General information about company

Scrip code544122
NSE SymbolENTERO
MSEI SymbolNOTLISTED
ISININE010601016
Name of the entityEntero Healthcare Solutions Limited
Date of start of financial year01-04-2024
Date of end of financial year31-03-2025
Reporting Quarter TypeYearly
Date of Quarter Ending31-03-2025
Type of companyEquity
Whether Annexure I (Part A) of the SEBI Circular dated December 31, 2024 related to Compliance Report on Corporate Governance is applicable to the entity?Yes
Whether Annexure I (Part B) of the SEBI Circular dated December 31, 2024 related to Investor Grievance Redressal Report is Applicable to the entity?Yes
Whether Annexure I (Part C) of the SEBI Circular dated December 31, 2024 related to Disclosure of Acquisition of Shares or Voting Rights in Unlisted Companies is Applicable to the entity?Yes
Whether Annexure I (Part D) of the SEBI Circular dated December 31, 2024 related to Disclosure of Imposition of Fine or Penalty is Applicable to the entity?Yes
Whether Annexure I (Part E) of the SEBI Circular dated December 31, 2024 related to Disclosure of Updates to Ongoing Tax Litigations or Disputes is Applicable to the entity?Yes
Whether Annexure I (Part F) of the SEBI Circular dated December 31, 2024 related to Disclosure Of Loans / Guarantees / Comfort Letters / Securities Etc. is Applicable to the entity?NoThis disclosure is not applicable as no loan/guarantee/comfort letter/securities etc have been provided to any promoter or promoter group or directors( including relatives) or KMP or any entity controlled by them.
Risk management committeeApplicable
Market Capitalisation as per immediate previous Financial YearTop 1000 listed entities
Is SCORE ID Available ?Yes
SCORE Registration IDcome00400
Reason For No SCORE ID
Type of SubmissionOriginal
Remarks (website dissemination)
Remarks for Exchange (not for Website Dissemination)



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 explanatoryTextual Information(1)
Whether the listed entity has a Regular ChairpersonYes
Whether Chairperson is related to MD or CEONo
SrTitle (Mr / Ms)Name of the DirectorPANDINCategory 1 of directorsCategory 2 of directorsCategory 3 of directors Date of Birth
1MrVASUDEVAN SUJESHAFVPS4486A08240092Non-Executive - Independent DirectorChairperson01-10-1965
2MrsSANDHYA GADKARI SHARMAAGTPS3153K02005378Non-Executive - Independent DirectorNot Applicable26-10-1960
3MrRAJESH SHASHIKANT DALALAARPD5462C03504969Non-Executive - Independent DirectorNot Applicable12-09-1953
4MrARUN SADHANANDHAMBUYPS5030F08445197Non-Executive - Nominee DirectorNot Applicable23-09-1984
5MsSUMONA CHAKRABORTYAHYPC4921H09597426Non-Executive - Nominee DirectorNot Applicable10-01-1988
6MrPRABHAT AGRAWALACDPA2430P07466382Executive DirectorNot ApplicableCEO-MD24-01-1977
7MrPREM SETHIALGPS5647C07077034Executive DirectorNot Applicable28-06-1977
8MrKEVIN ROHITBHAI DAFTARYAIGPD1523K10637792Non-Executive - Non Independent DirectorNot Applicable30-12-1982

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
1NoActive
2NoActive
3NoActive
4NoActive
5NoActive
6NoActive
7NoActive
8NoActive

I. Composition of Board of Directors

SrWhether special resolution passed? [Refer Reg. 17(1A) of Listing Regulations]Date of passing special resolutionInitial Date of appointmentDate of Re-appointmentDate of cessationTenure 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) & reg. 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 CessationNotes for not providing PANNotes for not providing DIN
1NA25-08-202325-08-202319.062230
2NA25-08-202325-08-202319.063331
3NA25-08-202325-08-202319.063341
4NA25-08-202025-08-20202010
5NA24-08-202324-08-20231000
6NA10-01-201810-01-20181010
7NA10-01-201810-01-20181010
8NA29-05-202429-05-20241000


Text Block

Textual Information(1)1. Mr. Prem Sethi is a Whole time Director and COO 2. Three (3) Independent Directors were appointed on 25-08-2023 for a period of 3 years



Annexure 1

II. Composition of Committees

Disclosure of notes on composition of committees explanatoryTextual Information(1)

Annexure 1 Text Block

Textual Information(1)Ms. Sanu Kapoor, appointed as Company Secretary and Compliance Officer of the Company w.e.f. 16/01/2025, and Mr. Venkata Ramana Ram Chebolu (CV Ram) are also members of Risk Management Committee. However, due resignation of Mr. CV Ram from the position of CFO w.e.f. 10/04/2025,Risk Management Committee has been reconstituted in the Board Meeting held on March 21, 2025 by inducting Mr. Balakrsihnan Natesan Kaushik, President Finance in place of Mr. CV Ram w.e.f. March 22, 2025.


Audit Committee Details

Whether the Audit Committee has a Regular ChairpersonYes
SrDIN NumberName of Committee membersCategory 1 of directorsCategory 2 of directorsDate of Appointment Date of CessationRemarks
102005378SANDHYA GADKARI SHARMANon-Executive - Independent DirectorChairperson25-08-2023
208240092VASUDEVAN SUJESHNon-Executive - Independent DirectorMember25-08-2023
303504969RAJESH SHASHIKANT DALALNon-Executive - Independent DirectorMember25-08-2023
407466382PRABHAT AGRAWALExecutive DirectorMember25-08-2023


Nomination and remuneration committee

Whether the Nomination and remuneration committee has a Regular ChairpersonYes
SrDIN NumberName of Committee membersCategory 1 of directorsCategory 2 of directorsDate of Appointment Date of CessationRemarks
103504969RAJESH SHASHIKANT DALALNon-Executive - Independent DirectorChairperson25-08-2023
208240092VASUDEVAN SUJESHNon-Executive - Independent DirectorMember25-08-2023
308445197ARUN SADHANANDHAMNon-Executive - Nominee DirectorMember25-08-2023


Stakeholders Relationship Committee

Whether the Stakeholders Relationship Committee has a Regular ChairpersonYes
SrDIN NumberName of Committee membersCategory 1 of directorsCategory 2 of directorsDate of Appointment Date of CessationRemarks
103504969RAJESH SHASHIKANT DALALNon-Executive - Independent DirectorChairperson25-08-2023
208445197ARUN SADHANANDHAMNon-Executive - Nominee DirectorMember25-08-2023
307077034PREM SETHIExecutive DirectorMember25-08-2023


Risk Management Committee

Whether the Risk Management Committee has a Regular ChairpersonYes
SrDIN NumberName of Committee membersCategory 1 of directorsCategory 2 of directorsDate of Appointment Date of CessationRemarks
107466382PRABHAT AGRAWALExecutive DirectorChairperson25-08-2023
208445197ARUN SADHANANDHAMNon-Executive - Non Independent DirectorMember25-08-2023
302005378SANDHYA GADKARI SHARMANon-Executive - Independent DirectorMember25-08-2023


Corporate Social Responsibility Committee

Whether the Corporate Social Responsibility Committee has a Regular Chairperson
SrDIN NumberName of Committee membersCategory 1 of directorsCategory 2 of directorsDate of Appointment Date of CessationRemarks


Other Committee

SrDIN NumberName of Committee membersName of other committeeCategory 1 of directorsCategory 2 of directorsRemarks

Annexure 1

Annexure 1

III. Meeting of Board of Directors

Disclosure of notes on meeting of board of directors explanatory
Sr. No.Date(s) of meeting (if any) in the previous quarterDate(s) of meeting (if any) in the current quarterMaximum gap between any two consecutive (in number of days)Notes for not providing DateWhether requirement of Quorum met (Yes/No)Total Number of Directors as on date of the meetingNumber of Directors present* (All directors including Independent Director)No. of Independent Directors attending the meeting*
112-11-2024Yes883
216-01-202564Yes883
312-02-202526Yes883
421-03-202536Yes883



Annexure 1

IV. Meeting of Committees

Disclosure of notes on meeting of committees explanatory
SrName of CommitteeDate(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 committeeReason for not providing dateWhether requirement of Quorum met (Yes/No)Total Number of Directors in the Committee as on date of the meetingNumber 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)
1Audit Committee12-11-2024Yes4430
2Audit Committee12-02-202591Yes4430
3Audit Committee21-03-202536Yes4430
4Nomination and remuneration committee12-11-2024Yes3320
5Nomination and remuneration committee16-01-202564Yes3320
6Nomination and remuneration committee21-03-202563Yes3320



Annexure 1

IV. Meeting of Committees

SrName of CommitteeDate(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 committeeReason for not providing dateWhether requirement of Quorum met (Yes/No)Total Number of Directors in the Committee as on date of the meetingNumber 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)
7Risk Management Committee11-11-2024Yes3310
8Risk Management Committee27-03-2025135Yes3210



Annexure 1

V. Affirmations

SrSubjectCompliance status (Yes/No)
1The composition of Board of Directors is in terms of SEBI (Listing obligations and disclosure requirements) Regulations, 2015Yes
2The composition of the following committees is in terms of SEBI(Listing obligations and disclosure requirements) Regulations, 2015 a. Audit CommitteeYes
3The composition of the following committees is in terms of SEBI(Listing obligations and disclosure requirements) Regulations, 2015. b. Nomination & remuneration committeeYes
4The composition of the following committees is in terms of SEBI(Listing obligations and disclosure requirements) Regulations, 2015. c. Stakeholders relationship committeeYes
5The 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
6The committee members have been made aware of their powers, role and responsibilities as specified in SEBI (Listing obligations and disclosure requirements) Regulations, 2015.Yes
7The 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
8This report and/or the report submitted in the previous quarter has been placed before Board of Directors.Yes

Annexure 1

SrSubjectCompliance status
1Name of signatoryMs. Sanu Kapoor
2DesignationCompany Secretary and Compliance Officer



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 LODR Regulation

Sr

SrItemCompliance status (Yes/No/NA)If status is “No” details of non-compliance may be given here.Web address
As per regulation 46(2) of the LODR:
1.1Details of businessYeswww.enterohealthcare.com
1.2Memorandum of Association and Articles of AssociationYeswww.enterohealthcare.com
1.3Brief profile of board of directors including directorship and full-time positions in body corporatesYeswww.enterohealthcare.com
2Terms and conditions of appointment of independent directorsYeswww.enterohealthcare.com
3Composition of various committees of board of directorsYeswww.enterohealthcare.com
4Code of conduct of board of directors and senior management personnelYeswww.enterohealthcare.com
5Details of establishment of vigil mechanism/ Whistle Blower policyYeswww.enterohealthcare.com
6Criteria of making payments to non-executive directorsYeswww.enterohealthcare.com
7Policy on dealing with related party transactionsYeswww.enterohealthcare.com
8Policy for determining ‘material’ subsidiariesYeswww.enterohealthcare.com
9Details of familiarization programmes imparted to independent directorsYeswww.enterohealthcare.com
10Email address for grievance redressal and other relevant detailsYeswww.enterohealthcare.com
11Contact information of the designated officials of the listed entity who are responsible for assisting and handling investor grievancesYeswww.enterohealthcare.com
12Financial resultsYeswww.enterohealthcare.com
13Shareholding patternYeswww.enterohealthcare.com
14Details of agreements entered into with the media companies and/or their associatesNA

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 LODR Regulation

Sr

As per regulation 46(2) of the LODR:
15.1(I) Schedule of analyst or institutional investor meet (II) Presentations prepared by the listed entity for analysts or institutional investors meet, post earnings or quarterly calls prior to beginning of such events.Yeswww.enterohealthcare.com
15.2Audio recordings, video recordings, if any, and transcripts of post earnings or quarterly calls, by whatever name called, conducted physically or through digital meansYeswww.enterohealthcare.com
16New name and the old name of the listed entityNA
17Advertisements as per regulation 47 (1)Yeswww.enterohealthcare.com
18Credit rating or revision in credit rating obtainedYeswww.enterohealthcare.com
19Separate audited financial statements of each subsidiary of the listed entity in respect of a relevant financial yearYeswww.enterohealthcare.com
20Secretarial Compliance ReportYeswww.enterohealthcare.com
21Materiality Policy as per Regulation 30 (4)Yeswww.enterohealthcare.com
22Disclosure of contact details of KMP who are authorized for the purpose of determining materiality as required under regulation 30(5)Yeswww.enterohealthcare.com
23Disclosures under regulation 30(8)Yeswww.enterohealthcare.com
24Statements of deviation(s) or variations(s) as specified in regulation 32Yeswww.enterohealthcare.com
25Dividend Distribution policy as per Regulation 43A(1)Yeswww.enterohealthcare.com
26.1Annual return as provided under section 92 of the Companies Act, 2013Yeswww.enterohealthcare.com
26.2Employee Benefit scheme documents framed in terms of SEBI (SBEB) Regulations, 2021Yeswww.enterohealthcare.com
27Confirmation that the above disclosures are in a separate section as specified in regulation 46(2)Yeswww.enterohealthcare.com
28Compliance with regulation 46(3) with respect to accuracy of disclosures on the website and timely updatingYeswww.enterohealthcare.com


Annexure II

II. Annual Affirmations

SrParticularsRegulation NumberCompliance status (Yes/No/NA)If status is “No” details of non-compliance may be given here.
1Independent director(s) have been appointed in terms of specified criteria of ‘independence’ and/or ‘eligibility’16(1)(b)Yes
2Board composition17(1), 17(1A) & 17(1C), 17(1D) & 17(1E)Yes
3Meeting of Board of directors17(2)Yes
4Quorum of Board meeting17(2A)Yes
5Review of Compliance Reports17(3)Yes
6Plans for orderly succession for appointments17(4)Yes
7Code of Conduct17(5)Yes
8Fees/compensation17(6)Yes
9Minimum Information17(7)Yes
10Compliance Certificate17(8)Yes

Annexure II

II. Annual Affirmations

SrParticularsRegulation NumberCompliance status (Yes/No/NA)If status is “No” details of non-compliance may be given here.
11Risk Assessment & Management17(9)Yes
12Performance Evaluation of Independent Directors17(10)Yes
13Recommendation of Board17(11)Yes
14Maximum number of Directorships17AYes
15Composition of Audit Committee18(1)Yes
16Meeting of Audit Committee18(2)Yes
17Role of Audit Committee and information to be reviewed by the audit committee18(3)Yes
18Composition of nomination & remuneration committee19(1) & (2)Yes
19Quorum of Nomination and Remuneration Committee meeting19(2A)Yes
20Meeting of Nomination and Remuneration Committee19(3A)Yes

Annexure II

II. Annual Affirmations

SrParticularsRegulation NumberCompliance status (Yes/No/NA)If status is “No” details of non-compliance may be given here.
21Role of Nomination and Remuneration Committee19(4)Yes
22Composition of Stakeholder Relationship Committee20(1), 20(2) & 20(2A)Yes
23Meeting of Stakeholders Relationship Committee20(3A)Yes
24Role of Stakeholders Relationship Committee20(4)Yes
25Composition and role of risk management committee21(1),(2),(3),(4)Yes
26Meeting of Risk Management Committee21(3A)Yes
27Quorum of Risk Management Committee meeting21(3B)Yes
28Gap between the meetings of the Risk Management Committee21(3C)Yes
29Vigil Mechanism22Yes
30Policy for related party Transaction23(1), (1A), (5), (6), & (8)Yes

Annexure II

II. Annual Affirmations

SrParticularsRegulation NumberCompliance status (Yes/No/NA)If status is “No” details of non-compliance may be given here.
31Prior or Omnibus approval of Audit Committee for all related party transactions23(2), (3)Yes
32Approval for material related party transactions23(4)Yes
33Disclosure of related party transactions on consolidated basis23(9)Yes
34Composition of Board of Directors of unlisted material Subsidiary24(1)Yes
35Other Corporate Governance requirements with respect to subsidiary of listed entity24(2),(3),(4),(5) & (6)Yes
36Alternate Director to Independent Director25(1)NA
37Maximum Tenure25(2)Yes
38Appointment, Re-appointment or removal of an Independent Director through special resolution or the alternate mechanism25(2A)Yes
39Meeting of independent directors25(3) & (4)Yes
40Familiarization of independent directors25(7)Yes

Annexure II

II. Annual Affirmations

SrParticularsRegulation NumberCompliance status (Yes/No/NA)If status is “No” details of non-compliance may be given here.
41Declaration from Independent Director25(8) & (9)Yes
42Directors and Officers insurance25(10)Yes
43Confirmation with respect to appointment of Independent Directors who resigned from the listed entity25(11)Yes
44Memberships in Committees26(1)Yes
45Affirmation with compliance to code of conduct from members of Board of Directors and Senior management personnel26(3)Yes
46Policy with respect to Obligations of directors and senior management26(2) & 26(5)Yes
47Approval of the Board and shareholders for compensation or profit sharing in connection with dealings in the securities of the listed entity26(6)NA
48Vacancies in respect Key Managerial Personnel26A(1) & 26A(2), 26A(3)Yes
Any other information to be provided - Add Notes




Annexure II

1Name of signatoryMs. Sanu Kapoor
2DesignationCompany Secretary and Compliance Officer



Annexure II

III. Affirmations

SrParticularsCompliance status (Yes/No/NA)
1The Listed Entity has approved Material Subsidiary Policy and the Corporate Governance requirements with respect to subsidiary of Listed Entity have been compliedYes
Any other information to be provided




Annexure II

1Name of signatoryMs. Sanu Kapoor
2DesignationCompany Secretary and Compliance Officer



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 quarterNo
Number of cyber security incidence or breaches or loss of data event occurred during the quarter
Sr.Date of the eventBrief details of the event



Signatory Details

Name of signatoryMs. Sanu Kapoor
Designation of personCompany Secretary and Compliance Officer
PlaceMumbai
Date28-04-2025



Investor Grievance Details

No. of investor complaints pending at the beginning of Quarter0
No. of investor complaints received during the Quarter0
No. of investor complaints disposed off during the Quarter0
No. of investor complaints those remaining unresolved at the end of the Quarter0



Disclosure of Acquisition of Shares or Voting Rights in Unlisted Companies- The details of acquisition of shares or voting rights in unlisted companies during the quarter in terms of sub-para 1 of para A of Part A of Schedule III are given below:

Any Other Information for Disclosure of Acquisition of Shares or Voting Rights in Unlisted Companies
Sr. No.Name of the unlisted company in which shares or voting rights have been acquiredDate of acquisitionAggregate holding (% shares or voting rights) as at the end of the previous quarter% shares or voting rights acquired during the quarterAggregate holding (% shares or voting rights) as at the end of the quarter
1Getwell Medicare Solution Private Limited28-03-20258515100



Disclosure of Imposition of Fine or Penalty The details of imposition of fine or penalty during the quarter in terms of sub-para 20 of para A of Part A of Schedule III are given below:

Any Other Information for Disclosure of Imposition of Fine or Penalty
Sr. No.Name of the authorityNature and details of the action(s) taken or order(s) passedDate of receipt of direction or order, including any ad interim or interim orders, or any other communication from the authorityDetails of the violation(s)/ contravention(s) committed or alleged to be committedImpact on financial, operation or other activities of the listed entity, quantifiable in monetary terms to the extent possible
1Department of Legal Metrology Compounding procedure u/s 48 of the Legal Metrology Act, 2009 on Western Healthcare Solutions Private Limited (Wholly-owned Subsidiairy)24-03-2025Packets of few Products purchased from other manufacture, importer and sold by Western Healthcare Solutions Pvt. Ltd, did not contain some of the mandatory requirements under Legal Metrology Act 2009 read with Rules as amended. The Compounding fees of INR 50,000 was paid in this regard.No impact on listed entity



Disclosure of Updates to Ongoing Tax Litigations or Disputes The updates on tax litigations or disputes in terms of sub-para 8 of para B of Part A of Schedule III read with corresponding provisions of Annexure 18 of the Master Circular are given below:

Any Other Information for Disclosure of Updates to Ongoing Tax Litigations or Disputes
Sr. No.Name of the opposing partyDate of initiation of the litigation / disputeStatus of the litigation / dispute as per last disclosureCurrent status of the litigation / dispute
1Novacare Healthcare Solutions Private Limited (Wholly-owned Subsidiary of Entero)21-02-2025The Company is evaluating all options and will file an appeal before appropriate/appellate authority. The Company does not envisage any material impact on operations or other activities, except for financial impact to the extent of any amount payable against such Demand, if upheld by Appellate AuthorityThe Company is in the process of filing an appeal before appropriate/appellate authority.