General information about company |
|
| Scrip code | 544057 |
| NSE Symbol | HAPPY FORGE |
| MSEI Symbol | NOTLISTED |
| ISIN | INE330T01021 |
| Name of the entity | HAPPY FORGINGS LIMITED |
| Date of start of financial year | 01-04-2024 |
| Date of end of financial year | 31-03-2025 |
| Reporting Quarter | Quarterly |
| Date of Report | 31-12-2024 |
| Risk management committee | Applicable |
| Market Capitalisation as per immediate previous Financial Year | Top 500 listed entities |
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 | PARITOSH KUMAR | ABKPG4486F | 00393387 | Executive Director | Chairperson | MD | 06-08-1955 | |||||||||||||||||
| 2 | Mr | ASHISH GARG | AGTPG3772A | 01829082 | Executive Director | Not Applicable | MD | 08-04-1985 | |||||||||||||||||
| 3 | Mrs | MEGHA GARG | ALMPK2107P | 07352042 | Executive Director | Not Applicable | 20-07-1985 | ||||||||||||||||||
| 4 | Mr | NARINDER SINGH JUNEJA | ACMPJ9989P | 00393525 | Executive Director | Not Applicable | CEO | 01-01-1954 | |||||||||||||||||
| 5 | Mr | VIKAS GIYA | AFLPG4645K | 01399764 | Non-Executive - Independent Director | Not Applicable | 02-03-1979 | ||||||||||||||||||
| 6 | Mr | SATISH SEKHRI | AERPS8750C | 00211478 | Non-Executive - Independent Director | Not Applicable | 28-03-1950 | ||||||||||||||||||
| 7 | Mr | RAVINDRA PISHARODY | ABMPP4029P | 01875848 | Non-Executive - Independent Director | Not Applicable | 24-11-1955 | ||||||||||||||||||
| 8 | Mrs | RAJESWARI KARTIGEYAN | AJVPR2199F | 10051618 | Non-Executive - Independent Director | Not Applicable | 24-11-1970 | ||||||||||||||||||
| 9 | Mr | ATUL B. LALL | AADPL2033P | 00781436 | Non-Executive - Independent Director | Not Applicable | 05-01-1962 | ||||||||||||||||||
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 | |||||||||||||||||||||||
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) & 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 | 11-02-2016 | 11-04-2023 | 1 | 0 | 0 | 0 | ||||||||||||||||||||
| 2 | NA | 02-12-2015 | 11-04-2023 | 1 | 0 | 2 | 0 | ||||||||||||||||||||
| 3 | NA | 07-12-2015 | 29-09-2021 | 1 | 0 | 1 | 0 | ||||||||||||||||||||
| 4 | NA | 28-03-2006 | 31-07-2023 | 31-12-2024 | 1 | 0 | 0 | 0 | Tenure Completion | ||||||||||||||||||
| 5 | No | 31-01-2015 | 31-01-2020 | 60 | 1 | 1 | 2 | 1 | |||||||||||||||||||
| 6 | Yes | 29-07-2024 | 04-05-2020 | 04-05-2020 | 60 | 1 | 1 | 2 | 0 | ||||||||||||||||||
| 7 | No | 16-06-2022 | 16-06-2022 | 60 | 3 | 3 | 3 | 0 | |||||||||||||||||||
| 8 | No | 30-05-2023 | 30-05-2023 | 60 | 2 | 2 | 4 | 1 | |||||||||||||||||||
| 9 | No | 31-07-2023 | 31-07-2023 | 60 | 3 | 1 | 1 | 0 | |||||||||||||||||||
Text Block |
|
| Textual Information(1) |
Mr. Narinder Singh, was reappointed on 31st July 2023 for a period of one year with effect from 1st Jan 2024 till 31st Dec 2024 . Consequently , his term ended on 31st December 2024
|
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 | 10051618 | RAJESWARI KARTIGEYAN | Non-Executive - Independent Director | Chairperson | 30-05-2023 | Textual Information(1) | |
| 2 | 01875848 | RAVINDRA PISHARODY | Non-Executive - Independent Director | Member | 16-06-2022 | ||
| 3 | 00211478 | SATISH SEKHRI | Non-Executive - Independent Director | Member | 04-11-2020 | ||
| 4 | 01399764 | VIKAS GIYA | Non-Executive - Independent Director | Member | 27-03-2015 | ||
| 5 | 01829082 | ASHISH GARG | Executive Director | Member | 27-03-2015 | ||
Sr Text Block |
|
| Textual Information(1) |
Ms. Rajeswari Karthigeyan was appointed as member of Audit committee on 30th May 2023 but was made permanent chairperson of Audit Committee with effect from 31st July 2023
|
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 | 00211478 | SATISH SEKHRI | Non-Executive - Independent Director | Chairperson | 04-11-2020 | Textual Information(1) | |
| 2 | 10051618 | RAJESWARI KARTIGEYAN | Non-Executive - Independent Director | Member | 30-05-2023 | ||
| 3 | 01875848 | RAVINDRA PISHARODY | Non-Executive - Independent Director | Member | 16-06-2022 | ||
| 4 | 01399764 | VIKAS GIYA | Non-Executive - Independent Director | Member | 27-03-2015 | ||
Sr Text Block |
|
| Textual Information(1) |
Mr. Satish Sekhri was appointed as member of NR committee on 4th November 2020 but was made permanent chairperson of NR Committee with effect from 31st July 2023
|
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 | 01399764 | VIKAS GIYA | Non-Executive - Independent Director | Chairperson | 31-07-2023 | Textual Information(1) | |
| 2 | 01829082 | ASHISH GARG | Executive Director | Member | 31-07-2023 | ||
| 3 | 07352042 | MEGHA GARG | Executive Director | Member | 25-05-2024 | ||
Sr Text Block |
|
| Textual Information(1) |
Mr. Vikas Giya, Independent Director ( who was a member of Stakeholders' Relationship Committee with effect from 31-07-2023) was appointed as Chairperson of Stakeholders' Relationship committee w.e.f.25th May 2024
|
Risk Management Committee |
|||||||
| Whether the Risk Management 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 | 01829082 | ASHISH GARG | Executive Director | Chairperson | 31-07-2023 | ||
| 2 | 10051618 | RAJESWARI KARTIGEYAN | Non-Executive - Independent Director | Member | 31-07-2023 | ||
| 3 | 07352042 | MEGHA GARG | Executive Director | Member | 25-05-2024 | ||
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 | 00393387 | PARITOSH KUMAR | Executive Director | Chairperson | 27-03-2015 | ||
| 2 | 01829082 | ASHISH GARG | Executive Director | Member | 27-03-2015 | ||
| 3 | 00211478 | SATISH SEKHRI | Non-Executive - Independent Director | Member | 04-11-2020 | ||
| 4 | 01875848 | RAVINDRA PISHARODY | Non-Executive - Independent Director | Member | 16-06-2022 | ||
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 | 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 | 07-08-2024 | Yes | 9 | 8 | 4 | |||
| 2 | 07-11-2024 | 91 | Yes | 9 | 9 | 5 | ||
Annexure 1 |
||||||||||
IV. Meeting of Committees |
||||||||||
| Disclosure of notes on meeting of committees explanatory | Textual Information(1) | |||||||||
| 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 | Reson 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 | 07-08-2024 | Yes | 5 | 5 | 4 | 0 | |||
| 2 | Audit Committee | 07-11-2024 | 91 | Yes | 5 | 5 | 4 | 0 | ||
| 3 | Risk Management Committee | 07-08-2024 | Yes | 3 | 3 | 1 | 2 | |||
| 4 | Corporate Social Responsibility Committee | 07-11-2024 | 91 | Yes | 4 | 4 | 2 | 0 | ||
| 5 | Nomination and remuneration committee | 07-11-2024 | Yes | 4 | 4 | 4 | 0 | |||
Text Block |
||
| Textual Information(1) |
Risk management committee has 2 members other than Board members . One is Mr. Pankaj Kumar Goyal, CFO and other is Ms. Bindu Garg, Company Secretry and Compliance officer of the Company
|
|
Annexure 1 |
|||
V. Related Party Transactions |
|||
| Sr | Subject | Compliance status (Yes/No/NA) | If status is “No” details of non-compliance may be given here. |
| 1 | Whether prior approval of audit committee obtained | Yes | |
| 2 | Whether shareholder approval obtained for material RPT | NA | |
| 3 | Whether details of RPT entered into pursuant to omnibus approval have been reviewed by Audit Committee | Yes | |
Annexure 1 |
||
VI. 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) | Yes |
| 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 | BINDU GARG |
| 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 | BINDU GARG |
| Designation of person | Company Secretary and Compliance Officer |
| Place | LUDHIANA |
| Date | 14-01-2025 |