HMT Ltd

Appointment of Independent Directors

• Shri Dharmender Varada appointed as Non-Official Independent Director from 17 August 2026 for three years.
• Shri Dharmender Varada: Chartered Accountant with leadership in Finance, Real Estate, Retail and Hospitality.
• Smt. Seema Mishra appointed as Non-Official Independent Director from 17 August 2026 for three years.
• Smt. Seema Mishra: MSME, CSR professional with experience in handloom, skill development and social impact.
• Based on government order dated 17 August 2026; term three years.
• Disclosures: not debarred; no listed-company directorships for both.

Appointment of Independent Directors

• Appointment of Shri Dharmender Varada as Independent Director, w.e.f. 17 Aug 2026, for three years.
• Profile: Dharmender Varada, Chartered Accountant with Finance, Real Estate, Retail, Hospitality expertise.
• Term: three-year appointment from government order date, or until further orders.
• Not debarred from directorships per SEBI order.
• Relationship with other directors: NIL.
• Other listed-company directorships: none.
• Background: established Novus Infra Pvt. Ltd. and Novus Constructions.
• Appointment of Smt. Seema Mishra as Independent Director, w.e.f. 17 Aug 2026, for three years.
• Profile: Smt. Seema Mishra, MPharma from NMIMS University; social entrepreneur and MSME CSR specialist.
• Roles: Director of Aryawart Vision Foundation; founder of Kaswarad Art Cluster.
• Experience: women empowerment, entrepreneurship, skill development, CSR.
• Not debarred from holding office; SEBI order not applicable.

Independent Directors appointed

• Appointment of Shri Dharmender Varada as Non-Official Independent Director, effective 14 August 2026, for a three-year term.
• Appointment of Smt Seema Mishra as Non-Official Independent Director, effective 14 August 2026, for a three-year term.

Financial results approved

• Standalone unaudited results for quarter ended 30 June 2026 approved; net profit after tax Rs 11.81 crore.
• Consolidated unaudited results for quarter ended 30 June 2026 approved; total income Rs 42.30 crore.
• Consolidated net loss after tax for quarter ended 30 June 2026: Rs 29.21 crore.

Governance and regulatory disclosures

• Board-level Audit Committee could not meet due to quorum; results approved by Board.
• Net worth erosion noted; going concern basis adopted with necessary adjustments.
• Labour Codes notified; financial impact to be recognised on rules effective; gratuity provision recognised.
• Unaudited results reviewed by auditors; no material misstatement identified.

HMT Ltd board meeting filing contains no disclosed agenda or details

Financial results approved

• Board approved audited standalone and consolidated results for quarter and year ended 31 March 2026.
• Results approved at Board meeting on 27 July 2026.

Corporate actions / subsidiary status

• HMT Watches Ltd struck off on 2 March 2026.
• Investment in HMT Watches de-recognised from books.

Going concern and accounting treatment

• Group net worth eroded; going concern basis adopted for year ended 31 March 2026.

Auditor qualifications and emphasis

• Qualified opinions issued on standalone and consolidated results.
• Non-compliance with Ind AS 109 (ECL) noted.
• Inventory valuation concerns across multiple units flagged.
• External confirmations for balances not obtained; audit evidence limited.
• GST ITC reconciliation issues noted.

Regulatory/compliance updates

• Note on new Labour Codes; employee benefit provisions recognised in year ended 31 March 2026.

Financial results approved

• Board approved audited standalone results for the quarter and year ended March 31, 2026.
• Board approved audited consolidated results for the year ended March 31, 2026.

Auditor qualifications

• Auditors issued qualified opinions on both standalone and consolidated results due to material issues.
• Key qualifications cite inventory valuation, ITC, PPE verification, and lack of external confirmations.

Going concern and subsidiary status

• Group net worth is eroded; results prepared on going concern basis.
• HMT Watches Ltd operations closed; ROC strike-off dated 2 March 2026; investment derecognised.
• Subsidiaries: GSMTC liquidation in progress; Sudmo-HMT and NMTL divestment approvals awaited.

Regulatory and governance notes

• Note on Labour Codes: new obligations recognized for employee benefits.
• MSMED Act non-compliance flagged; management to address and ensure compliance.
• Emphasis includes ECL non-compliance and ITC reconciliation issues.

Regulatory compliance (Reg 74(5))

• Certificate for quarter ended 30 June 2026 received from RTA (KFin Technologies).
• KFin Technologies, NSDL, and CDSL certify furnishing dematerialization/rematerialization details to all exchanges.

Land possession and litigation

• Land possession: 430 acres 21.853 guntas granted to HMT Machine Tools Limited; possession after payment.
• Subject matter is sub judice before the Supreme Court; company pursuing legal actions.
• Karnataka Forest Department suggested appealing before Conservator of Forest Bengaluru (Territorial).
• No monetary amount disclosed; no immediate operational impact disclosed.