General information about company | ||
| Scrip code | 522073 | |
| NSE Symbol | HITECHGEAR | |
| MSEI Symbol | NOTLISTED | |
| ISIN | INE127B01011 | |
| Name of the entity | The Hi-Tech Gears Limited | |
| Date of start of financial year | 01-04-2025 | |
| Date of end of financial year | 31-03-2026 | |
| Reporting Quarter Type | Quarterly | |
| Date of Quarter Ending | 30-06-2025 | |
| Type of company | Equity | |
| 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? | No | Not applicable during the reporting period. |
| 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? | No | Not applicable during the reporting period. |
| 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 | |
| Risk management committee | Not Applicable | |
| Market Capitalisation as per immediate previous Financial Year | Top 2000 listed entities | |
| Is SCORE ID Available ? | Yes | |
| SCORE Registration ID | h00130 | |
| Reason For No SCORE ID | ||
| Type of Submission | Original | |
| 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 explanatory | Textual Information(1) | ||||||||||||||||||||||||
| Whether the listed entity has a Regular Chairperson | Yes | ||||||||||||||||||||||||
| Whether Chairperson is related to MD or CEO | Yes | ||||||||||||||||||||||||
| Sr | Title (Mr / Ms) | Name of the Director | PAN | DIN | Category 1 of directors | Category 2 of directors | Category 3 of directors | Date of Birth | |||||||||||||||||
| 1 | Mr | Deep Kapuria | ADDPK0540P | 00006185 | Executive Director | Chairperson | 05-08-1949 | ||||||||||||||||||
| 2 | Mr | Pranav Kapuria | AERPK7674K | 00006195 | Executive Director | Not Applicable | MD | 16-07-1975 | |||||||||||||||||
| 3 | Mr | Anuj Kapuria | AHGPK7409L | 00006366 | Executive Director | Not Applicable | 26-08-1978 | ||||||||||||||||||
| 4 | Mr | Bidadi Anjani Kumar | AAYPK8492Q | 00022417 | Non-Executive - Non Independent Director | Not Applicable | 25-03-1952 | ||||||||||||||||||
| 5 | Mr | Anant Jaivant Talaulicar | AAAPT2311F | 00031051 | Non-Executive - Non Independent Director | Not Applicable | 11-07-1961 | ||||||||||||||||||
| 6 | Mr | Rajiv Batra | AAFPB4485K | 00082866 | Non-Executive - Independent Director | Not Applicable | 30-09-1955 | ||||||||||||||||||
| 7 | Mr | Kawal Jain | AAPPJ9890G | 00910924 | Non-Executive - Non Independent Director | Not Applicable | 20-11-1966 | ||||||||||||||||||
| 8 | Mr | Girish Narang | ACCPN0375R | 09518880 | Executive Director | Not Applicable | 25-07-1975 | ||||||||||||||||||
| 9 | Mr | Deval Mahadev Desai | ZZZZZ9999Z | 07539095 | Non-Executive - Independent Director | Not Applicable | 13-03-1967 | ||||||||||||||||||
| 10 | Mr | Vikram Rupchand Jaisinghani | AAEPJ8200H | 00286606 | Non-Executive - Independent Director | Not Applicable | 14-08-1962 | ||||||||||||||||||
| 11 | Mr | Arjun Juneja | AGEPJ3227A | 00704349 | Non-Executive - Independent Director | Not Applicable | 09-05-1986 | ||||||||||||||||||
| 12 | Mr | Sameer Gupta | AADPG8131D | 00513925 | Non-Executive - Independent Director | Not Applicable | 11-12-1966 | ||||||||||||||||||
| 13 | Mrs | Suchitra Rajendra | AFYPR1839R | 07962214 | Non-Executive - Independent Director | Not Applicable | 13-07-1968 | ||||||||||||||||||
| 14 | Mr | Vishal Seth | AAOPS0142D | 05136478 | Non-Executive - Independent Director | Not Applicable | 07-04-1973 | ||||||||||||||||||
I. Composition of Board of Directors | |||||||||||||||||||||||||
Disqualification of Directors under section 164 of the Companies Act, 2013 | |||||||||||||||||||||||||
| Sr | Whether the director is disqualified? | Start Date of disqualification | End Date of disqualification | Details of disqualification | Current 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 | |||||||||||||||||||||||
| 11 | No | Active | |||||||||||||||||||||||
| 12 | No | Active | |||||||||||||||||||||||
| 13 | No | Active | |||||||||||||||||||||||
| 14 | 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) & 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 Cessation | Notes for not providing PAN | Notes for not providing DIN | ||||||||||||||
| 1 | NA | 23-10-1986 | 01-10-2022 | 1 | 0 | 0 | 0 | ||||||||||||||||||||
| 2 | NA | 25-05-2000 | 01-10-2022 | 1 | 0 | 1 | 0 | ||||||||||||||||||||
| 3 | NA | 30-05-2005 | 01-10-2022 | 1 | 0 | 1 | 0 | ||||||||||||||||||||
| 4 | No | 03-11-2015 | 29-09-2022 | 1 | 0 | 1 | 1 | ||||||||||||||||||||
| 5 | No | 21-05-2018 | 29-09-2021 | 5 | 4 | 7 | 2 | ||||||||||||||||||||
| 6 | No | 02-11-2021 | 02-11-2021 | 44 | 3 | 3 | 4 | 3 | |||||||||||||||||||
| 7 | No | 26-10-2023 | 26-10-2023 | 1 | 0 | 1 | 0 | ||||||||||||||||||||
| 8 | NA | 06-08-2024 | 06-08-2024 | 24-04-2025 | 0 | 0 | 0 | 0 | Others | ||||||||||||||||||
| 9 | No | 06-08-2024 | 06-08-2024 | 10.26 | 1 | 1 | 0 | 0 | Textual Information(2) | ||||||||||||||||||
| 10 | No | 06-08-2024 | 06-08-2024 | 10.26 | 1 | 1 | 1 | 0 | |||||||||||||||||||
| 11 | No | 06-08-2024 | 06-08-2024 | 10.26 | 1 | 1 | 0 | 0 | |||||||||||||||||||
| 12 | No | 06-08-2024 | 06-08-2024 | 20-06-2025 | 10.15 | 0 | 0 | 0 | 0 | Others | |||||||||||||||||
| 13 | No | 11-02-2025 | 11-02-2025 | 4.19 | 3 | 3 | 5 | 3 | |||||||||||||||||||
| 14 | No | 25-04-2025 | 25-04-2025 | 2.06 | 1 | 1 | 1 | 0 | |||||||||||||||||||
Text Block | |
| Textual Information(1) | 1. Und. Col. (No. of Directorship in listed entities(LE) include LE)- Only LE have been considered. 2. Und Col. (No. of Membership in Audit/Stakeholder Comm including this LE)- All Pub. Ltd Cos have been considered. 3. Und Col. (No. of post of Chairperson in Audit/Stakeholder Comm held in LE including this LE)- All pub Cos have been considered. 4. Mr. Girish Narang (DIN: 09518880), Executive Director, tendered his resignation from the Board of the Company with effect from the closure of business hours of April 24, 2025. 5. Mr. Sameer Gupta (DIN: 00513925) Non-Executive- Independent director, tendered his resignation from the Board of the Company with effect from the closure of business hours of June 20, 2025. 6. Mr. Vishal Seth (DIN:05136478) Non-Executive- Independent director was appointed w.e.f. April 25, 2025. |
| Textual Information(2) | Mr. Deval Mahadev Desai is NRI therefore he is not holding PAN. |
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 | 00082866 | Rajiv Batra | Non-Executive - Independent Director | Chairperson | 13-02-2024 | ||
| 2 | 00513925 | Sameer Gupta | Non-Executive - Independent Director | Member | 17-09-2024 | 20-06-2025 | Textual Information(1) |
| 3 | 00910924 | Kawal Jain | Non-Executive - Non Independent Director | Member | 17-09-2024 | ||
| 4 | 05136478 | Vishal Seth | Non-Executive - Independent Director | Member | 27-06-2025 | Textual Information(2) | |
Sr Text Block | |
| Textual Information(1) | Mr. Sameer Gupta (DIN: 00513925) Non-Executive- Independent director, tendered his resignation from the Board of the Company with effect from the closure of business hours of June 20, 2025. |
| Textual Information(2) | Mr. Vishal Seth (DIN: 05136478) was appointed as member of the committee w.e.f 27-06-2025. |
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 | 00513925 | Sameer Gupta | Non-Executive - Independent Director | Chairperson | 17-09-2024 | 20-06-2025 | Textual Information(1) |
| 2 | 00022417 | Bidadi Anjani Kumar | Non-Executive - Non Independent Director | Member | 08-02-2023 | ||
| 3 | 00286606 | Vikram Rupchand Jaisinghani | Non-Executive - Independent Director | Member | 27-06-2025 | Textual Information(2) | |
| 4 | 07962214 | Suchitra Rajendra | Non-Executive - Independent Director | Chairperson | 11-02-2025 | Textual Information(3) | |
Sr Text Block | |
| Textual Information(1) | Mr. Sameer Gupta (DIN: 00513925) Non-Executive- Independent director, tendered his resignation from the Board of the Company with effect from the closure of business hours of June 20, 2025. |
| Textual Information(2) | Mr. Vikram Rupchand Jaisinghani (DIN: 00286606) was appointed as member of the Nomination and Remuneration Committee w.e.f. 27-06-2025. |
| Textual Information(3) | Previously Mrs. Suchitra Rajendra was appointed as a member of the Nomination and Remuneration Commiittee. With effect from 27.06.2025, she is appointed as Chairperson of the Nomination and Remuneration Commiittee. |
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 | 00022417 | Bidadi Anjani Kumar | Non-Executive - Non Independent Director | Chairperson | 17-09-2024 | ||
| 2 | 00286606 | Vikram Rupchand Jaisinghani | Non-Executive - Independent Director | Member | 13-02-2025 | ||
| 3 | 00006195 | Pranav Kapuria | Executive Director | Member | 17-09-2024 | ||
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 | 00022417 | Bidadi Anjani Kumar | Non-Executive - Non Independent Director | Chairperson | 17-09-2024 | ||
| 2 | 00006185 | Deep Kapuria | Executive Director | Member | 04-04-2014 | ||
| 3 | 00286606 | Vikram Rupchand Jaisinghani | Non-Executive - Independent Director | Member | 13-02-2025 | ||
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. No. | 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 | 13-02-2025 | Yes | 13 | 11 | 5 | |||
| 2 | 29-05-2025 | 104 | Yes | 13 | 12 | 6 | ||
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 | Reason 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 | 13-02-2025 | Yes | 3 | 3 | 2 | 0 | |||
| 2 | Audit Committee | 29-05-2025 | 104 | Yes | 3 | 3 | 2 | 0 | ||
| 3 | Stakeholders Relationship Committee | 25-01-2025 | Yes | 3 | 2 | 0 | 0 | |||
| 4 | Nomination and remuneration committee | 12-02-2025 | Yes | 3 | 3 | 2 | 0 | |||
| 5 | Other Committee | 28-02-2025 | Share Transfer Committee | Yes | 3 | 3 | 0 | 0 | ||
| 6 | Corporate Social Responsibility Committee | 19-03-2025 | Yes | 3 | 3 | 1 | 0 | |||
Annexure 1 | ||
V. 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 | Naveen Jain |
| 2 | Designation | Company 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 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 | Naveen Jain |
| Designation of person | Company Secretary and Compliance Officer |
| Place | Gurugram |
| Date | 25-07-2025 |
Investor Grievance Details | |
| No. of investor complaints pending at the beginning of Quarter | 0 |
| No. of investor complaints received during the Quarter | 0 |
| No. of investor complaints disposed off during the Quarter | 0 |
| No. of investor complaints those remaining unresolved at the end of the Quarter | 0 |
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 party | Date of initiation of the litigation / dispute | Status of the litigation / dispute as per last disclosure | Current status of the litigation / dispute |
| 1 | Officer of the Commissioner (Appeals) CGST, Central Excise and Customs, Jaipur | 26-03-2024 | Pursuant to inspection conducted by GST department in the year 2021, the GST department raised questions on misclassification of HSN code on few components for the goods supplied in the FY 2017-18. The company submitted its clarifications and voluntarily deposited under protest the additional GST @ 10% amounting to Rs. 3,69,31,636/- and Interest of Rs. 2,59,43,003/- considering the impact of misclassification of HSN code in the month of October, 2022. The GST Dept, Alwar further issued SCN dated April, 06 2023 on this issue, which was duly replied by company on November 01, 2023. However, the department was not satisfied with reply of company and passed an Order dated 20.12.2023 reaffirming its demand for additional duty and interest on misclassification of HSN code, which was already deposited by Company in the month of October, 2022. There is no adverse financial impact on the company pursuant to Order dated 30.12.2023 as the company had already deposited the additional duty /interest in the year 2022. Thereafter, the company has subsequently filed an appeal on 26.03.2024 before Commissioner appeal, Jaipur, challenging the Order dated 30.12.2023, the decision of which is in the favor of the company. | Commissioner (Appeals) CGST, Central Excise and Customs, Jaipur passed an order in the favour of the Company dated 29.04.2025 under Section 107 of CGST Act, 2017 stating the fact that: “There is no infirmity in classification of forged products under HSN 7326, therefore, the demand of Rs. 3,69,31,636 confirmed along with interest of Rs. 2,59,43,003 under the impugned order is not sustainable and liable to be dropped.” |