| 1.1 | Details of business | Yes | https://www.railtel.in/ | |
| 1.2 | Memorandum of Association and Articles of Association | Yes | https://www.railtel.in/images/pdf/MOA%20&%20AOA%20RaiTel(Final).pdf | |
| 1.3 | Brief profile of board of directors including directorship and full-time positions in body corporates | Yes | https://www.railtel.in/profile/management.html | |
| 2 | Terms and conditions of appointment of independent directors | Yes | https://www.railtelindia.com/terms-and-conditions-of-appointment-of-independent-directors.html | |
| 3 | Composition of various committees of board of directors | Yes | https://www.railtelindia.com/board-committee.html | |
| 4 | Code of conduct of board of directors and senior management personnel | Yes | https://www.railtel.in/board-committees-and-codes-of-policies.html | |
| 5 | Details of establishment of vigil mechanism/ Whistle Blower policy | Yes | https://www.railtelindia.com/profile-5/organization-structure-2.html | |
| 6 | Criteria of making payments to non-executive directors | NA | ||
| 7 | Policy on dealing with related party transactions | Yes | https://www.railtel.in/board-committees-and-codes-of-policies.html | |
| 8 | Policy for determining ‘material’ subsidiaries | Yes | https://www.railtel.in/board-committees-and-codes-of-policies.html | |
| 9 | Details of familiarization programmes imparted to independent directors | Yes | https://www.railtelindia.com/familiarization-programmes-for-independent-directors.html | |
| 10 | Email address for grievance redressal and other relevant details | Yes | https://www.railtelindia.com/email-for-grievance-redressal.html | |
| 11 | Contact information of the designated officials of the listed entity who are responsible for assisting and handling investor grievances | Yes | https://www.railtelindia.com/investor-contact-details.html | |
| 12 | Financial results | Yes | https://www.railtel.in/profile-4/financial-result.html | |
| 13 | Shareholding pattern | Yes | https://www.railtel.in/shareholding-pattern.html | |
| 14 | Details of agreements entered into with the media companies and/or their associates | NA | ||
Annexure II to be submitted by listed entity at the end of the financial year (for the whole of financial year) | ||||
I. Disclosure on website in terms of LODR Regulation | ||||
Sr | ||||
| As per regulation 46(2) of the LODR: | ||||
| 15.1 | (I) Schedule of analyst or institutional investor meet (II) Presentations prepared by the listed entity for analysts or institutional investors meet, post earnings or quarterly calls prior to beginning of such events. | Yes | https://www.railtel.in/profile-4/investor-call.html | |
| 15.2 | Audio recordings, video recordings, if any, and transcripts of post earnings or quarterly calls, by whatever name called, conducted physically or through digital means | Yes | https://www.railtel.in/profile-4/investor-call.html | |
| 16 | New name and the old name of the listed entity | NA | ||
| 17 | Advertisements as per regulation 47 (1) | Yes | https://www.railtelindia.com/profile-4/other-announcement.html | |
| 18 | Credit rating or revision in credit rating obtained | Yes | https://www.railtelindia.com/profile-4/other-announcement.html | |
| 19 | Separate audited financial statements of each subsidiary of the listed entity in respect of a relevant financial year | Yes | https://www.railtel.in/profile-4/financial-result.html | |
| 20 | Secretarial Compliance Report | Yes | https://www.railtel.in/annual-secretarial-compliance-report.html | |
| 21 | Materiality Policy as per Regulation 30 (4) | Yes | https://www.railtel.in/board-committees-and-codes-of-policies.html | |
| 22 | Disclosure of contact details of KMP who are authorized for the purpose of determining materiality as required under regulation 30(5) | Yes | https://www.railtel.in/profile-4/authorized-kmp-for-disclosures-to-the-stock-exchange.html | |
| 23 | Disclosures under regulation 30(8) | Yes | https://www.railtel.in/profile-4/announcements-under-regulation-30.html | |
| 24 | Statements of deviation(s) or variations(s) as specified in regulation 32 | NA | ||
| 25 | Dividend Distribution policy as per Regulation 43A(1) | Yes | https://www.railtel.in/board-committees-and-codes-of-policies.html | |
| 26.1 | Annual return as provided under section 92 of the Companies Act, 2013 | Yes | https://www.railtel.in/annual-return.html | |
| 26.2 | Employee Benefit scheme documents framed in terms of SEBI (SBEB) Regulations, 2021 | NA | ||
| 27 | Confirmation that the above disclosures are in a separate section as specified in regulation 46(2) | Yes | https://www.railtel.in/profile-4/disclosure-under-regulation-46-2.html | |
| 28 | Compliance with regulation 46(3) with respect to accuracy of disclosures on the website and timely updating | Yes | https://www.railtel.in/ | |
Annexure II | ||||
II. Annual Affirmations | ||||
| Sr | Particulars | Regulation Number | Compliance status (Yes/No/NA) | If status is “No” details of non-compliance may be given here. |
| 1 | Independent director(s) have been appointed in terms of specified criteria of ‘independence’ and/or ‘eligibility’ | 16(1)(b) | Yes | |
| 2 | Board composition | 17(1), 17(1A) & 17(1C), 17(1D) & 17(1E) | No | RCIL, is a Govt. Company in terms of Section 2 (45) of the Companies Act, 2013 and in terms of Article 67 of the Articles of Association, the power to appoint Executive Directors, Non-Executive Nominee Directors, Independent Directors including Independent Woman Director vests with the President of India acting through Ministry of Railways. RCIL is continuously chasing with its Administrative Ministry i.e. Ministry of Railways for early appointment of requisite number of Independent Directors including Woman Independent Director on the Board of the Company to ensure Compliance with the provisions of Regulation 17 of the SEBI (LODR) Regulations, 2015. It is beyond the control of RCIL to appoint on its own the Independent Directors to its Board as the power to appoint Directors on the Board can only be exercised by the President of India. |
| 3 | Meeting of Board of directors | 17(2) | Yes | |
| 4 | Quorum of Board meeting | 17(2A) | Yes | |
| 5 | Review of Compliance Reports | 17(3) | Yes | |
| 6 | Plans for orderly succession for appointments | 17(4) | Yes | |
| 7 | Code of Conduct | 17(5) | Yes | |
| 8 | Fees/compensation | 17(6) | Yes | |
| 9 | Minimum Information | 17(7) | Yes | |
| 10 | Compliance Certificate | 17(8) | Yes | |
Annexure II | ||||
II. Annual Affirmations | ||||
| Sr | Particulars | Regulation Number | Compliance status (Yes/No/NA) | If status is “No” details of non-compliance may be given here. |
| 11 | Risk Assessment & Management | 17(9) | Yes | |
| 12 | Performance Evaluation of Independent Directors | 17(10) | NA | |
| 13 | Recommendation of Board | 17(11) | Yes | |
| 14 | Maximum number of Directorships | 17A | Yes | |
| 15 | Composition of Audit Committee | 18(1) | Yes | |
| 16 | Meeting of Audit Committee | 18(2) | Yes | |
| 17 | Role of Audit Committee and information to be reviewed by the audit committee | 18(3) | Yes | |
| 18 | Composition of nomination & remuneration committee | 19(1) & (2) | Yes | |
| 19 | Quorum of Nomination and Remuneration Committee meeting | 19(2A) | Yes | |
| 20 | Meeting of Nomination and Remuneration Committee | 19(3A) | Yes | |
Annexure II | ||||
II. Annual Affirmations | ||||
| Sr | Particulars | Regulation Number | Compliance status (Yes/No/NA) | If status is “No” details of non-compliance may be given here. |
| 21 | Role of Nomination and Remuneration Committee | 19(4) | NA | |
| 22 | Composition of Stakeholder Relationship Committee | 20(1), 20(2) & 20(2A) | Yes | |
| 23 | Meeting of Stakeholders Relationship Committee | 20(3A) | Yes | |
| 24 | Role of Stakeholders Relationship Committee | 20(4) | Yes | |
| 25 | Composition and role of risk management committee | 21(1),(2),(3),(4) | Yes | |
| 26 | Meeting of Risk Management Committee | 21(3A) | Yes | |
| 27 | Quorum of Risk Management Committee meeting | 21(3B) | Yes | |
| 28 | Gap between the meetings of the Risk Management Committee | 21(3C) | Yes | |
| 29 | Vigil Mechanism | 22 | Yes | |
| 30 | Policy for related party Transaction | 23(1), (1A), (5), (6), & (8) | Yes | |
Annexure II | ||||
II. Annual Affirmations | ||||
| Sr | Particulars | Regulation Number | Compliance status (Yes/No/NA) | If status is “No” details of non-compliance may be given here. |
| 31 | Prior or Omnibus approval of Audit Committee for all related party transactions | 23(2), (3) | NA | |
| 32 | Approval for material related party transactions | 23(4) | NA | |
| 33 | Disclosure of related party transactions on consolidated basis | 23(9) | NA | |
| 34 | Composition of Board of Directors of unlisted material Subsidiary | 24(1) | NA | |
| 35 | Other Corporate Governance requirements with respect to subsidiary of listed entity | 24(2),(3),(4),(5) & (6) | NA | |
| 36 | Alternate Director to Independent Director | 25(1) | NA | |
| 37 | Maximum Tenure | 25(2) | Yes | |
| 38 | Appointment, Re-appointment or removal of an Independent Director through special resolution or the alternate mechanism | 25(2A) | Yes | |
| 39 | Meeting of independent directors | 25(3) & (4) | Yes | |
| 40 | Familiarization of independent directors | 25(7) | Yes | |
Annexure II | ||||
II. Annual Affirmations | ||||
| Sr | Particulars | Regulation Number | Compliance status (Yes/No/NA) | If status is “No” details of non-compliance may be given here. |
| 41 | Declaration from Independent Director | 25(8) & (9) | Yes | |
| 42 | Directors and Officers insurance | 25(10) | Yes | |
| 43 | Confirmation with respect to appointment of Independent Directors who resigned from the listed entity | 25(11) | NA | |
| 44 | Memberships in Committees | 26(1) | Yes | |
| 45 | Affirmation with compliance to code of conduct from members of Board of Directors and Senior management personnel | 26(3) | Yes | |
| 46 | Policy with respect to Obligations of directors and senior management | 26(2) & 26(5) | Yes | |
| 47 | Approval of the Board and shareholders for compensation or profit sharing in connection with dealings in the securities of the listed entity | 26(6) | NA | |
| 48 | Vacancies in respect Key Managerial Personnel | 26A(1) & 26A(2), 26A(3) | Yes | |
| Any other information to be provided - Add Notes | ||||
Annexure II | ||
| 1 | Name of signatory | J S Marwah |
| 2 | Designation | Company Secretary and Compliance Officer |
Annexure II | |||
III. Affirmations | |||
| Sr | Particulars | Compliance status (Yes/No/NA) | |
| 1 | The Listed Entity has approved Material Subsidiary Policy and the Corporate Governance requirements with respect to subsidiary of Listed Entity have been complied | NA | |
| Any other information to be provided | Textual Information(1) | ||
Text Block | |||
| Textual Information(1) | During FY 2025-26, RailTel does not have any Subsidiary Company. | ||
Annexure II | ||
| 1 | Name of signatory | J S Marwah |
| 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 | 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 | J S Marwah |
| Designation of person | Company Secretary and Compliance Officer |
| Place | New Delhi |
| Date | 21-04-2026 |
Investor Grievance Details | |
| No. of investor complaints pending at the beginning of Quarter | 0 |
| No. of investor complaints received during the Quarter | 15 |
| No. of investor complaints disposed off during the Quarter | 15 |
| 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 | IGST Authority, Arunachal Pradesh | Company has received Demand Notice in the form of DRC-07 | 23-03-2026 | Excess availment of GST input tax credit | The penalty amount is Rs,600442/- and the Company may contest before appropriate authority. There is no impact on the financial, operations or other activities of 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 | Textual Information(1) | |||
| 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 |
| 1 | Netsoft Consulting Services Pvt. Ltd. Vs RailTel | 12-01-2023 | There is commerical disputes with one of the business associate i.e. M/s Netsoft Consulting Services Pvt. Ltd and matter is under arbitration to be adjudicated by sole arbitrator who has been appointed by Delhi International Arbitration Center. The amount of Claim is Rs.10,93,63,834/- whereas counter claim amount is Rs.31,69,89,541/- | Arbitration proceedings are going on. |
| 2 | Primatel Fibcom Vs RailTel | 05-04-2024 | There is commerical disputes with one of the business associates of RailTel i.e. M/s Primatel Fibcom Ltd Ltd and matter is under arbitration to be adjudicated by sole arbitrator who has been appointed by Hon'ble Delhi High Court. The amount of Claim is Rs.54,99,26,144/- whereas counter claim amount is Rs.91,00,00,000/- | Arbitration proceedings are going on. |
| 3 | RailTel Vs RISL | 10-05-2024 | There is commerical disputes with one of the customer of RailTel i.e. M/s RISL and matter is under arbitration to be adjudicated by sole arbitrator who has been appointed by Hon'ble Rajasthan High Court. The amount of Claim is Rs.94,92,20,313/- whereas counter claim amount is Rs.313,62,12,871/- | Arbitration proceedings are going on. |
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: Text Block | |
| Textual Information(1) | In accordance with Clause 30(4) of SEBI LODR, the monetary value of events or information has been determined as material if it amounts to Rs. 12 crore or more. Accordingly, any litigation or dispute valued at Rs. 12 crore or more has been disclosed. |