Annual Secretarial Compliance Report of Wanbury Limited for the year ended 31st March 2025.
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Wanbury Limited filed its Annual Secretarial Compliance Report for FY2024-25, confirming compliance with most SEBI LODR regulations. However, several governance lapses were flagged: the Board of Directors fell below the required six-member strength after three independent directors' terms ended between February and November 2024, only restoring compliance on January 8, 2025. The Audit Committee and Nomination & Remuneration Committee also had composition shortfalls during parts of the year. Additionally, only 76.74% of promoter shareholding is in dematerialized form against the 100% requirement. The statutory auditor V. Parekh & Associates resigned effective August 12, 2024 (citing personal reasons) without issuing the limited review report for the quarter ended June 30, 2024. BSE and NSE imposed multiple fines across several quarters for these violations, all of which the company has paid.
Shareholders should note repeated governance non-compliance related to board composition, resulting in significant cumulative fines from BSE and NSE (totalling approximately Rs 28 lakh in FY2024-25 alone). While the company has restored board compliance and claims to be dematerializing promoter holdings, the pattern of lapses and the auditor's mid-year resignation without completing reviews may raise corporate governance concerns among investors.