General information about company | |
| Scrip code | 590078 |
| NSE Symbol | MAITHANALL |
| MSEI Symbol | NOTLISTED |
| ISIN | INE683C01011 |
| Name of the entity | MAITHAN ALLOYS LIMITED |
| Date of start of financial year | 01-04-2024 |
| Date of end of financial year | 31-03-2025 |
| Reporting Quarter | Half Yearly |
| Date of Report | 30-09-2024 |
| Risk management committee | Applicable |
| Market Capitalisation as per immediate previous Financial Year | Top 1000 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 | Subhas Chandra Agarwalla | ZZZZZ9999Z | 00088384 | Executive Director | Chairperson | MD | 27-11-1951 | |||||||||||||||||
| 2 | Mr | Subodh Agarwalla | ZZZZZ9999Z | 00339855 | Executive Director | Not Applicable | CEO | 12-09-1978 | |||||||||||||||||
| 3 | Mr | Aayush Khetawat | ZZZZZ9999Z | 06968448 | Non-Executive - Independent Director | Not Applicable | 14-02-1984 | ||||||||||||||||||
| 4 | Mr | Palghat Krishnan Venkatramani | ZZZZZ9999Z | 05303022 | Non-Executive - Independent Director | Not Applicable | 10-10-1950 | ||||||||||||||||||
| 5 | Mr | Vivek Kaul | ZZZZZ9999Z | 00345022 | Non-Executive - Independent Director | Not Applicable | 08-03-1959 | ||||||||||||||||||
| 6 | Mr | Naresh Kumar Jain | ZZZZZ9999Z | 00221519 | Non-Executive - Independent Director | Not Applicable | 20-01-1955 | ||||||||||||||||||
| 7 | Mrs | Sonal Choubey | ZZZZZ9999Z | 10475331 | Non-Executive - Independent Director | Not Applicable | 22-09-1993 | ||||||||||||||||||
| 8 | Mr | Peddi Srinivas | ZZZZZ9999Z | 09194339 | Non-Executive - Non Independent Director | Not Applicable | 20-01-1963 | ||||||||||||||||||
| 9 | Mr | Nand Kishore Agarwal | ZZZZZ9999Z | 00378444 | Non-Executive - Independent Director | Not Applicable | 11-02-1949 | ||||||||||||||||||
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 | 15-04-1992 | 1 | 0 | 1 | 0 | Textual Information(2) | ||||||||||||||||||||
| 2 | NA | 01-07-2006 | 1 | 0 | 2 | 0 | Textual Information(3) | ||||||||||||||||||||
| 3 | NA | 14-08-2024 | 14-08-2024 | 1 | 1 | 1 | 2 | 0 | Textual Information(4) | ||||||||||||||||||
| 4 | Yes | 30-09-2021 | 10-11-2016 | 10-11-2021 | 95 | 1 | 1 | 3 | 0 | Textual Information(5) | |||||||||||||||||
| 5 | NA | 20-06-2020 | 20-06-2023 | 51 | 1 | 1 | 0 | 0 | Textual Information(6) | ||||||||||||||||||
| 6 | NA | 10-02-2024 | 10-02-2024 | 8 | 1 | 1 | 4 | 0 | Textual Information(7) | ||||||||||||||||||
| 7 | NA | 10-02-2024 | 10-02-2024 | 8 | 1 | 1 | 2 | 0 | Textual Information(8) | ||||||||||||||||||
| 8 | NA | 24-06-2021 | 1 | 0 | 0 | 0 | Textual Information(9) | ||||||||||||||||||||
| 9 | Yes | 20-08-2019 | 22-09-2014 | 22-09-2019 | 21-09-2024 | 120 | 1 | 1 | 2 | 2 | Tenure Completion | Textual Information(10) | |||||||||||||||
Text Block | |
| Textual Information(1) | Notes:
(1) Mr. Subhas Chandra Agarwalla, Chairman is the promoter of the Company.
(2) The details relating to Tenure and Details of Initial Appointment of the Directors have been provided on the basis of FAQs and Guidance Notes on Corporate Governance issued by National Stock Exchange of India Limited.
(3) The details relating to Mr. Nand Kishore Agarwal has been provided upto the date of conclusion of his tenure as an Independent Director i.e. 21.09.2024. |
| Textual Information(2) | .... |
| Textual Information(3) | ..... |
| Textual Information(4) | ..... |
| Textual Information(5) | ..... |
| Textual Information(6) | ..... |
| Textual Information(7) | ..... |
| Textual Information(8) | ..... |
| Textual Information(9) | ..... |
| Textual Information(10) | ..... |
Annexure 1 | |||||||
II. Composition of Committees | |||||||
| Disclosure of notes on composition of committees explanatory | Textual Information(1) | ||||||
Annexure 1 Text Block | |
| Textual Information(1) | Mr. Nand Kishore Agarwal was appointed as Chairman of Audit Committee, Nomination and Remuneration Committee and Stakeholders Relationship Committee w.e.f. 14.05.2012, 21.04.2003 and 31.10.2019 respectively.
Mr. Aayush Khetawat was appointed as member of the Audit Committee w.e.f. 14th August, 2024.
Mr. Subhas Chandra Agarwalla was appointed as Chairman of Risk Management Committee and Corporate Social Responsibility Committee w.e.f. 12.11.2014 and 06.02.2014 respectively. |
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 | 00378444 | Nand Kishore Agarwal | Non-Executive - Independent Director | Chairperson | 31-01-2002 | 21-09-2024 | |
| 2 | 00339855 | Subodh Agarwalla | Executive Director | Member | 31-07-2019 | ||
| 3 | 05303022 | Palghat Krishnan Venkatramani | Non-Executive - Independent Director | Member | 03-02-2016 | ||
| 4 | 06968448 | Aayush Khetawat | Non-Executive - Independent Director | Member | 14-08-2024 | ||
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 | 00378444 | Nand Kishore Agarwal | Non-Executive - Independent Director | Chairperson | 31-01-2002 | 21-09-2024 | |
| 2 | 05303022 | Palghat Krishnan Venkatramani | Non-Executive - Independent Director | Member | 10-02-2017 | ||
| 3 | 10475331 | Sonal Choubey | Non-Executive - Independent Director | Member | 10-02-2024 | ||
| 4 | 00221519 | Naresh Kumar Jain | Non-Executive - Independent Director | Member | 14-08-2024 | ||
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 | 00378444 | Nand Kishore Agarwal | Non-Executive - Independent Director | Chairperson | 31-07-2019 | 21-09-2024 | |
| 2 | 00088384 | Subhas Chandra Agarwalla | Executive Director | Member | 30-05-1998 | ||
| 3 | 10475331 | Sonal Choubey | Non-Executive - Independent Director | Member | 10-02-2024 | ||
| 4 | 06968448 | Aayush Khetawat | Non-Executive - Independent Director | Member | 14-08-2024 | ||
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 | 00088384 | Subhas Chandra Agarwalla | Executive Director | Chairperson | 08-11-2014 | ||
| 2 | 05303022 | Palghat Krishnan Venkatramani | Non-Executive - Independent Director | Member | 08-11-2014 | ||
| 3 | 99999999 | Pramod Kumar Chaudhary | G.M.Finance & Accounts | Member | 08-11-2014 | Textual Information(1) | |
Sr Text Block | |
| Textual Information(1) | Mr. Pramod Kumar Chaudhary( G.M.Finance & Accounts) is an employee of the Company appointed as a member of the Risk & Management Committee. |
Corporate Social Responsibility Committee | |||||||
| Whether the Corporate Social Responsibility 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 |
| 1 | 00088384 | Subhas Chandra Agarwalla | Executive Director | Chairperson | 11-11-2013 | ||
| 2 | 00339855 | Subodh Agarwalla | Executive Director | Member | 11-11-2013 | ||
| 3 | 00345022 | Vivek Kaul | Non-Executive - Independent Director | Member | 10-02-2024 | ||
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 | 29-05-2024 | Yes | 8 | 7 | 4 | |||
| 2 | 14-08-2024 | 76 | Yes | 9 | 9 | 6 | ||
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 | 29-05-2024 | Yes | 3 | 3 | 2 | 0 | |||
| 2 | Audit Committee | 14-08-2024 | 76 | Yes | 3 | 3 | 2 | 0 | ||
| 3 | Nomination and remuneration committee | 29-05-2024 | Yes | 3 | 3 | 3 | 0 | |||
| 4 | Nomination and remuneration committee | 14-08-2024 | 76 | Yes | 3 | 3 | 3 | 0 | ||
| 5 | Stakeholders Relationship Committee | 29-05-2024 | Yes | 3 | 3 | 2 | 0 | |||
| 6 | Stakeholders Relationship Committee | 14-08-2024 | 76 | Yes | 3 | 3 | 2 | 0 | ||
Annexure 1 | ||||||||||
IV. Meeting of Committees | ||||||||||
| 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) |
| 7 | Corporate Social Responsibility Committee | 29-05-2024 | Yes | 3 | 2 | 0 | 0 | |||
| 8 | Corporate Social Responsibility Committee | 14-08-2024 | 76 | Yes | 3 | 3 | 1 | 0 | ||
| 9 | Risk Management Committee | 29-05-2024 | Yes | 2 | 2 | 1 | 1 | |||
Text Block | ||
| Textual Information(1) | Mr. Nand Kishore Agarwal was appointed as Chairman of Audit Committee, Nomination and Remuneration Committee and Stakeholders Relationship Committee w.e.f. 14.05.2012, 21.04.2003 and 31.10.2019 respectively.
Mr. Subhas Chandra Agarwalla was appointed as Chairman of Risk Management Committee and Corporate Social Responsibility Committee w.e.f. 12.11.2014 and 06.02.2014 respectively.
The quorum for each committee meeting as fixed by the Board of Directors is such number of members which shall be not less than 1/3rd of the total number of member of the committee or 2 whichever is higher, unless otherwise stated under the law. | |
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 | NA | |
| Disclosure of notes of material transaction with related party | Textual Information(1) | ||
Text Block | |
| Textual Information(1) | There were no material related party transactions as defined in the first proviso to the Regulation 23(1) of the Securities & Exchange Board of India ( Listing Obligations and Disclosure Requirements)Regulations, 2015 during the six months ended 30th September, 2024.
However, the Company has accorded the shareholders' approval for proposed material related party transaction during the Financial Year 2024-2025 with Maithan Ferrous Private Limited. |
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 | |
| 9 | Any comments/observations/advice of Board of Directors may be mentioned here: | Textual Information(1) | |
Annexure 1 | ||
| Sr | Subject | Compliance status |
| 1 | Name of signatory | Rajesh K. Shah |
| 2 | Designation | Company Secretary and Compliance Officer |
Text Block | |
| Textual Information(1) | The report submitted for the quarter ended 30.06.2024 has been placed before Board of Directors in its meeting held on 14.08.2024. The report submitted with the Stock Exchange for the Quarter ended 30.09.2024 will be placed before the Board of Directors in the upcoming Board Meeting. |
Annexure III | ||||
III. Affirmations | ||||
| Sr | Particulars | Regulation Number | Compliance status (Yes/No/NA) | If status is “No” details of non-compliance may be given here. |
| 1 | Copy of the annual report including balance sheet, profit and loss account, directors report, corporate governance report, business responsibility report displayed on website | 46(2) | Yes | |
| 2 | Presence of Chairperson of Audit Committee at the Annual General Meeting | 18(1)(d) | No | The Chairperson ceased to be Member of the Audit Committee before the date of AGM. However, all the other members of Audit Committee attended the AGM |
| 3 | Presence of Chairperson of the nomination and remuneration committee at the annual general meeting | 19(3) | No | The Chairperson ceased to be Member of the Nomination and Remuneration Committee before the date of AGM. However, all the other Members of Nomination and Remuneration Committee attended the AGM |
| 4 | Presence of Chairperson of the Stakeholder Relationship committee at the annual general meeting | 20(3) | No | The Chairperson ceased to be Member of the Stateholder Reslationship Committee before the date of AGM. However, all the other Members of Stateholder Reslationship Committee attended the AGM |
| 5 | Disclosure of the Secretarial Audit Report of the listed entity and the material subsidiaries in the Annual Report | 24A(1) | Yes | |
| 6 | Submission of Annual Secretarial Compliance Report | 24A(2) | Yes | |
| 7 | Whether “Corporate Governance Report” disclosed in Annual Report | 34(3) read with para C of Schedule V | Yes | |
| Any other information to be provided | Textual Information(1) | |||
Text Block | |||
| Textual Information(1) | Mr. Nand Kishore Agarwal ceased to be the Chairperson/Member of Audit Committee, Nomination and Remuneration Committee and Stakeholders Committee consequent upon conclusion of his tenure as an Independent Director w.e.f. 21.09.2024. The AGM of the Company was held on 28.09.2024. | ||
Annexure III | ||
| 1 | Name of signatory | Rajesh K. Shah |
| 2 | Designation | Company Secretary and Compliance Officer |
Additional Half yearly Disclosure | |||||||
| Applicability of disclosure | Applicable | ||||||
| Reason for Non Applicability | Textual Information(1) | ||||||
I. Disclosure of Loans/ guarantees/comfort letters /securities etc.refer note below | |||||||
| (A)Any loan or any other form of debt advanced by the listed entity directly or indirectly to | |||||||
| Entity | Aggregate amount advanced during six months | Balance outstanding at the end of six months | |||||
| Promoter or any other entity controlled by them | 0 | 0 | |||||
| Promoter Group or any other entity controlled by them | 0 | 0 | |||||
| Directors (including relatives) or any other entity controlled by them | 0 | 0 | |||||
| KMPs or any other entity controlled by them | 0 | 0 | |||||
(B) Any guarantee / comfort letter (by whatever name called) provided by the listed entity directly or indirectly, in connection with any loan(s) or any other form of debt availed By | |||||||
| Entity | Type (guarantee, comfort letter etc.) | Aggregate amount of issuance during six months | Balance outstanding at the end of six months(taking into account any invocation) | ||||
| Promoter or any other entity controlled by them | 0 | 0 | 0 | ||||
| Promoter Group or any other entity controlled by them | 0 | 0 | 0 | ||||
| Directors (including relatives) or any other entity controlled by them | 0 | 0 | 0 | ||||
| KMPs or any other entity controlled by them | 0 | 0 | 0 | ||||
(C) Any security provided by the listed entity directly or indirectly, in connection with any loan(s) or any other form of debt availed by | |||||||
| Entity | Type of security (cash, shares etc.) | Aggregate value of security provided during six months | Balance outstanding at the end of six months | ||||
| Promoter or any other entity controlled by them | 0 | 0 | 0 | ||||
| Promoter Group or any other entity controlled by them | 0 | 0 | 0 | ||||
| Directors (including relatives) or any other entity controlled by them | 0 | 0 | 0 | ||||
| KMPs or any other entity controlled by them | 0 | 0 | 0 | ||||
| (D) Additional Information | Textual Information(2) | ||||||
II. Affirmations | |||||||
| Affirmations | Compliance Status | Company Remarks | |||||
| All loans (or other form of debt), guarantees, comfort letters (by whatever name called) or securities in connection with any loan(s) (or other form of debt) given directly or indirectly by the listed entity to promoter(s), promoter group, director(s) (including their relatives), key managerial personnel (including their relatives) or any entity controlled by them are in the economic interest of the company. | Yes | Textual Information(3) | |||||
| Name | Subodh Agarwalla | ||||||
| Designation | CEO | ||||||
| Place | Kolkata | ||||||
| Date | 19-10-2024 | ||||||
Text Block | |
| Textual Information(2) | Note: These disclosures exclude any loan (or other form of debt), guarantee / comfort letter (by whatever name called) or security provided in connection with any loan or any other form of debt: a) by the Company to/for its subsidiary [and joint-venture company] whose accounts are consolidated with the Company. b) by the Company to its employees or directors as a part of the service conditions. |
| Textual Information(3) | Note: These disclosures exclude any loan (or other form of debt), guarantee / comfort letter (by whatever name called) or security provided in connection with any loan or any other form of debt: a) by the Company to/for its subsidiary [and joint-venture company] whose accounts are consolidated with the Company. b) by the Company to its employees or directors as a part of the service conditions. |
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 | Rajesh K. Shah |
| Designation of person | Company Secretary and Compliance Officer |
| Place | Kolkata |
| Date | 19-10-2024 |