General information about company
Scrip code	543812
NSE Symbol	DIVGIITTS
MSEI Symbol	NOTLISTED
ISIN	INE753U01022
Name of the entity	DIVGI TORQTRANSFER SYSTEMS LIMITED
Date of start of financial year	01-04-2024
Date of end of financial year	31-03-2025
Reporting Quarter	Quarterly
Date of Report	30-06-2024
Risk management committee	Applicable
Market Capitalisation as per immediate previous Financial Year	Top 1000 listed entities

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

SrTitle (Mr / Ms)Name of the DirectorPANDINCategory 1 of directorsCategory 2 of directorsCategory 3 of directors Date of Birth

PRAVEEN PURUSHOTTAM KADLE

AEEPK1052J

00016814

Non-Executive - Independent Director

Chairperson

21-01-1957

JITENDRA BHASKAR DIVGI

AANPD1400A

00471531

Executive Director

Not Applicable

26-10-1962

HIRENDRA BHASKAR DIVGI

AAXPD7899M

01634431

Executive Director

Not Applicable

05-11-1964

PRADIP VASANT DUBHASHI

ABAPD7732R

01445030

Non-Executive - Independent Director

Not Applicable

25-08-1948

PUNDALIK DINKAR KUDVA

AGIPK4605M

03385091

Non-Executive - Independent Director

Not Applicable

07-10-1955

Mrs

GEETA PRAFULLACHANDRA TOLIA

ABJPT5737H

06931660

Non-Executive - Independent Director

Not Applicable

02-10-1965

SANJAY BHALCHANDRA DIVGI

ADNPD4920A

00471465

Non-Executive - Non Independent Director

Not Applicable

10-01-1962

BHARAT BHALCHANDRA DIVGI

AAUPD9772C

00471587

Non-Executive - Non Independent Director

Not Applicable

04-02-1959

I. Composition of Board of Directors

Disqualification of Directors under section 164 of the Companies Act, 2013

SrWhether the director is disqualified?Start Date of disqualificationEnd Date of disqualificationDetails of disqualificationCurrent status

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) & 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		14-03-2022	10-06-2022		29	4	4	4	3
2	NA		14-03-2022	10-06-2022			1	0	0	0
3	NA		14-03-2022	10-06-2022			1	0	1	0
4	Yes	31-07-2023	14-03-2022	10-06-2022		29	1	1	2	1
5	NA		14-03-2022	10-06-2022		29	1	1	1	1
6	NA		14-10-2021	10-06-2022		31	1	1	2	0
7	NA		01-10-2002	10-06-2022			1	0	0	0
8	NA		01-10-1998	10-06-2022			1	0	0	0

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	01445030	PRADIP VASANT DUBHASHI	Non-Executive - Independent Director	Chairperson	10-06-2022
2	00016814	PRAVEEN PURUSHOTTAM KADLE	Non-Executive - Independent Director	Member	10-06-2022
3	03385091	PUNDALIK DINKAR KUDVA	Non-Executive - Independent Director	Member	10-06-2022
4	06931660	GEETA PRAFULLACHANDRA TOLIA	Non-Executive - Independent Director	Member	10-06-2022

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	01445030	PRADIP VASANT DUBHASHI	Non-Executive - Independent Director	Chairperson	10-06-2022
2	00016814	PRAVEEN PURUSHOTTAM KADLE	Non-Executive - Independent Director	Member	10-06-2022
3	06931660	GEETA PRAFULLACHANDRA TOLIA	Non-Executive - Independent Director	Member	10-06-2022

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	00016814	PRAVEEN PURUSHOTTAM KADLE	Non-Executive - Independent Director	Chairperson	10-06-2022
2	01445030	PRADIP VASANT DUBHASHI	Non-Executive - Independent Director	Member	10-06-2022
3	06931660	GEETA PRAFULLACHANDRA TOLIA	Non-Executive - Independent Director	Member	10-06-2022
4	01634431	HIRENDRA BHASKAR DIVGI	Executive Director	Member	10-06-2022

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	01445030	PRADIP VASANT DUBHASHI	Non-Executive - Independent Director	Chairperson	10-06-2022
2	06931660	GEETA PRAFULLACHANDRA TOLIA	Non-Executive - Independent Director	Member	10-06-2022
3	03385091	PUNDALIK DINKAR KUDVA	Non-Executive - Independent Director	Member	10-06-2022
4	01634431	HIRENDRA BHASKAR DIVGI	Executive Director	Member	10-06-2022

Corporate Social Responsibility Committee
Whether the Corporate Social Responsibility 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	03385091	PUNDALIK DINKAR KUDVA	Non-Executive - Independent Director	Chairperson	10-06-2022
2	00471531	JITENDRA BHASKAR DIVGI	Executive Director	Member	10-06-2022
3	01634431	HIRENDRA BHASKAR DIVGI	Executive Director	Member	10-06-2022
4	06931660	GEETA PRAFULLACHANDRA TOLIA	Non-Executive - Independent Director	Member	10-06-2022

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
Sr	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	02-02-2024				Yes	8	7	4
2	14-03-2024		40		Yes	8	6	4
3		24-05-2024	70		Yes	8	8	4
4		25-06-2024	31		Yes	8	8	4

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)
1	Audit Committee	02-02-2024				Yes	4	4	4	0
2	Audit Committee	24-05-2024	111			Yes	4	4	4	0
3	Nomination and remuneration committee	01-02-2024				Yes	3	3	3	0
4	Nomination and remuneration committee	23-05-2024	111			Yes	3	3	3	0
5	Stakeholders Relationship Committee	02-02-2024				Yes	4	4	3	0
6	Corporate Social Responsibility Committee	01-02-2024				Yes	4	4	2	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	Corporate Social Responsibility Committee	25-06-2024	144			Yes	4	4	2	0
8	Risk Management Committee	01-02-2024				Yes	4	4	3	0

Annexure 1
V. Related Party Transactions
Sr	Subject	Compliance status (Yes/No/NA)	If status is �No� details of non-compliance may be given here.
1	Whether prior approval of audit committee obtained	Yes
2	Whether shareholder approval obtained for material RPT	NA
3	Whether details of RPT entered into pursuant to omnibus approval have been reviewed by Audit Committee	Yes

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	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)	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

Annexure 1
Sr	Subject	Compliance status
1	Name of signatory	Sanika Nirgude
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	Sanika Nirgude
Designation of person	Company Secretary and Compliance Officer
Place	Pune
Date	08-07-2024

General information about company

Annexure I

Annexure I to be submitted by listed entity on quarterly basis

I. Composition of Board of Directors

I. Composition of Board of Directors

Disqualification of Directors under section 164 of the Companies Act, 2013

I. Composition of Board of Directors

Audit Committee Details

Nomination and remuneration committee

Stakeholders Relationship Committee

Risk Management Committee

Corporate Social Responsibility Committee

Other Committee

Annexure 1

Annexure 1

III. Meeting of Board of Directors

Annexure 1

IV. Meeting of Committees

Annexure 1

IV. Meeting of Committees

Annexure 1

V. Related Party Transactions

Annexure 1

VI. Affirmations

Annexure 1

Details of Cyber security incidence

Signatory Details