General information about company

Scrip code511447
NSE Symbol
MSEI Symbol
ISININE706F01013
Name of the entitySylph Technologies Limited
Date of start of financial year01-04-2022
Date of end of financial year31-03-2023
Reporting QuarterYearly
Date of Report31-03-2023
Risk management committeeNot Applicable
Market Capitalisation as per immediate previous Financial YearAny other



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 ChairpersonYes
Whether Chairperson is related to MD or CEONoDisqualification of Directors under section 164 of the Companies Act, 2013
SrTitle (Mr / Ms)Name of the DirectorPANDINCategory 1 of directorsCategory 2 of directorsCategory 3 of directors Date of BirthWhether the director is disqualified?Start Date of disqualificationEnd Date of disqualificationDetails of disqualificationCurrent statusWhether special resolution passed? [Refer Reg. 17(1A) of Listing Regulations]Date of passing special resolutionInitial Date of appointmentDate of Re-appointmentDate of cessationTenure 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 RegulationsNumber 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)Notes for not providing PANNotes for not providing DIN
1MrAmarlal Arjandas KukrejaABMPK0514C09634971Executive DirectorNot ApplicableMD29-11-1974NoInactiveNA13-06-202207-02-20230000
2MrsMona Amarlal KukrejaABKPK4719M09634951Non-Executive - Non Independent DirectorNot Applicable26-12-1974NoInactiveNA13-06-202207-02-20230000
3MrPriyesh Balkrishnabhai ShahAMDPS8239C09561151Non-Executive - Independent DirectorChairperson19-01-1979NoActiveNA12-04-202211.191111
4MrsAmi Sapanbhai CyclewalaAIEPC5163E09561765Non-Executive - Independent DirectorNot Applicable18-11-1983NoActiveNA12-04-202211.191120



I. Composition of Board of Directors

Disclosure of notes on composition of board of directors explanatory

Whether the listed entity has a Regular Chairperson

SrTitle (Mr / Ms)Name of the DirectorPANDINCategory 1 of directorsCategory 2 of directorsCategory 3 of directors Date of BirthWhether the director is disqualified?Start Date of disqualificationEnd Date of disqualificationDetails of disqualificationCurrent statusWhether special resolution passed? [Refer Reg. 17(1A) of Listing Regulations]Date of passing special resolutionInitial Date of appointmentDate of Re-appointmentDate of cessationTenure 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 RegulationsNumber 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)Notes for not providing PANNotes for not providing DIN
5MsArchana GuliaCNMPG9737P09816488Non-Executive - Non Independent DirectorNot Applicable21-03-1998NoActiveNA24-12-20221010
6MrPankaj KalraKWTPK9583D09816592Non-Executive - Independent DirectorNot Applicable28-04-1978NoActiveNA24-12-20223.071101
7MrPranay VaidACZPV5511A09816710Executive DirectorNot ApplicableMD01-08-1981NoActiveNA24-12-20221000
8MrsMinaxi M PareekBAHPP5510L09769729Non-Executive - Independent DirectorNot Applicable17-02-1987NoActiveNA16-02-20231.151100




Audit Committee Details

Whether the Audit Committee has a Regular ChairpersonYes
SrDIN NumberName of Committee membersCategory 1 of directorsCategory 2 of directorsDate of Appointment Date of CessationRemarks
109816592Pankaj KalraNon-Executive - Independent DirectorChairperson08-02-2023
209561151Priyesh Balkrishnabhai ShahNon-Executive - Independent DirectorMember13-06-2022
309561765Ami Sapanbhai CyclewalaNon-Executive - Independent DirectorMember13-06-2022
409634951Mona Amarlal KukrejaNon-Executive - Non Independent DirectorMember13-06-202207-02-2023
509561151Priyesh Balkrishnabhai ShahNon-Executive - Independent DirectorChairperson13-06-202208-02-2023


Nomination and remuneration committee

Whether the Nomination and remuneration committee has a Regular ChairpersonYes
SrDIN NumberName of Committee membersCategory 1 of directorsCategory 2 of directorsDate of Appointment Date of CessationRemarks
109561765Ami Sapanbhai CyclewalaNon-Executive - Independent DirectorChairperson13-06-2022
209561151Priyesh Balkrishnabhai ShahNon-Executive - Independent DirectorMember13-06-2022
309816488Archana GuliaNon-Executive - Non Independent DirectorMember08-02-2023
409634951Mona Amarlal KukrejaNon-Executive - Non Independent DirectorMember13-06-202207-02-2023


Stakeholders Relationship Committee

Whether the Stakeholders Relationship Committee has a Regular ChairpersonYes
SrDIN NumberName of Committee membersCategory 1 of directorsCategory 2 of directorsDate of Appointment Date of CessationRemarks
109561151Priyesh Balkrishnabhai ShahNon-Executive - Independent DirectorChairperson13-06-2022
209561765Ami Sapanbhai CyclewalaNon-Executive - Independent DirectorMember13-06-2022
309816488Archana GuliaNon-Executive - Non Independent DirectorMember08-02-2023
409634951Mona Amarlal KukrejaNon-Executive - Non Independent DirectorMember13-06-202207-02-2023


Risk Management Committee

Whether the Risk Management Committee has a Regular Chairperson
SrDIN NumberName of Committee membersCategory 1 of directorsCategory 2 of directorsDate of Appointment Date of CessationRemarks


Corporate Social Responsibility Committee

Whether the Corporate Social Responsibility Committee has a Regular Chairperson
SrDIN NumberName of Committee membersCategory 1 of directorsCategory 2 of directorsDate of Appointment Date of CessationRemarks


Other Committee

SrDIN NumberName of Committee membersName of other committeeCategory 1 of directorsCategory 2 of directorsRemarks
109561151Priyesh Balkrishnabhai ShahIndependent Director's CommitteeNon-Executive - Independent DirectorChairperson
209561765Ami Sapanbhai CyclewalaIndependent Director's CommitteeNon-Executive - Independent DirectorMember
309816592Pankaj KalraIndependent Director's CommitteeNon-Executive - Independent DirectorMember
409769729Minaxi M PareekIndependent Director's CommitteeNon-Executive - Independent DirectorMember

Annexure 1

Annexure 1

III. Meeting of Board of Directors

Disclosure of notes on meeting of board of directors explanatory
SrDate(s) of meeting (if any) in the previous quarterDate(s) of meeting (if any) in the current quarterMaximum gap between any two consecutive (in number of days)Notes for not providing DateWhether requirement of Quorum met (Yes/No)Total Number of Directors as on date of the meetingNumber of Directors present* (All directors including Independent Director)No. of Independent Directors attending the meeting*
107-11-2022Yes442
216-11-20228Yes442
324-12-202237Yes442
407-02-202344Yes773
513-02-20235Yes553
616-02-20232Yes553
704-03-202315Yes664
820-03-202315Yes664



Annexure 1

IV. Meeting of Committees

Disclosure of notes on meeting of committees explanatory
SrName of CommitteeDate(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 committeeReson for not providing dateWhether requirement of Quorum met (Yes/No)Total Number of Directors in the Committee as on date of the meetingNumber 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)
1Audit Committee07-11-2022Yes3320
2Audit Committee13-02-202397Yes3330
3Audit Committee04-03-202318Yes3330
4Audit Committee20-03-202315Yes3330
5Nomination and remuneration committee16-11-2022Yes3320
6Nomination and remuneration committee24-12-202237Yes3320



Annexure 1

IV. Meeting of Committees

SrName of CommitteeDate(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 committeeReson for not providing dateWhether requirement of Quorum met (Yes/No)Total Number of Directors in the Committee as on date of the meetingNumber 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)
7Nomination and remuneration committee07-02-202344Yes3320
8Nomination and remuneration committee16-02-20238Yes3320
9Nomination and remuneration committee04-03-202315Yes3320
10Stakeholders Relationship Committee18-11-2022Yes3320
11Stakeholders Relationship Committee13-02-202386Yes3320



Annexure 1

V. Related Party Transactions

SrSubjectCompliance status (Yes/No/NA)If status is “No” details of non-compliance may be given here.
1Whether prior approval of audit committee obtainedYes
2Whether shareholder approval obtained for material RPTNA
3Whether details of RPT entered into pursuant to omnibus approval have been reviewed by Audit CommitteeYes


Annexure 1

VI. Affirmations

SrSubjectCompliance status (Yes/No)
1The composition of Board of Directors is in terms of SEBI (Listing obligations and disclosure requirements) Regulations, 2015Yes
2The composition of the following committees is in terms of SEBI(Listing obligations and disclosure requirements) Regulations, 2015 a. Audit CommitteeYes
3The composition of the following committees is in terms of SEBI(Listing obligations and disclosure requirements) Regulations, 2015. b. Nomination & remuneration committeeYes
4The composition of the following committees is in terms of SEBI(Listing obligations and disclosure requirements) Regulations, 2015. c. Stakeholders relationship committeeYes
5The 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
6The committee members have been made aware of their powers, role and responsibilities as specified in SEBI (Listing obligations and disclosure requirements) Regulations, 2015.Yes
7The 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
8This report and/or the report submitted in the previous quarter has been placed before Board of Directors.Yes

Annexure 1

SrSubjectCompliance status
1Name of signatoryPranay Vaid
2DesignationManaging Director



Annexure II

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 Listing Regulations

SrItemCompliance status (Yes/No/NA)If status is “No” details of non-compliance may be given here.Web address
1Details of businessYeshttp://www.sylphtechnologies.com/about.asp
2Terms and conditions of appointment of independent directorsYeshttp://www.sylphtechnologies.com/pdf/Terms%20and%20condition%20of%20appointment%20of%20independent%20director.pdf
3Composition of various committees of board of directorsYeshttp://www.sylphtechnologies.com/committee.asp
4Code of conduct of board of directors and senior management personnelYeshttp://www.sylphtechnologies.com/pdf/policies/Code%20of%20Conduct%20for%20Directors%20and%20Senior%20Management%20&%20Employees.pdf
5Details of establishment of vigil mechanism/ Whistle Blower policyYeshttp://www.sylphtechnologies.com/pdf/policies/Whistle%20Blower%20Policy-Vigil%20Mechanism.pdf
6Criteria of making payments to non-executive directorsYeshttp://www.sylphtechnologies.com/pdf/policies/Criteria%20of%20making%20payment%20to%20Non%20Executive%20Directors.pdf
7Policy on dealing with related party transactionsYeshttp://www.sylphtechnologies.com/pdf/policies/Policy%20on%20materiality%20of%20Related%20Party%20Transactions%20and%20on%20dealing%20with%20Related%20Party%20Transactions.pdf
8Policy for determining ‘material’ subsidiariesYeshttp://www.sylphtechnologies.com/pdf/Material%20Subsdiaries%20Policy.pdf
9Details of familiarization programmes imparted to independent directorsYeshttp://www.sylphtechnologies.com/pdf/policies/FAMILIARIZATION%20PROGRAMMES%20FOR%20INDEPENDENT%20DIRECTORS.pdf

Annexure II

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 Listing Regulations

SrItemCompliance status (Yes/No/NA)If status is “No” details of non-compliance may be given here.Web address
10Contact information of the designated officials of the listed entity who are responsible for assisting and handling investor grievancesYeshttp://www.sylphtechnologies.com/pdf/The%20officer%20responsible%20to%20determine%20the%20materiality%20of%20events2.pdf
11email address for grievance redressal and other relevant detailsYeshttp://www.sylphtechnologies.com/investor_relation.asp
12Financial resultsYeshttp://www.sylphtechnologies.com/quarterly-results.asp
13Shareholding patternYeshttp://www.sylphtechnologies.com/shareholding-pattern.asp
14Details of agreements entered into with the media companies and/or their associatesNA
15Schedule of analyst or institutional investor meet and presentations made by the listed entity to analysts or institutional investors simultaneously with submission to stock exchangeNA
16New name and the old name of the listed entityNA
17Advertisements as per regulation 47 (1)Yeshttp://www.sylphtechnologies.com/newspaper.asp
18Credit rating or revision in credit rating obtainedNA
19Separate audited financial statements of each subsidiary of the listed entity in respect of a relevant financial yearNA
20Whether company has provided information under separate section on its website as per Regulation 46(2)Yeshttp://www.sylphtechnologies.com/notices.asp
21Materiality Policy as per Regulation 30Yeshttp://www.sylphtechnologies.com/pdf/policies/Policy%20for%20Determination%20of%20Materiality%20of%20Event.pdf
22Dividend Distribution policy as per Regulation 43A (as applicable)NA
23It is certified that these contents on the website of the listed entity are correctYeshttp://www.sylphtechnologies.com/investor_relation.asp


Annexure II

II. Annual Affirmations

SrParticularsRegulation NumberCompliance status (Yes/No/NA)If status is “No” details of non-compliance may be given here.
1Independent director(s) have been appointed in terms of specified criteria of ‘independence’ and/or ‘eligibility’16(1)(b) & 25(6)Yes
2Board composition17(1), 17(1A) & 17(1B)Yes
3Meeting of Board of directors17(2)Yes
4Quorum of Board meeting17(2A)Yes
5Review of Compliance Reports17(3)Yes
6Plans for orderly succession for appointments17(4)Yes
7Code of Conduct17(5)Yes
8Fees/compensation17(6)Yes
9Minimum Information17(7)Yes
10Compliance Certificate17(8)Yes

Annexure II

II. Annual Affirmations

SrParticularsRegulation NumberCompliance status (Yes/No/NA)If status is “No” details of non-compliance may be given here.
11Risk Assessment & Management17(9)Yes
12Performance Evaluation of Independent Directors17(10)Yes
13Recommendation of Board17(11)Yes
14Maximum number of Directorships17AYes
15Composition of Audit Committee18(1)Yes
16Meeting of Audit Committee18(2)Yes
17Composition of nomination & remuneration committee19(1) & (2)Yes
18Quorum of Nomination and Remuneration Committee meeting19(2A)Yes
19Meeting of Nomination and Remuneration Committee19(3A)Yes
20Composition of Stakeholder Relationship Committee20(1), 20(2) & 20(2A)Yes

Annexure II

II. Annual Affirmations

SrParticularsRegulation NumberCompliance status (Yes/No/NA)If status is “No” details of non-compliance may be given here.
21Meeting of Stakeholders Relationship Committee20(3A)Yes
22Composition and role of risk management committee21(1),(2),(3),(4)Yes
23Meeting of Risk Management Committee21(3A)Yes
24Vigil Mechanism22Yes
25Policy for related party Transaction23(1),(1A),(5),(6),(7) & (8)Yes
26Prior or Omnibus approval of Audit Committee for all related party transactions23(2), (3)Yes
27Approval for material related party transactions23(4)Yes
28Disclosure of related party transactions on consolidated basis23(9)Yes
29Composition of Board of Directors of unlisted material Subsidiary24(1)Yes
30Other Corporate Governance requirements with respect to subsidiary of listed entity24(2),(3),(4),(5) & (6)NA

Annexure II

II. Annual Affirmations

SrParticularsRegulation NumberCompliance status (Yes/No/NA)If status is “No” details of non-compliance may be given here.
31Annual Secretarial Compliance Report24(A)Yes
32Alternate Director to Independent Director25(1)NA
33Maximum Tenure25(2)Yes
34Meeting of independent directors25(3) & (4)Yes
35Familiarization of independent directors25(7)Yes
36Declaration from Independent Director25(8) & (9)Yes
37D & O Insurance for Independent Directors25(10)NA
38Memberships in Committees26(1)Yes
39Affirmation with compliance to code of conduct from members of Board of Directors and Senior management personnel26(3)Yes
40Disclosure of Shareholding by Non-Executive Directors26(4)Yes
41Policy with respect to Obligations of directors and senior management26(2) & 26(5)Yes
Any other information to be provided - Add Notes




Annexure II

1Name of signatoryPranay Vaid
2DesignationManaging Director



Annexure II

III. Affirmations

SrParticularsCompliance status (Yes/No/NA)
1The Listed Entity has approved Material Subsidiary Policy and the Corporate Governance requirements with respect to subsidiary of Listed Entity have been compliedNA
Any other information to be provided




Annexure II

1Name of signatoryPranay Vaid
2DesignationManaging Director




Additional Half yearly Disclosure

Applicability of disclosure Applicable
Reason for Non Applicability Textual Information(1)

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
EntityAggregate amount advanced during six monthsBalance outstanding at the end of six months
Promoter or any other entity controlled by them00
Promoter Group or any other entity controlled by them00
Directors (including relatives) or any other entity controlled by them00
KMPs or any other entity controlled by them00

(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

EntityType (guarantee, comfort letter etc.)Aggregate amount of issuance during six monthsBalance outstanding at the end of six months(taking into account any invocation)
Promoter or any other entity controlled by them000
Promoter Group or any other entity controlled by them000
Directors (including relatives) or any other entity controlled by them000
KMPs or any other entity controlled by them000

(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

EntityType of security (cash, shares etc.)Aggregate value of security provided during six monthsBalance outstanding at the end of six months
Promoter or any other entity controlled by them000
Promoter Group or any other entity controlled by them000
Directors (including relatives) or any other entity controlled by them 000
KMPs or any other entity controlled by them000
(D) Additional InformationTextual Information(2)

II. Affirmations

AffirmationsCompliance StatusCompany 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.YesTextual Information(3)
Name Pranay Vaid
Designation CFO
Place INDORE
Date21-04-2023

Text Block

Textual Information(1)
Not Applicable
Textual Information(3)
Compliance not required as Company has not given any loan guarantee etc.
Further Pranay Vaid is Mnaging Director and company is in process of appointing CFO as no option availiable for managing director we have selected CFO




Signatory Details

Name of signatoryPranay Vaid
Designation of personManaging Director
PlaceIndore
Date21-04-2023