General information about company
Scrip code	544124
NSE Symbol	VSTL
MSEI Symbol
ISIN	INE0QTF01015
Name of the entity	VIBHOR STEEL TUBES LIMITED
Date of start of financial year	01-04-2023
Date of end of financial year	31-03-2024
Reporting Quarter	Yearly
Date of Report	31-03-2024
Risk management committee	Not Applicable
Market Capitalisation as per immediate previous Financial Year	Any 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 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

1

Mr

VIJAY KAUSHIK

AHCPK8583H

02249672

Executive Director

Chairperson

18-11-1953

2

Mr

VIBHOR KAUSHIK

AKFPK2457A

01834866

Executive Director

Not Applicable

MD

04-02-1983

3

Mrs

VIJAY LAXMI KAUSHIK

ARHPK9236A

02249677

Executive Director

Not Applicable

05-03-1956

4

Mrs

PRATIMA SANDHIR

BIEPS1890M

07756142

Executive Director

Not Applicable

29-11-1983

5

Mr

PANKAJ KUMAR RAI

AWRPR8522R

08697130

Executive Director

Not Applicable

11-11-1989

6

Mr

ASHWANI KUMAR GARG

ACRPG5333P

00387749

Non-Executive - Independent Director

Not Applicable

26-09-1953

7

Mr

SHIV KUMAR SINGHAL

AYKPS9496C

00940261

Non-Executive - Independent Director

Not Applicable

03-04-1962

8

Mr

SANJEEV GUPTA

AHSGP8891J

00945812

Non-Executive - Independent Director

Not Applicable

22-08-1968

9

Mr

VIKRAM GROVER

ASBPG6511D

09692781

Non-Executive - Independent Director

Not Applicable

07-04-1991

10

Mr

ABHIRAM TAYAL

ACDPT5051B

00081453

Non-Executive - Independent Director

Not Applicable

26-09-1953

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

1

No

Active

2

No

Active

3

No

Active

4

No

Active

5

No

Active

6

No

Active

7

No

Active

8

No

Active

9

No

Active

10

No

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				26-02-2009								2		1		2		2
2		NA				17-04-2003								3		2		4		1
3		NA				28-08-2005								1		0		1		0
4		NA				11-04-2016								1		0		0		0
5		NA				13-02-2020								1		0		0		0
6		NA				14-08-2023		14-08-2023				7.18		1		1		1		1
7		NA				14-08-2023		14-08-2023				7.18		2		1		0		0
8		NA				14-08-2023		14-08-2023				7.18		1		1		1		0
9		NA				14-08-2023		14-08-2023				7.18		2		2		3		1
10		NA				28-08-2023		28-08-2023				7.04		4		3		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	00387749	ASHWANI KUMAR GARG	Non-Executive - Independent Director	Chairperson	21-09-2023
2	00945812	SANJEEV GUPTA	Non-Executive - Independent Director	Member	21-09-2023
3	01834866	VIBHOR KAUSHIK	Executive Director	Member	21-09-2023

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	00081453	ABHIRAM TAYAL	Non-Executive - Independent Director	Chairperson	21-09-2023
2	00387749	ASHWANI KUMAR GARG	Non-Executive - Independent Director	Member	21-09-2023
3	00945812	SANJEEV GUPTA	Non-Executive - Independent Director	Member	21-09-2023

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	09692781	VIKRAM GROVER	Non-Executive - Independent Director	Chairperson	21-09-2023
2	02249677	VIJAY LAXMI KAUSHIK	Executive Director	Member	21-09-2023
3	01834866	VIBHOR KAUSHIK	Executive Director	Member	21-09-2023

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	01834866	VIBHOR KAUSHIK	Executive Director	Chairperson	21-09-2023
2	02249672	VIJAY KAUSHIK	Executive Director	Member	21-09-2023
3	00940261	SHIV KUMAR SINGHAL	Non-Executive - Independent Director	Member	21-09-2023

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	07756142	PRATIMA SANDHIR	Executive Director	Chairperson	21-09-2023
2	09692781	VIKRAM GROVER	Non-Executive - Independent Director	Member	21-09-2023
3	00940261	SHIV KUMAR SINGHAL	Non-Executive - Independent Director	Member	21-09-2023

Other Committee
Sr	DIN Number	Name of Committee members	Name of other committee	Category 1 of directors	Category 2 of directors	Remarks
1	01834866	VIBHOR KAUSHIK	IPO Committee	Executive Director	Chairperson
2	00945812	SANJEEV GUPTA	IPO Committee	Non-Executive - Independent Director	Member
3	07756142	PRATIMA SANDHIR	IPO Committee	Executive Director	Member

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	17-10-2023				Yes	10	5	0
2	30-11-2023		43		Yes	10	5	0
3		24-01-2024	54		Yes	10	7	2
4		05-02-2024	11		Yes	10	7	2
5		12-02-2024	6		Yes	10	7	2
6		16-02-2024	3		Yes	10	8	3
7		07-03-2024	19		Yes	10	6	4
8		26-03-2024	18		Yes	10	7	5

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	17-10-2023				Yes	3	3	2	0
2	Audit Committee	30-11-2023	43			Yes	3	3	2	0
3	Audit Committee	24-01-2024	54			Yes	3	3	2	0
4	Audit Committee	07-03-2024	42			Yes	3	2	2	0
5	Audit Committee	26-03-2024	18			Yes	3	2	2	0
6	Corporate Social Responsibility Committee	06-03-2024				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	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	Nomination and remuneration committee	06-03-2024				Yes	3	3	3	0
8	Risk Management Committee	06-03-2024				Yes	3	3	1	0
9	Stakeholders Relationship Committee	06-03-2024				Yes	3	3	1	0
10	Other Committee	05-02-2024		IPO Committee		Yes	3	3	1	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	LOVKESH
2	Designation	Company Secretary and Compliance Officer

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
Sr	Item	Compliance status (Yes/No/NA)	If status is �No� details of non-compliance may be given here.	Web address
1	Details of business	Yes		https://www.vstlindia.com/about-us.html
2	Terms and conditions of appointment of independent directors	Yes		https://www.vstlindia.com/policies.html
3	Composition of various committees of board of directors	Yes		https://www.vstlindia.com/sebi-lodr.html
4	Code of conduct of board of directors and senior management personnel	Yes		https://www.vstlindia.com/code-of-conduct.html
5	Details of establishment of vigil mechanism/ Whistle Blower policy	Yes		https://www.vstlindia.com/policies.html
6	Criteria of making payments to non-executive directors	Yes		https://www.vstlindia.com/policies.html
7	Policy on dealing with related party transactions	Yes		https://www.vstlindia.com/policies.html
8	Policy for determining �material� subsidiaries	Yes		https://www.vstlindia.com/policies.html
9	Details of familiarization programmes imparted to independent directors	Yes		https://www.vstlindia.com/policies.html
10	Email address for grievance redressal and other relevant details	Yes		https://www.vstlindia.com/grievance-management.html
11	Contact information of the designated officials of the listed entity who are responsible for assisting and handling investor grievances	Yes		https://www.vstlindia.com/grievance-management.html
12	Financial results	Yes		https://www.vstlindia.com/financial-results.html
13	Shareholding pattern	Yes		https://www.vstlindia.com/investor.html
14	Details of agreements entered into with the media companies and/or their associates	NA

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
Sr	Item	Compliance status (Yes/No/NA)	If status is �No� details of non-compliance may be given here.	Web address
15.1	Schedule of analyst or institutional investor meet and presentations made by the listed entity to analysts or institutional investors simultaneously with submission to stock exchange	NA
15.2	Audio or video recordings and transcripts of post earnings/quarterly calls	NA
16	New name and the old name of the listed entity	Yes		https://www.vstlindia.com/about-us.html
17	Advertisements as per regulation 47 (1)	Yes		https://www.vstlindia.com/listing-compliances.html
18	Credit rating or revision in credit rating obtained	Yes		https://www.vstlindia.com/upload_dynamic_content/credit-rating-report.pdf
19	Separate audited financial statements of each subsidiary of the listed entity in respect of a relevant financial year	NA
20	Secretarial Compliance Report	NA
21	Materiality Policy as per Regulation 30 (4)	Yes		https://www.vstlindia.com/policies.html
22	Disclosure of contact details of KMP who are authorized for the purpose of determining materiality as required under regulation 30(5)	Yes		https://www.vstlindia.com/sebi-lodr.html
23	Disclosures under regulation 30(8)	Yes		https://www.vstlindia.com/investor.html
24	Statements of deviation(s) or variations(s) as specified in regulation 32	NA
25	Dividend Distribution policy as per Regulation 43A(1)	NA
26	Annual return as provided under section 92 of the Companies Act, 2013	Yes		https://www.vstlindia.com/annual-return.html
27	Confirmation that the above disclosures are in a separate section as specified in regulation 46(2)	Yes		https://www.vstlindia.com/sebi-lodr.html
28	Compliance with regulation 46(3) with respect to accuracy of disclosures on the website and timely updating	Yes		https://www.vstlindia.com/sub-regulation-2.html

Annexure II
II. Annual Affirmations
Sr	Particulars	Regulation Number	Compliance status (Yes/No/NA)	If status is �No� details of non-compliance may be given here.
1	Independent director(s) have been appointed in terms of specified criteria of �independence� and/or �eligibility�	16(1)(b) & 25(6)	Yes
2	Board composition	17(1), 17(1A) & 17(1C), 17(1D) & 17(1E)	Yes
3	Meeting of Board of directors	17(2)	Yes
4	Quorum of Board meeting	17(2A)	Yes
5	Review of Compliance Reports	17(3)	Yes
6	Plans for orderly succession for appointments	17(4)	Yes
7	Code of Conduct	17(5)	Yes
8	Fees/compensation	17(6)	Yes
9	Minimum Information	17(7)	Yes
10	Compliance Certificate	17(8)	Yes

Annexure II
II. Annual Affirmations
Sr	Particulars	Regulation Number	Compliance status (Yes/No/NA)	If status is �No� details of non-compliance may be given here.
11	Risk Assessment & Management	17(9)	Yes
12	Performance Evaluation of Independent Directors	17(10)	Yes
13	Recommendation of Board	17(11)	Yes
14	Maximum number of Directorships	17A	Yes
15	Composition of Audit Committee	18(1)	Yes
16	Meeting of Audit Committee	18(2)	Yes
17	Role of Audit Committee and information to be reviewed by the audit committee	18(3)	Yes
18	Composition of nomination & remuneration committee	19(1) & (2)	Yes
19	Quorum of Nomination and Remuneration Committee meeting	19(2A)	Yes
20	Meeting of Nomination and Remuneration Committee	19(3A)	Yes

Annexure II
II. Annual Affirmations
Sr	Particulars	Regulation Number	Compliance status (Yes/No/NA)	If status is �No� details of non-compliance may be given here.
21	Role of Nomination and Remuneration Committee	19(4)	Yes
22	Composition of Stakeholder Relationship Committee	20(1), 20(2) & 20(2A)	Yes
23	Meeting of Stakeholders Relationship Committee	20(3A)	Yes
24	Role of Stakeholders Relationship Committee	20(4)	Yes
25	Composition and role of risk management committee	21(1),(2),(3),(4)	Yes
26	Meeting of Risk Management Committee	21(3A)	Yes
27	Quorum of Risk Management Committee meeting	21(3B)	Yes
28	Gap between the meetings of the Risk Management Committee	21(3C)	Yes
29	Vigil Mechanism	22	Yes
30	Policy for related party Transaction	23(1), (1A), (5), (6), & (8)	Yes

Annexure II
II. Annual Affirmations
Sr	Particulars	Regulation Number	Compliance status (Yes/No/NA)	If status is �No� details of non-compliance may be given here.
31	Prior or Omnibus approval of Audit Committee for all related party transactions	23(2), (3)	Yes
32	Approval for material related party transactions	23(4)	NA
33	Disclosure of related party transactions on consolidated basis	23(9)	NA
34	Composition of Board of Directors of unlisted material Subsidiary	24(1)	NA
35	Other Corporate Governance requirements with respect to subsidiary of listed entity	24(2),(3),(4),(5) & (6)	NA
36	Alternate Director to Independent Director	25(1)	NA
37	Maximum Tenure	25(2)	Yes
38	Appointment, Re-appointment or removal of an Independent Director through special resolution or the alternate mechanism	25(2A)	Yes
39	Meeting of independent directors	25(3) & (4)	Yes
40	Familiarization of independent directors	25(7)	Yes

Annexure II
II. Annual Affirmations
Sr	Particulars	Regulation Number	Compliance status (Yes/No/NA)	If status is �No� details of non-compliance may be given here.
41	Declaration from Independent Director	25(8) & (9)	Yes
42	Directors and Officers insurance	25(10)	NA
43	Confirmation with respect to appointment of Independent Directors who resigned from the listed entity	25(11)	NA
44	Memberships in Committees	26(1)	Yes
45	Affirmation with compliance to code of conduct from members of Board of Directors and Senior management personnel	26(3)	Yes
46	Disclosure of Shareholding by Non-Executive Directors	26(4)	NA
47	Policy with respect to Obligations of directors and senior management	26(2) & 26(5)	Yes
48	Approval of the Board and shareholders for compensation or profit sharing in connection with dealings in the securities of the listed entity	26(6)	Yes
49	Vacancies in respect Key Managerial Personnel	26A(1) & 26A(2)	Yes
	Any other information to be provided - Add Notes

Annexure II
1	Name of signatory	LOVKESH
2	Designation	Company Secretary and Compliance Officer

Annexure II
III. Affirmations
Sr	Particulars	Compliance status (Yes/No/NA)
1	The Listed Entity has approved Material Subsidiary Policy and the Corporate Governance requirements with respect to subsidiary of Listed Entity have been complied	NA
	Any other information to be provided

Annexure II
1	Name of signatory	LOVKESH
2	Designation	Company Secretary and Compliance Officer

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
Entity		Aggregate amount advanced during six months		Balance outstanding at the end of six months
Promoter or any other entity controlled by them		0		0
Promoter Group or any other entity controlled by them		0		0
Directors (including relatives) or any other entity controlled by them		0		0
KMPs or any other entity controlled by them		0		0
(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
Entity		Type (guarantee, comfort letter etc.)		Aggregate amount of issuance during six months		Balance outstanding at the end of six months(taking into account any invocation)
Promoter or any other entity controlled by them		0		0		0
Promoter Group or any other entity controlled by them		0		0		0
Directors (including relatives) or any other entity controlled by them		0		0		0
KMPs or any other entity controlled by them		0		0		0
(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
Entity		Type of security (cash, shares etc.)		Aggregate value of security provided during six months		Balance outstanding at the end of six months
Promoter or any other entity controlled by them		0		0		0
Promoter Group or any other entity controlled by them		0		0		0
Directors (including relatives) or any other entity controlled by them		0		0		0
KMPs or any other entity controlled by them		0		0		0
(D) Additional Information						Textual Information(2)
II. Affirmations
Affirmations			Compliance Status			Company 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.			Yes			Textual Information(3)
Name		ANIL JAIN
Designation		CFO
Place		HISAR
Date		16-04-2024

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	LOVKESH
Designation of person	Company Secretary and Compliance Officer
Place	HISAR
Date	16-04-2024