General information about company
Scrip code	538918
NSE Symbol	notlisted
MSEI Symbol	notlisted
ISIN	INE661Q01017
Name of the entity	VANI COMMERCIALS LIMITED
Date of start of financial year	01-04-2025
Date of end of financial year	31-03-2026
Reporting Quarter Type	Quarterly
Date of Quarter Ending	30-06-2025
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	NO ACQUISITION OF SHARES OR VOTING RIGHTS IN UNLISTED COMPANIES HAS BEEN MADE DURING THE QUARTER ENDED 30TH JUNE, 2025
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?	No	NOT APPLICABLE FOR QUARTER ENDED 30TH JUNE, 2025. HOWEVER,THE BSE HAS IMPOSED SOP PENALTY ON THE COMPANY FOR NON-COMPLIANCE WITH REGULATION 17(1) FOR THE QUARTER ENDED 31ST DECEMBER 2023 FOR WHICH THE COMPANY HAD FILED REVIEW APPLICATION W.R.T. REJECTION BY BSE ON THE WAIVER APPLICATION FILED BY THE COMPANY. FURTHER, BSE HAD ALSO RAISED SOP PENALTY FOR NON-COMPLIANCE WITH REGULATION 17, 18 AND 19 FOR THE QUARTER AND YEAR ENDED ON 31ST MARCH 2024 FOR WHICH THE COMPANY HAD FILED REVIEW APPLICATION W.R.T. REJECTION BY BSE ON THE WAIVER APPLICATION FILED BY THE COMPANY. PURSUANT TO THE ABOVE MENTIONED REVIEW APPLICATIONS SUBMITTED BY THE COMPANY, A MEETING WAS HELD ON 25TH JULY, 2025 WITH BSE LIMITED IN FURTHERANCE OF WHICH THE COMPANY RECEIVED WAIVER FROM SOP PENALTIES IMPOSED ON THE COMPANY W.R.T. REGULATION 17(1) OF SEBI (LISTING OBLIGATIONS AND DISCLOSURE REQUIREMENTS) REGULATIONS, 2015 FOR THE QUARTERS ENDED 31ST DECEMBER, 2023 AND 31ST MARCH, 2024. HOWEVER, THE COMPANY DID NOT RECEIVE WAIVER FROM SOP PENALTIES IMPOSED W.R.T.REGULATION 18 AND 19 OF SEBI (LISTING OBLIGATIONS AND DISCLOSURE REQUIREMENTS) REGULATIONS, 2015 FOR THE QUARTER ENDED 31ST MARCH, 2024 AND THE SAME HAS TO BE PAID BY THE COMPANY BY 7TH AUGUST, 2025.
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	NOT APPLICABLE FOR THE QUARTER ENDED 30TH JUNE, 2025
Risk management committee	Not Applicable
Market Capitalisation as per immediate previous Financial Year	Any other
Is SCORE ID Available ?	Yes
SCORE Registration ID	V00296
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

Textual Information(1)

Whether the listed entity has a Regular Chairperson

Yes

Whether Chairperson is related to MD or CEO

Yes

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

VISHAL ABROL

AGAPA5607P

06938389

Executive Director

Chairperson

04-03-1974

AJAY KUMAR TAYAL

ABJPT9879J

02884256

Executive Director

Not Applicable

01-07-1966

PRANAY KUMAR TAYAL

AMVPT6384P

10649067

Non-Executive - Non Independent Director

Not Applicable

11-03-1993

SHUBHAM ARORA

AQZPA3587F

08457037

Non-Executive - Independent Director

Not Applicable

17-09-1986

GAURAV MALHOTRA

AIZPM9203A

07351641

Non-Executive - Independent Director

Not Applicable

24-10-1983

Mrs

ISHITA JINDAL

ARVPJ7055J

10907315

Non-Executive - Independent Director

Not Applicable

15-09-1993

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) & 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		28-05-2022				1	0	0	0
2	NA		29-05-2025				1	0	0	0
3	NA		30-05-2024				1	0	2	0
4	NA		23-02-2024			16.7	1	1	0	2
5	NA		11-11-2024			7.2	1	1	2	0
6	NA		15-01-2025			5.17	1	1	0	0

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Textual Information(1)

On recommendation received from Nomination and Remuneration Committee and pursuant to prior approvals received from the Reserve Bank of India dated 03rd March, 2025 in accordance with Master Direction Reserve Bank of India (Non-Banking Financial Company Scale Based Regulation) Directions, 2023, the Board considered and approved Change in designation of Mr. Pranay Kumar Tayal (DIN:10649067) from Non-Executive Independent Director to Non-Executive Non-Independent Director of the Company w.e.f. 29th May, 2025.

Annexure 1
II. Composition of Committees
Disclosure of notes on composition of committees explanatory				Textual Information(1)

Annexure 1 Text Block

Textual Information(1)

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	08457037	SHUBHAM ARORA	Non-Executive - Independent Director	Chairperson	29-05-2025		Textual Information(1)
2	10649067	PRANAY KUMAR TAYAL	Non-Executive - Non Independent Director	Member	30-05-2024
3	07351641	GAURAV MALHOTRA	Non-Executive - Independent Director	Member	29-05-2025
4	06938389	VISHAL ABROL	Executive Director	Member	28-05-2022	29-05-2025

Sr Text Block

Textual Information(1)

PURSUANT TO PRIOR APPROVALS RECEIVED FROM THE RESERVE BANK OF INDIA DATED 03RD MARCH, 2025 IN ACCORDANCE WITH MASTER DIRECTION RESERVE BANK OF INDIA (NON-BANKING FINANCIAL COMPANY SCALE BASED REGULATION) DIRECTIONS, 2023, THE DESIGNATION OF MR. PRANAY KUMAR TAYAL WAS CHANGED FROM NON-EXECUTIVE INDEPENDENT DIRECTOR TO NON- EXECUTIVE NON-INDEPENDENT DIRECTOR AT THE MEETING OF THE BOARD OF DIRECTORS HELD ON 29TH MAY, 2025 AND THEREFORE, AUDIT COMMITTEE AND STAKEHOLDER RELATIONSHIP COMMITTEE GOT RECONSTITUTED BY THE BOARD ON 29TH MAY, 2025. PURSUANT TO THR RE-CONSTITUTION OF THE AUDIT COMMITTEE, MR. PRANAY KUMAR TAYAL STEPPED DOWN FROM THE CHAIRMANSHIP OF AUDIT COMMITTEE (AS ONLY INDEPENDENT DIRECTOR CAN CHAIR SUCH COMMITTEE) AND MR. SHUBHAM ARORA WAS ELECTED AS THE NEW CHAIRPERSON W.E.F. 29TH MAY, 2025. MR. PRANAY KUMAR TAYAL CONTINUES TO BE THE MEMBER OF THE COMMITTEE. FURTHER, MR. GAURAV MALHOTRA, INDEPENDENT DIRECTOR OF THE COMMITTEE WAS ELECTED AS MEMBER OF THE AUDIT COMMITTEE AND STAKEHOLDERS RELATIONSHIP COMMITTEE AS MAJORITY OF THE MEMBERS OF THE AUDIT COMMITTEE SHALL BE INDEPENDENT DIRECTORS AS PER REGULATION 18 OF SEBI (LISTING OBLIGATIONS AND DISCLOSUE REQUIREMENTS) REGULATIONS, 2015.

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
1	08457037	SHUBHAM ARORA	Non-Executive - Independent Director	Chairperson	23-02-2024
2	10649067	PRANAY KUMAR TAYAL	Non-Executive - Non Independent Director	Member	30-05-2024
3	07351641	GAURAV MALHOTRA	Non-Executive - Independent Director	Member	11-11-2024

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	08457037	SHUBHAM ARORA	Non-Executive - Independent Director	Chairperson	23-02-2024		Textual Information(1)
2	10649067	PRANAY KUMAR TAYAL	Non-Executive - Non Independent Director	Member	30-05-2024
3	07351641	GAURAV MALHOTRA	Non-Executive - Independent Director	Member	11-11-2024
4	06938389	VISHAL ABROL	Executive Director	Member	28-05-2022	29-05-2025

Sr Text Block

Textual Information(1)

MR. VISHAL ABROL, BEING AN EXECUTIVE DIRECTOR STEPPED DOWN FROM THE MEMBERSHIP OF THE AUDIT COMMITTEE AND STAKEHOLDERS RELATIONSHIP COMMITTEE AND MR. GAURAV MALHOTRA, INDEPENDENT DIRECTOR OF THE COMMITTEE WAS ELECTED AS MEMBER OF THE AUDIT COMMITTEE AND STAKEHOLDERS RELATIONSHIP COMMITTEE AS MAJORITY OF THE MEMBERS OF THE AUDIT COMMITTEE SHALL BE INDEPENDENT DIRECTORS AS PER REGULATION 18 OF SEBI (LISTING OBLIGATIONS AND DISCLOSUE REQUIREMENTS) REGULATIONS, 2015.

Risk Management Committee
Whether the Risk Management 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

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

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. 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	15-01-2025				Yes	5	4	3
2	12-02-2025		27		Yes	5	5	4
3		22-04-2025	68		Yes	5	5	4
4		27-05-2025	34		Yes	5	5	4
5		29-05-2025	1		Yes	6	6	3

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	12-02-2025				Yes	3	3	2	0
2	Audit Committee	27-05-2025	103			Yes	3	3	2	0
3	Audit Committee	29-05-2025	1			Yes	3	3	2	0
4	Nomination and remuneration committee	15-01-2025				Yes	3	2	2	0
5	Nomination and remuneration committee	22-04-2025	96			Yes	3	3	2	0
6	Nomination and remuneration committee	29-05-2025	36			Yes	3	3	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	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)
7	Stakeholders Relationship Committee	12-02-2025				Yes	3	3	2	0
8	Stakeholders Relationship Committee	29-05-2025	105			Yes	3	3	2	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	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)	NA
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	ISHITA AGARWAL
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	ISHITA AGARWAL
Designation of person	Company Secretary and Compliance Officer
Place	NEW DELHI
Date	30-07-2025

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

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

Text Block

Annexure 1

II. Composition of Committees

Annexure 1 Text Block

Audit Committee Details

Sr Text Block

Nomination and remuneration committee

Stakeholders Relationship Committee

Sr Text Block

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. Affirmations

Annexure 1

Details of Cyber security incidence

Signatory Details

Investor Grievance Details