Vintron Informatics Limited, a company listed on the Bombay Stock Exchange (BSE: 517393), has announced the appointment of two new Non-Executive Independent Directors to its board, effective September 23, 2025. The appointments, approved by shareholders at the company's 34th Annual General Meeting (AGM), mark a significant step in enhancing the company's corporate governance structure.

New Appointments

Mr. Harshad Babubhai Patel (DIN: 11105065) and Mr. Jitendrakumar Jayantibhai Patel (DIN: 11107764) have joined the board as Non-Executive Independent Directors. Both individuals bring valuable skills and experience in management and administration to their new roles.

Key Details of the Appointments

• Effective Date: September 23, 2025
• Tenure: Not specified in the available information
• Shareholding: Neither director holds any shares in the company
• Inter-relationships: The company confirmed that there are no inter-relationships between the new directors and other board members

AGM Proceedings

The appointments were made during Vintron Informatics' 34th AGM, which was held virtually on September 23, 2025, from 1:01 PM to 1:36 PM IST. The meeting, conducted through Video Conferencing (VC) and Other Audio-Visual Means (OAVM), saw the participation of 61 members, meeting the required quorum.

Other AGM Business

In addition to the director appointments, the AGM addressed several other matters:

1. Adoption of the Audited Standalone Financial Statements for the year ended March 31, 2025
2. Re-appointment of Mr. Akshaykumar Dineshkumar Patel (DIN: 08080080) as a director
3. Appointment of M/s. Mahesh Gupta and Co. as the Secretarial Auditor

Management Commentary

Mr. Zishan Somabhai Meena, who chaired the AGM, provided a brief overview of the company's business performance and future plans. However, specific details of this discussion were not disclosed in the available information.

Voting and Results

The company employed both remote e-voting and e-voting during the AGM for shareholder resolutions. The voting results, along with the Scrutinizer's Report, are expected to be made available within 48 hours of the meeting's conclusion on the company's website, the National Securities Depository Limited (NSDL) platform, and the BSE website.

These board appointments and the successful conclusion of the AGM demonstrate Vintron Informatics' commitment to maintaining strong corporate governance practices and adapting to the evolving business environment.

Vintron Informatics Limited, a Delhi-based company, has submitted its Annual Secretarial Compliance Report for the Financial Year 2024-25, revealing a series of regulatory non-compliances that may raise concerns among investors and regulatory bodies.

Key Violations

The report highlights several areas where the company failed to meet regulatory requirements:

1. Delayed Submissions: The company submitted its shareholding pattern for the quarter ended March 31, 2025, on April 19, 2025, with a revised version filed on June 6, 2025, indicating potential discrepancies in the initial filing.

2. Insider Trading Regulations: Until September 2024, Vintron Informatics failed to maintain proper records of Unpublished Price Sensitive Information (UPSI) entries, a crucial requirement under SEBI's Prohibition of Insider Trading Regulations.

3. Late Payment of Listing Fees: The company failed to pay its annual listing fees to the stock exchange within the stipulated time for both FY 2024-25 and FY 2025-26. The fees for FY 2024-25 were paid on August 15, 2024, while those for FY 2025-26 were settled on June 16, 2025.

4. Disclosure Failures: The company did not inform the stock exchange about the resignation of its statutory auditor within the prescribed period. Similarly, it failed to disclose the proceedings of its adjourned 33rd Annual General Meeting (AGM) in a timely manner.

5. Board Composition Issues: Following the resignations of several directors in March 2025, the company lacks an independent woman director and proper composition of its board committees, including the Audit Committee, Nomination and Remuneration Committee, and Stakeholders Relationship Committee.

6. Non-Compliance with Insider Trading Regulations: The company failed to close the trading window for the quarter ended March 2025 within the prescribed time frame.

7. Delayed Director Appointments: The company appointed additional directors on August 22, 2024, but they were only confirmed as directors in the adjourned AGM held on October 7, 2024, instead of the original September 30, 2024 date.

Financial Reporting and Regulatory Filings

Vintron Informatics also faced issues with timely submission of financial results and regulatory reports:

• The annual financial results for FY 2023-24 were submitted late on June 30, 2024, resulting in a fine of Rs. 1,82,900.
• The Secretarial Compliance Report for FY 2023-24 was submitted on July 19, 2024, beyond the prescribed deadline.

Previous Year Penalties

The report also mentions penalties from the previous year totaling over Rs. 5 lakh for various compliance failures, including:

Management Response

The company has stated that it is looking for suitable candidates to address the board composition issues. For other compliance matters, Vintron Informatics has either paid the required fines or is taking steps to rectify the situations, including filing for compounding of offences with the Regional Director in Delhi for certain violations.

These multiple instances of non-compliance raise questions about the company's corporate governance practices and internal control systems. Shareholders and potential investors may need to closely monitor Vintron Informatics' efforts to address these issues and improve its regulatory compliance in the coming months.