Panjon Ltd — Updates, 30-05-2025: Company Update

Address: G2, Narmada Avenue Plot No. E1, Scheme No. 103 Kesar Bagh

Road, Indore (M.P.) 452012 Ph. No. 9575260699, 8839346480, Email Id:

csparuldwivedi@gmail.com

PARUL DWIVEDI & ASSOCIATES

COMPANY SECRETARIES

Annual Secretarial Compliance Report of Panjon Limited for the year ended 31

st

March 2025 issued under

Regulation 24A of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015

We, Parul Dwivedi & Associates, Company Secretaries have conducted the review of the compliance of the

applicable statutory provisions and the adherence to good corporate practices by PANJON LIMITED (hereinafter

referred as ‘the listed entity’), having its Registered Office at 1, Panjon Farm House, Near Hinkargiri Tirth, Airport

Bijasan Road Indore MP 452005 IN, Secretarial Review was conducted in a manner that provided us a reasonable

basis for evaluating the corporate conducts/statutory compliances and expressing our opinion thereon.

Based on our verification of the listed entity’s books, papers, minutes books, forms and returns filed and other

records maintained by the listed entity and also the information provided by the listed entity, its officers, agents

and authorized representatives during the conduct of Secretarial Review, we hereby report that in our opinion, the

listed entity has, during the review period covering the financial year ended on 31

st

March 2025, complied with the

statutory provisions listed hereunder and also that the listed entity has proper Board processes and compliance

mechanism in place to the extent, in the manner and subject to the reporting made hereinafter:

We have examined:

(a) all the documents and records made available to us and explanation provided by Panjon Limited.,(CIN:

L24232MP1983PLC002320)

(b) The filings/ submissions made by the listed entity to the stock exchanges, i.e. https://www.bseindia.com/

(c) Website of the Company, i.e. http://www.panjon.in/

(d) Any other document/ filing, as may be relevant, which has been relied upon to make this certification.

For the year ended 31

st

March, 2025 in respect of compliance with the provisions of:

(a) The Securities and Exchange Board of India Act, 1992 (“SEBI Act”) and the Regulations, circulars, guidelines

issued thereunder; and

(b) The Securities Contracts (Regulation) Act, 1956 (“SCRA”), rules made thereunder and the Regulations,

circulars, guidelines issued thereunder by the Securities and Exchange Board of India (“SEBI”).

The specific Regulations, whose provisions and the circulars/ guidelines issued thereunder, have been examined,

include:

a. Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015;

b. Securities and Exchange Board of India (Issue of Capital and Disclosure Requirements) Regulations, 2018; (Not

applicable to the Listed Entity during the period under review)

c. Securities and Exchange Board of India (Substantial Acquisition of Shares and Takeovers) Regulations, 2011;

(Not applicable to the Listed Entity during the period under review)

d. Securities and Exchange Board of India (Buyback of Securities) Regulations, 2018; (Not applicable to the Listed

Entity during the period under review)

e. Securities and Exchange Board of India (Share Based Employee Benefits and Sweat Equity) Regulations, 2021;

(Not applicable to the Listed Entity during the period under review)

f. Securities and Exchange Board of India (Issue and Listing of Debt Securities) Regulations, 2008; (Not applicable

to the Listed Entity during the period under review)

Address: G2, Narmada Avenue Plot No. E1, Scheme No. 103 Kesar Bagh

Road, Indore (M.P.) 452012 Ph. No. 9575260699, 8839346480, Email Id:

csparuldwivedi@gmail.com

PARUL DWIVEDI & ASSOCIATES

COMPANY SECRETARIES

g. Securities and Exchange Board of India (Issue and Listing of Non-Convertible and Redeemable Preference

Shares) Regulations,2021; (Not applicable to the Listed Entity during the period under review)

h. Securities and Exchange Board of India (Prohibition of Insider Trading) Regulations, 2015;

i. Other regulations as applicable and circulars/ guidelines issued thereunder;

We hereby report that, during the Review Period the compliance status of the listed entity is appended as below:

S. No. Particulars Compliance

Status

(Yes/No/NA)

Observations/Re

marks by PCS

1. Secretarial Standards:

The compliances of the listed entity are in accordance with the

applicable Secretarial Standards (SS) issued by the Institute of

Company Secretaries India (ICSI), as notified by the Central

Government under section 118(10) of the Companies Act,

2013 and mandatorily applicable.

Yes Complied.

2. Adoption and timely updation of the Policies:

1. All applicable policies under SEBI Regulations are adopted

with the approval of board of directors of the listed entities

2. All the policies are in conformity with SEBI Regulations and

has been reviewed & timely updated as per the

regulations/circulars/guidelines issued by SEBI

Yes Complied

3. Maintenance and disclosures on Website:

1. The Listed entity is maintaining a functional website

2. Timely dissemination of the documents/ information under

a separate section on the website.

3. Web-links provided in annual corporate governance reports

under Regulation 27(2) are accurate and specific which

redirects to the relevant document(s)/ section of the website

Yes Complied

4. Disqualification of Director:

None of the Director of the Company are disqualified under

Section 164 of Companies Act, 2013

Yes Complied

5. To examine details related to Subsidiaries of listed

entities:

(a) Identification of material subsidiary companies

(b) Requirements with respect to disclosure of material as

well as other subsidiaries

Not Applicable The Company

Does not have any

Subsidiary.

6. Preservation of Documents:

The listed entity is preserving and maintaining records as

prescribed under SEBI Regulations and disposal of records as

per Policy of Preservation of Documents and Archival policy

prescribed under SEBI LODR Regulations, 2015.

Yes Complied

Address: G2, Narmada Avenue Plot No. E1, Scheme No. 103 Kesar Bagh

Road, Indore (M.P.) 452012 Ph. No. 9575260699, 8839346480, Email Id:

csparuldwivedi@gmail.com

PARUL DWIVEDI & ASSOCIATES

COMPANY SECRETARIES

7. Performance Evaluation:

The listed entity has conducted performance evaluation of the

Board, Independent Directors and the Committees at the start

of every financial year as prescribed in SEBI Regulations

Yes Complied

8. Related Party Transactions:

(a) The listed entity has obtained prior approval of Audit

Committee for all Related party transactions

(b) In case no prior approval obtained, the listed entity shall

provide detailed reasons along with confirmation whether the

transactions were subsequently approved/ratified/rejected

by the Audit committee.

Yes Complied

9. Disclosure of events or information:

The listed entity has provided all the required disclosure(s)

under Regulation 30 along with Schedule III of SEBI LODR

Regulations, 2015 within the time limits prescribed

thereunder.

Yes Complied

10. Prohibition of Insider Trading:

The listed entity is in compliance with Regulation 3(5) & 3(6)

SEBI (Prohibition of Insider Trading) Regulations, 2015

Yes Complied

11. Actions taken by SEBI or Stock Exchange(s). if any:

No Actions has been taken against the listed entity/ its

promoters/directors/ subsidiaries either by SEBI or by Stock

Exchanges (including under the Standard Operating

Procedures issued by SEBI through various circulars) under

SEBI Regulations and circulars/ guidelines issued thereunder

Yes No Action taken

by SEBI during

the year

12. Additional Non-compliances. if any:

No any additional non-compliance observed for all SEBI

regulation/circular/guidance note etc.

NO No additional

non-compliance

observed by SEBI.

Compliances related to resignation of statutory auditors from listed entities and their material subsidiaries as per

SEBI Circular CIR/CFD/CMD1/114/2019 dated 18th October, 2019:

S.

No.

Particulars Compliance

Status

(Yes/No/NA)

Observations/Remarks by

PCS

1. Compliances with the following conditions while appointing/re-appointing an auditor

i. If the auditor has resigned within 45 days from the

end of a quarter of a financial year, the auditor

before such resignation, has issued the limited

review/ audit report for such quarter; or

ii. If the auditor has resigned after 45 days from the

end of a quarter of a financial year, the auditor

before such resignation, has issued the limited

No The tenure of existing

statutory auditor M/s.

Giriraj & Lohiya Chartered

Accountant having (FRN:

006031C )has expired and

company reappointed M/s.

Giriraj & Lohiya Chartered

Address: G2, Narmada Avenue Plot No. E1, Scheme No. 103 Kesar Bagh

Road, Indore (M.P.) 452012 Ph. No. 9575260699, 8839346480, Email Id:

csparuldwivedi@gmail.com

PARUL DWIVEDI & ASSOCIATES

COMPANY SECRETARIES

review/ audit report for such quarter as well as the

next quarter; or

iii. If the auditor has signed the limited review/ audit

report for the first three quarters of a financial year,

the auditor before such resignation, has issued the

limited review/ audit report for the last quarter of

such financial year as well as the audit report for

such financial year.

Accountant as statutory

auditor of the Company on

its 41

st

Annual General

Meeting held on Monday

30

th

September 2024.

The Company reappointed

M/s. Giriraj & Lohiya

Chartered Accountant as a

statutory auditor and not

filed form ADT 1 instead of

that company appointed

new Statutory Auditor M/S.

Goyal Parul & Co Chartered

Accountant having (FRN

:016750N) but did not

mentioned the resolution

for appointment in Annual

report and filed form ADT1

in this regard.

2. Other conditions relating to resignation of statutory auditor

i. Reporting of concerns by Auditor with respect to

the listed entity/its material subsidiary to the Audit

Committee:

a) In case of any concern with the management of the

listed entity/material subsidiary such as non-

availability of information / non-cooperation by the

management which has hampered the audit

process, the auditor has approached the Chairman

of the Audit Committee of the listed entity and the

Audit Committee shall receive such concern directly

and immediately without specifically waiting for the

quarterly Audit Committee meetings.

b) In case the auditor proposes to resign, all concerns

with respect to the proposed resignation, along

with relevant documents has been brought to the

notice of the Audit Committee. In cases where the

proposed resignation is due to non-receipt of

information / explanation from the company, the

auditor has informed the Audit Committee the

details of information/ explanation sought and not

provided by the management, as applicable.

c) The Audit Committee / Board of Directors, as the

case may be, deliberated on the matter on receipt of

such information from the auditor relating to the

proposal to resign as mentioned above and

communicate its views to the management and the

auditor

Not

Applicable

Auditor has not resigned

from the Company.

Address: G2, Narmada Avenue Plot No. E1, Scheme No. 103 Kesar Bagh

Road, Indore (M.P.) 452012 Ph. No. 9575260699, 8839346480, Email Id:

csparuldwivedi@gmail.com

PARUL DWIVEDI & ASSOCIATES

COMPANY SECRETARIES

ii. Disclaimer in case of non-receipt of information:

The auditor has provided an appropriate disclaimer

in its audit report, which is in accordance with the

Standards of Auditing as specified by ICAI / NFRA,

in case where the listed entity/ its material

subsidiary has not provided information as

required by the auditor.

3. The listed entity / its material subsidiary has obtained

information from the Auditor upon resignation, in the

format as specified in Annexure- A in SEBI Circular CIR/

CFD/CMD1/114/2019 dated 18th October, 2019.

Not

Applicable

Auditor has not resigned

from the Company.

*Observations/Remarks by PCS are mandatory if the Compliance status is provided as ‘No’ or ‘NA’

(a) (**) The listed entity has complied with the provisions of the above Regulations and circulars/ guidelines issued

thereunder, except in respect of matters specified below: -- NA

Sr.

no

Compliance

Requiremen

t

(Regulation

/circulars/g

uidelines

including

specific

clause)

Regulat

ion/Cir

cular

No.

Deviat

ions

Action

s

Taken

by

Type of

Action

Details

of

Violatio

n

Fine

Amou

nt

Observat

ions/Re

marks of

the PCS

Mana

geme

nt

respo

nse

Remarks

(b) The listed entity has taken the following actions to comply with the observations made in previous reports: NA

Sr.

no

Compliance

Requiremen

t

(Regulation

/circulars/g

uidelines

including

specific

clause)

Regulat

ion/Cir

cular

No.

Deviat

ions

Action

s

Taken

by

Type of

Action

Details

of

Violatio

n

Fine

Amou

nt

Observat

ions/Re

marks of

the PCS

Mana

geme

nt

respo

nse

Remarks

Assumptions & Limitation of scope and Review: