General information about company
Scrip code	507817
NSE Symbol
MSEI Symbol
ISIN	INE469D01013
Name of the entity	WIRES AND FABRIKS (SA) LIMITED
Date of start of financial year	01-04-2023
Date of end of financial year	31-03-2024
Reporting Quarter	Half Yearly
Date of Report	30-09-2023
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

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

1

Mr

Kishan Kumar Khaitan

AFWPK4315F

00514864

Executive Director

Chairperson related to Promoter

02-12-1955

2

Mr

Mahendra Khaitan

AFWPK4314E

00459612

Executive Director

Not Applicable

MD

10-12-1959

3

Mr

Devesh Khaitan

AGVPK4801G

00820595

Executive Director

Not Applicable

MD

06-12-1981

4

Mrs

Pranika Khaitan Rawat

AVIPK7214P

07062242

Non-Executive - Non Independent Director

Not Applicable

24-03-1989

5

Mr

Rishi Bajoria

AEEPB1420R

00501157

Non-Executive - Independent Director

Not Applicable

02-08-1973

6

Mr

Saroj Khemka

AEYPK6493F

00489838

Non-Executive - Independent Director

Not Applicable

24-01-1947

7

Mr

Satish Ajmera

ACMPA7426L

00208919

Non-Executive - Independent Director

Not Applicable

26-10-1944

8

Mr

Sudhir Bhandari

ACAPB2708G

08755101

Non-Executive - Independent Director

Not Applicable

09-07-1958

9

Mr

Sanjay Kumar Singh

AUSPS5196B

10168533

Non-Executive - Independent Director

Not Applicable

26-05-1956

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

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)		Notes for not providing PAN		Notes for not providing DIN
1		NA				14-08-1978		01-04-2022						1		0		0		0
2		NA				26-06-1989		01-04-2022						1		0		1		0
3		NA				27-06-2014		01-04-2022						1		0		1		0
4		NA				05-02-2015								1		0		0		0
5		NA				13-02-2020		21-07-2020				38		2		2		2		1
6		Yes		21-07-2020		05-02-2015		12-08-2020				37		1		1		2		0
7		Yes		21-07-2020		29-11-2001		30-03-2020				42		3		3		1		4
8		NA				13-06-2020		21-07-2020				38		1		1		2		0
9		NA				25-05-2023		18-07-2023				4		1		1		0		0

Text Block
Textual Information(1)	The tenure for independent directors is with respect to the current term only. However, Mr. Saroj Khemka and Mr. Satish Ajmera have already completed a term of five years.

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	00208919	Satish Ajmera	Non-Executive - Independent Director	Chairperson	01-04-2023
2	00489838	Saroj Khemka	Non-Executive - Independent Director	Member	01-04-2023
3	00501157	Rishi Bajoria	Non-Executive - Independent Director	Member	01-04-2023
4	08755101	Sudhir Bhandari	Non-Executive - Independent Director	Member	01-04-2023
5	00459612	Mahendra Khaitan	Executive Director	Member	01-04-2023

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	00489838	Saroj Khemka	Non-Executive - Independent Director	Chairperson	01-04-2023
2	00208919	Satish Ajmera	Non-Executive - Independent Director	Member	01-04-2023
3	00501157	Rishi Bajoria	Non-Executive - Independent Director	Member	01-04-2023
4	07062242	Pranika Khaitan Rawat	Non-Executive - Non Independent Director	Member	01-04-2023

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	00501157	Rishi Bajoria	Non-Executive - Independent Director	Chairperson	01-04-2023
2	00489838	Saroj Khemka	Non-Executive - Independent Director	Member	01-04-2023
3	08755101	Sudhir Bhandari	Non-Executive - Independent Director	Member	01-04-2023
4	00820595	Devesh Khaitan	Executive Director	Member	01-04-2023

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					Yes
Sr	DIN Number	Name of Committee members	Category 1 of directors	Category 2 of directors	Date of Appointment	Date of Cessation	Remarks
1	00459612	Mahendra Khaitan	Executive Director	Chairperson	01-04-2023
2	00820595	Devesh Khaitan	Executive Director	Member	01-04-2023
3	00208919	Satish Ajmera	Non-Executive - Independent Director	Member	01-04-2023

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	25-05-2023				Yes	8	6	3
2		09-08-2023	75		Yes	9	7	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	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	25-05-2023				Yes	5	4	3	0
2	Audit Committee	09-08-2023	75			Yes	5	4	3	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)	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	Jaspreet Singh Dhir
2	Designation	Company Secretary and Compliance Officer

Annexure III
III. Affirmations
Sr	Particulars	Regulation Number	Compliance status (Yes/No/NA)	If status is �No� details of non-compliance may be given here.
1	Copy of the annual report including balance sheet, profit and loss account, directors report, corporate governance report, business responsibility report displayed on website	46(2)	Yes
2	Presence of Chairperson of Audit Committee at the Annual General Meeting	18(1)(d)	Yes
3	Presence of Chairperson of the nomination and remuneration committee at the annual general meeting	19(3)	Yes
4	Presence of Chairperson of the Stakeholder Relationship committee at the annual general meeting	20(3)	Yes
5	Disclosure of the Secretarial Audit Report of the listed entity and the material subsidiaries in the Annual Report	24A(1)	Yes
6	Submission of Annual Secretarial Compliance Report	24A(2)	Yes
7	Whether �Corporate Governance Report� disclosed in Annual Report	34(3) read with para C of Schedule V	Yes
6

Annexure III
1	Name of signatory	Jaspreet Singh Dhir
2	Designation	Company Secretary and Compliance Officer

Additional Half yearly Disclosure
Applicability of disclosure		Not Applicable
Reason for Non Applicability		Textual Information(1)

Text Block

Textual Information(1)

The Company has not advanced any loan or any other form of debt, directly or indirectly, to promoter or promoter group or directors or directors' relatives or KMPs or any entity controlled by them.

The Company has not provided any guarantee/comfort letter, directly or indirectly, in connection with any loan(s) or any other form of debt availed by promoter or promoter group or directors or directors' relatives or KMPs or any entity controlled by them.

The Company has not provided any security, directly or indirectly, in connection with any loan(s) or any other form of debt availed by promoter or promoter group or directors or directors' relatives or KMPs or any entity controlled by them.

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

Signatory Details
Name of signatory	Jaspreet Singh Dhir
Designation of person	Company Secretary and Compliance Officer
Place	Kolkata
Date	20-10-2023