HMT Ltd

AGM information in press clippings

• Encloses newspaper clippings on Information Regarding 73rd Annual General Meeting and C&AG comments.
• Clippings published in Financial Express, Hosadiganta, and Rajasthan Patrika on 29 September 2026.
• Filed for information and records with no material action reported.
• AGM relates to 73rd meeting; no governance changes disclosed.

Financial snapshot

• Standalone revenue from operations: Rs 25.96 crore (FY2025-26).
• Standalone total income: Rs 83.87 crore.
• Standalone PAT: Rs 16.69 crore.
• Standalone PBT: Rs 18.38 crore.
• Standalone EPS (basic): Rs 0.47.
• Consolidated revenue from operations: Rs 142.65 crore.
• Consolidated net loss: Rs 131.54 crore.
• Consolidated EPS (basic): Rs -3.70.
• Dividend declared: None.

Standalone performance

• Revenue from operations: 25.96 crore; slight YoY pressure vs 26.17 crore prior year.
• Total income: 83.87 crore; growth driven by other income.
• PAT in FY2025-26: 16.69 crore; modest improvement over 16.10 crore prior year.
• EPS (basic): 0.47; reflecting earnings per share on year.

Consolidated performance

• Consolidated revenue from operations: 142.65 crore.
• Consolidated net loss after tax: 131.54 crore.
• Consolidated EPS (basic): -3.70.

Liquidity & capital

• Standalone current borrowings: 64,171.74 lakh.
• Standalone equity: 49,167.36 lakh.
• Consolidated borrowings: 172,993.76 lakh.
• Standalone cash: 275.04 lakh; Consolidated cash: 4,605.16 lakh.

Governance & board changes

• Dr. Kartik Chandulal Bhadra appointed Independent Director from 01-04-2025; ceased 28-03-2026.
• Shri Ramnish Ram? (Ram? – placeholder) not included; focus on actual notable changes.
• Shri Datania Dineshbhai Ramjibhai appointed Independent Director from 15-07-2025.
• Shri Prem Chandra Maurya appointed Govt. Nominee Director from 17-07-2025.
• Ms. Arti Bhatnagar relieved from board on 30-09-2025.
• Ms. Nigar Fatima Husain appointed Govt. Nominee Director from 27-04-2026.
• Shri Asit Gopal inducted as Government Nominee Director from 10-02-2026.

Outlook & risks

• Outlook positives: dairy processing and machine tools sectors in India; automation opportunities ahead.
• Risks: governance compliance, litigation, and working-capital pressures across segments.

ESG & CSR

• CSR spend reported; main ongoing projects include health and education initiatives.
• CSR policy aligned with Companies Act 2013 and DPE guidelines; budget tracked.

Trading window closure

• Trading window closed for insiders from 15 October 2026 until 48 hours after results.
• Affected include Designated Persons and their immediate relatives.
• Board meeting date to consider results to be intimated later.
• Pursuant to SEBI PIT Regulations and insider trading code.

Auditors Appointment

• Statutory auditor GRSM & Associates, Bengaluru, appointed for corporate and consolidated accounts.
• Branch auditor Gautam N Associates, Aurangabad, appointed for Aurangabad unit and Indore turnkey project.

Financials — Standalone

• Standalone revenue from operations ₹25.96 cr; marginally down from ₹26.17 cr prior year.
• Standalone total income ₹83.87 cr; up from ₹82.44 cr.
• Standalone net profit after tax ₹16.69 cr; up from ₹16.10 cr.
• EBIT (before interest and tax) ₹18.46 cr; improved but margins modest.
• Cash flow from operations negative around ₹4.15 cr.
• No dividend proposed for FY2025-26.

Consolidated performance

• Consolidated revenue from operations ₹14,264.96 lakhs; consolidated net loss ₹13,154.20 lakhs.
• Segment revenues: Food Processing ₹891.65 lakhs; Machine Tools ₹7,054.91; Projects ₹4,643.49; Others ₹1,704.14.
• Intersegment elimination ₹29.23 lakhs; overall loss driven by group-wide headwinds.
• Consolidated tax outflow ₹259.61 lakhs; OCI impact negative in 2025-26.

Capital structure & liquidity

• Total consolidated borrowings ₹172,993.76 lakhs; current borrowings ₹103,333.27 lakhs.
• 5% Redeemable Preference Shares ₹3,686.00 lakhs; redemption linked to asset sale proceeds.
• NCLT-approved reduction of paid-up capital from ₹1,204.09 cr to ₹355.60 cr; stock exchanges yet to reflect.
• Dividend policy: No dividend declared; CSR obligations ongoing.

Governance & board changes

• 73rd AGM scheduled Sept 30, 2026 via VC/OAVM; remote voting Sept 27-29.
• N. Ramesh Kumar appointed Chairman & Managing Director (Addl. Charge) on 25.03.2026.
• Nigar Fatima Husain and other Government nominees joined board in 2026; independent directors appointed later in Aug 2026.
• Board and committee composition faced prior compliance gaps; following actions, governance alignment is in progress.

Subsidiaries & associates

• Subsidiaries: HMT Machine Tools Ltd (100%), HMT (International) Ltd (100%), HMT Watches Ltd (closed/struck off).
• Associate: Gujarat State Machine Tools Corporation Limited (39%); Joint Venture: Sudmo-HMT Process Engineers (India) Ltd (50%).
• Watches business wound up; strategic focus on core machine tools and dairy machinery.

CSR & ESG highlights

• CSR spend FY2025-26: ₹33.08 Lakhs; required two percent of average net profit: ₹34.21 Lakhs.
• Shortfall ₹1.13 Lakhs; PMNRF transfer of ₹1,13,156 on 15.07.2026.
• CSR committee composition outlined; ongoing monitoring via Annexure disclosures.

Risks, audit flags & outlook

• Auditors flag material weaknesses: GST reconciliation, inventory valuation, and balance confirmations.
• Ind AS impairment/testing and ECL framework not fully implemented; going-concern risk acknowledged in some units.
• Outlook: dairy processing and machine tooling in India expected to grow with Make in India and PLI schemes.

Outlook & strategic focus

• Dairy processing equipment market to benefit from NPDD and AHIDF investments.
• Machine tools sector supported by Industry 4.0, automation, and domestic manufacturing push.
• Watches: expand distribution and introduce new series aligned to demand shifts.

AGM notice and book closure

• The 72nd AGM will be held on Sep 30, 2026 at 2:00 PM IST via VC/OAVM.
• Register of Members and share transfer books will be closed Sep 24-30, 2026 (inclusive).

Overview

• Standalone BRSR for FY2025-26; main activities: dairy equipment turnkey projects (34% turnover) and watches (66%).
• Exports accounted for about 31.97% of turnover; revenue from operations ~INR 259.6 million.
• Total workforce of 52 (27 permanent, 25 workers); no external assurance on BR core.

Key ESG Risks & Opportunities

• Material risk: SEBI LODR non-compliance fines; waiver sought.
• Governance risk: government appointments affect board independence; Independent directors needed.
• Environmental management: emphasis on water, waste, and energy management initiatives.
• Sustainable sourcing: 69.51% of inputs sourced sustainably; procurement policy supports sustainability.
• MSME procurement: 78.56% of total purchases from MSMEs.
• Social initiatives: CSR focus in aspirational districts addressing education, women empowerment, water and sanitation, and skilling.
• OSH performance: all manufacturing units covered by occupational safety system; LTIFR and injuries reported as zero.
• Data privacy/cybersecurity: 0 data breaches; risk management and whistleblower mechanisms in place.

Governance & Policy Highlights

• Sustainability/BR policy overseen by the board with related committees; governance framework aligned to statutory norms.
• Key policies include anti-bribery/anti-corruption, whistleblower, POSH, and Code of Business Conduct & Ethics.
• Whistleblower policy and POSH policy are in place; internal complaints committee established.
• BRSR core does not have independent external assurance.

Social Responsibility & Workforce

• Total workforce 52: 27 permanent, 25 workers; board has 20% women; KMPs 50% women.
• Health & safety: LTIFR 0; total injuries and fatalities reported as zero; all units covered by OHS management system.
• Grievance mechanisms: whistleblower channel and POSH Internal Complaints Committee; confidential reporting.
• Remuneration: median pay for KMPs ~INR 1.92 million; permanent staff ~INR 0.75 million; workers ~INR 0.56 million.
• Union representation: 100% of permanent employees and workers are members of recognized associations/unions.
• Social figures: procurement from MSMEs ~78.56% of total; 69.51% of inputs sourced sustainably.

Environmental Performance

• Total energy from non-renewable sources: ~INR 19.41 billion kJ; renewables reported as 0; energy intensity ~74.8 kJ per turnover.
• Water withdrawal/consumption/discharge data show minimal or unreported values; no disclosed Scope 1/2 emissions data.
• Waste: zero reported total waste across categories; all plants have STP/wastewater treatment plants; no hazardous waste reported.
• EPR not applicable; no specific environmental certifications noted.

Stakeholder Engagement & Complaints

• Key stakeholder groups identified: customers, employees, contract staff, investors, suppliers, government, media, local communities.
• Engagement channels: AGM, meetings, surveys, emails, newsletters, CPGRAM for customer issues.
• Complaints filed (FY2025-26): 36 stakeholder; 260 from customers; 13 from shareholders; others minimal; 0 pending in several categories.
• Grievance policy accessible; public grievance portal and contact channels used for resolution.

Other Notable Metrics

• Procurement from MSMEs: 78.56% of total procurement from MSMEs.
• Sustainability inputs: 69.51% of inputs sourced sustainably; procurement policy supports sustainable sourcing.
• Cybersecurity/data privacy: policy in place; data breaches reported as 0; risk management framework disclosed with web link.
• Product recalls: 0; data privacy incidents: 0; no material consumer recalls reported.
• Value chain environmental risk: 100% of value chain partners assessed for environmental impact.

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.