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	01-04-2024
Date of end of financial year	31-03-2025
Reporting Quarter	Quarterly
Date of Report	31-12-2024
Risk management committee	Applicable
Market Capitalisation as per immediate previous Financial Year	Top 500 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

Yes

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

Sanjai Kumar

AJFPK0833M

06923630

Executive Director

Chairperson

18-02-1968

Vippagunta Rama Manohara Rao

ADMPV9743N

06689335

Executive Director

Not Applicable

29-08-1970

Manoj Tandon

ABQPT8051R

10044053

Executive Director

Not Applicable

17-11-1967

Yashpal Singh Tomar

AAJPT5690F

10215386

Executive Director

Not Applicable

15-12-1969

Rameshwer Meena

AENPM5036P

10077767

Non-Executive - Nominee Director

Not Applicable

07-07-1970

Manoharan Nallasamy

ABZPN6001G

06430322

Non-Executive - Independent Director

Not Applicable

15-06-1978

Ranjit Kumar

AMSPK5438L

10404869

Non-Executive - Nominee Director

Not Applicable

19-11-1975

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

Inactive

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		23-05-2018				1	0	0	0
2	NA		27-10-2022				1	0	1	0
3	NA		20-03-2023				1	0	1	0
4	NA		04-07-2023				1	0	1	0
5	NA		17-03-2023				1	0	2	2
6	NA		09-11-2021	09-11-2021	09-11-2024	36	1	1	2	2	Tenure Completion
7	NA		15-12-2023				1	0	1	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	10077767	Rameshwer Meena	Non-Executive - Nominee Director	Chairperson	17-03-2023		Textual Information(1)
2	10404869	Ranjit Kumar	Non-Executive - Nominee Director	Member	10-05-2024
3	10044053	Manoj Tandon	Executive Director	Member	09-11-2024
4	06430322	Manoharan Nallasamy	Non-Executive - Independent Director	Chairperson	12-07-2022	09-11-2024

Sr Text Block
Textual Information(1)	He became Chairperson upon cessation of Shri Manoharan w.e.f. 09/11/2024

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	10077767	Rameshwer Meena	Non-Executive - Nominee Director	Chairperson	17-03-2023		Textual Information(1)
2	10404869	Ranjit Kumar	Non-Executive - Nominee Director	Member	10-05-2024
3	10215386	Yashpal Singh Tomar	Executive Director	Member	09-11-2024
4	06430322	Manoharan Nallasamy	Non-Executive - Independent Director	Chairperson	24-12-2021	09-11-2024

Sr Text Block
Textual Information(1)	He became Chairperson upon cessation of Shri Manoharan w.e.f. 09/11/2024

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	10077767	Rameshwer Meena	Non-Executive - Nominee Director	Chairperson	09-11-2024		Textual Information(1)
2	06689335	Vippagunta Rama Manohara Rao	Executive Director	Member	10-11-2022
3	10215386	Yashpal Singh Tomar	Executive Director	Member	07-11-2023
4	06430322	Manoharan Nallasamy	Non-Executive - Independent Director	Chairperson	24-03-2022	09-11-2024

Sr Text Block
Textual Information(1)	He has been appointed as Chairperson and member of the committee w.e.f. 09/11/2024

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	06430322	Manoharan Nallasamy	Non-Executive - Independent Director	Member	24-12-2021	09-11-2024
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 CRO and is member of RMC

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	10404869	Ranjit Kumar	Non-Executive - Nominee Director	Chairperson	03-01-2024		Textual Information(1)
2	06689335	Vippagunta Rama Manohara Rao	Executive Director	Member	10-11-2022
3	10215386	Yashpal Singh Tomar	Executive Director	Member	09-11-2024
4	06430322	Manoharan Nallasamy	Non-Executive - Independent Director	Chairperson	12-07-2022	09-11-2024

Sr Text Block
Textual Information(1)	He became Chairperson upon cessation of Shri Manoharan w.e.f. 09/11/2024

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
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	18-09-2024				Yes	7	7	1
2		28-10-2024	39		Yes	7	7	1

Annexure 1
IV. Meeting of Committees
Disclosure of notes on meeting of committees explanatory							Textual Information(1)
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	01-08-2024			Since there is only one Independent Director in the composition of Audit Committee, the requirement of quorum having atleast two Independent Directors could not to met.	Yes	3	2	1	0
2	Audit Committee	28-10-2024	87		Since there is only one Independent Director in the composition of Audit Committee, the requirement of quorum having atleast two Independent Directors could not to met.	Yes	3	3	1	0
3	Corporate Social Responsibility Committee	08-07-2024				Yes	3	3	1	0
4	Corporate Social Responsibility Committee	28-10-2024				Yes	3	3	1	0
5	Risk Management Committee	06-11-2024				Yes	5	5	1	1

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. Since there is only one Independent Director on the Board of RailTel, the composition of Audit Committee and Nomination and Remuneration Committee does not have the two third majority of Independent Directors.

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	NA
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	NA

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	No
2	The composition of the following committees is in terms of SEBI(Listing obligations and disclosure requirements) Regulations, 2015 a. Audit Committee	No
3	The composition of the following committees is in terms of SEBI(Listing obligations and disclosure requirements) Regulations, 2015. b. Nomination & remuneration committee	No
4	The composition of the following committees is in terms of SEBI(Listing obligations and disclosure requirements) Regulations, 2015. c. Stakeholders relationship committee	No
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)	No
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)

1. Due to non-availability of adquate number of Independent Director, the composition of BoD is not as per the requirement of SEBI LODR.

2.Since post cessation of one of the Independent Director on 09/11/2024, there is no Independent Director on the Board of RailTel as on 31/12/2024. Thus, the composition of Audit Committee, Nomination and Remuneration Committee, Stakeholders Relationship committee and Risk Management Committee does not have any Independent Director.

3. Since there is only one Independent Director in the composition of Audit Committee as on the date of Audit Committee meeting, the requirement of quorum having atleast two Independent Directors could not be met in the Audit Committee meeting held on 28/10/2024.

4. Since 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.

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	Delhi
Date	13-01-2025

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

Sr Text Block

Nomination and remuneration committee

Sr Text Block

Stakeholders Relationship Committee

Sr Text Block

Risk Management Committee

Sr Text Block

Corporate Social Responsibility Committee

Sr Text Block

Other Committee

Annexure 1

Annexure 1

III. Meeting of Board of Directors

Annexure 1

IV. Meeting of Committees

Text Block

Annexure 1

V. Related Party Transactions

Annexure 1

VI. Affirmations

Annexure 1

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Details of Cyber security incidence

Signatory Details