General information about company |
| Scrip Code* | 531743 |
| NSE Symbol* | NA |
| MSEI Symbol | NA |
| ISIN | INE258Z01013 |
| Name of the listed entity | HIRA AUTOMOBILES LIMITED |
| Date of start of financial year | 01-04-2024 |
| Date of end of financial year | 31-03-2025 |
| Date of Reporting to Exchange | 23-05-2025 |
| Whether any observations reported by the Secretarial Auditor | Yes |
| The listed entity has maintained proper records under the provisions of the above Regulations and circulars/ guidelines issued thereunder insofar as it appears from my/our examination of those records. | Yes |
| In previous, Any actions taken against the listed entity/its promoters/directors/its material subsidiaries either by SEBI or by stock exchanges (including under the Standard operating procedures issued by SEBI through various circulars). | Yes |
| Is there any observation made in the previous report | Yes |
| Name of the Certifying Firm | RAVINDER KUMAR, COMPANY SECRETARIES |
| Name of the practicing Company Secretary issuing the report | RAVINDER KUMAR |
| Membership Type | FCS |
| ACS/FCS No. | 4569 |
| UDIN | F004569G000419852 |
| CP No. | 8444 |
| Place of PCS | RAJPURA |
| PCS Report Date | 23-05-2025 |
| Company Remark | Note- (For Sr. No. 11 A)
The SEBI vide order dated 16-04-2024- has imposed penalty of Rs. 14.00 Lakhs for non-compliance of Regulation 38 of SEBI (LODR) Regulations, 2015 and for not submitting the quarterly compliance report. The detail of penalty imposed is as under,
i) Rs. 7,00,000/- (Rupees Seven Lakh only) under Section 15A(a) of the SEBI Act, 1992.
ii) Rs. 7,00,000/- (Rupees Seven Lakh only) under Section 15A(b) of the SEBI Act, 1992.
Assumptions and Limitation of Scope and Review:
1. Compliance of the applicable laws and ensuring the authenticity of documents and information furnished, are the responsibilities of the management of the listed entity.
2. Our responsibility is to certify based upon our examination of relevant documents and information. This is neither an audit nor an expression of opinion.
3. We have not verified the correctness and appropriateness of financial Records and Books of Accounts of the listed entity.
4. This Report is solely for the intended purpose of compliance in terms of Regulation 24A (2) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 and is neither an assurance as to the future viability of the listed entity nor of the efficacy or effectiveness with which the management has conducted the affairs of the listed entity.
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Regulations |
| Sr No | Regulation | Applicability during the period under review (Yes/No) | Any Observation (Yes/No) |
| 1 | Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 | Yes | Yes |
| 2 | Securities and Exchange Board of India (Issue of Capital and Disclosure Requirements) Regulations, 2018 | No | No |
| 3 | Securities and Exchange Board of India (Substantial Acquisition of Shares and Takeovers) Regulations, 2011 | Yes | No |
| 4 | Securities and Exchange Board of India (Buyback of Securities) Regulations, 2018 | No | No |
| 5 | Securities and Exchange Board of India (Share Based Employee Benefits and Sweat Equity) Regulations, 2021 | No | No |
| 6 | Securities and Exchange Board of India (Issue and Listing of Non-Convertible Securities) Regulations, 2021 | No | No |
| 7 | Securities and Exchange Board of India (Prohibition of Insider Trading) Regulations, 2015 | Yes | No |
Current Report |
| Sr No | Compliance requirement (regulations/circulars/ guidelines including specific clauses) | Regulation Name/ SEBI Circular number | Regulation Number/ circular dated | Deviations | Action taken by | Name of Other Regulatory Body | Type of Action (Advisory/Clarification/Fine/Show Cause Notice/ Warning, etc.) | Details of other action taken | Details of violation | Fine Amount | Observations/remarks of the practising Company Secretary, if any | Management Response | Remarks |
| 1 | Regulation 38 of SEBI (LODR) Regulations, 2015. The Company is required to maintain minimum public shareholding of 25% | Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 | 38 | Public shareholding is 04.28% only as on 31.03.2025 | SEBI | | Fine | | Public shareholding is 04.28% only as on 31.03.2025 | 1400000 | 1-The Public shareholding is 04.28% only and SEBI has passed an order dated 22-11-2013 and promoters are restrained to deal in securities of the Company and to accept position of a Director in any other listed entity till MPS is achieved. | Noted | |
| 2 | Regulation 31 (2) of SEBI (LODR) Regulations, 2015. 100% of promoter(s) and promoter group shareholding is in dematerialized form. | Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 | 31(2) | 43.55 % shares are held in demat form as on 31.03.2025 | Stock Exchange | | Advisory | | 43.55 % shares are held in demat form as on 31.03.2025 | | Percentage of Demat of shares of promoters is same as in last year | Noted | |
| 3 | Regulation 38 of SEBI (LODR) Regulations, 2015. The Company is required to maintain minimum public shareholding of 25% | Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 | 38 | Public shareholding is 04.28% only as on 31.03.2025 | Stock Exchange | | Fine | | Public shareholding is 04.28% only as on 31.03.2025 | 4307000 | 1-The Public shareholding is 04.28% only and SEBI has passed an order dated 22-11-2013 and promoters are restrained to deal in securities of the Company and to accept position of a Director in any other listed entity till MPS is achieved. | Noted | |
Previous Report |
| Sr No | Compliance requirement (regulations/circulars/ guidelines including specific clauses) | Regulation Name/ SEBI Circular number* | Regulation Number/ circular dated | Deviations | Actions taken by | Name of Other Regulatory Body | Type of Action (Advisory/Clarification/Fine/Show Cause Notice/ Warning, etc.) | Details of other action taken | Details of violation | Fine Amount | Observations of the practicing Company secretary in the previous reports | Observations made in the secretarial compliance report for the year ended.(the years are to be mentioned) | Comments of the practicing company secretary on the actions taken by the listed entity. | Remedial actions, if any, taken by the listed entity | Management Response | Remarks |
| 1 | Regulation 38 of SEBI (LODR) Regulations, 2015. The Company is required to maintain minimum public shareholding of 25% | Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 | 38 | Public shareho lding is 04.28% only | Stock Exchange | | Fine | | Public shareholding is 04.28% only | 3113800 | 1-The Public shareholding is 04.28% only and SEBI has passed an order dated 22-11-2013 and promoters are restrained to deal in securities of the Company and to accept position of a Director in any other listed entity till MPS is achieved. | 1-The Public shareholding is 04.28% only and SEBI has passed an order dated 22-11-2013 and promoters are restrained to deal in securities of the Company and to accept position of a Director in any other listed entity till MPS is achieved. | Nil | Nil | Noted | |
| 2 | Regulation 31 (2) of SEBI (LODR) Regulations, 2015. 100% of promoter(s) and promoter group shareholding is in dematerializ ed form. | Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 | 31(2) | 43.55 % shares are held in demat form | Stock Exchange | | Advisory | | 43.55 % shares are held in demat form | | Percentage of Demat of shares of promoters is same as in last year | Percentage of Demat of shares of promoters is same as in last year | Nil | Nil | Noted | |
Affirmation |
| Sr No | Regulation | Compliance status (Yes/No/NA) | Observations /Remarks by PCS* |
| 1 | Secretarial Standards:
The compliances of the listed entity are in accordance with the applicable Secretarial Standards (SS) issued by the Institute of Company Secretaries India (ICSI) | Yes | |
| 2 | Adoption and timely updation of the Policies |
| (a) | All applicable policies under SEBI Regulations are adopted
with the approval of board of directors of the listed entities | Yes | |
| (b) | All the policies are in conformity with SEBI Regulations and
has been reviewed & timely updated as per the
regulations/circulars/guidelines issued by SEBI | Yes | |
| 3 | Maintenance and disclosures on Website |
| (a) | The Listed entity is maintaining a functional website | Yes | |
| (b) | Timely dissemination of the documents/ information under
a separate section on the website | Yes | |
| (c) | Web-links provided in annual corporate governance reports
under Regulation 27(2) are accurate and specific which re-directs to the relevant document(s)/ section of the website | Yes | |
| 4 | Disqualification of Director:
None of the Director of the Company are disqualified under
Section 164 of Companies Act, 2013 | Yes | |
| 5 | Details related to Subsidiaries of listed entities:
(a) Identification of material subsidiary companies
(b) Requirements with respect to disclosure of material as well as other subsidiaries | NA | The Company does not have any subsidiary |
| 6 | Preservation of Documents:
The listed entity is preserving and maintaining records as prescribed under SEBI Regulations and disposal of records as per Policy of Preservation of Documents and Archival policy prescribed under SEBI LODR Regulations | Yes | |
| 7 | Performance Evaluation:
The listed entity has conducted performance evaluation of the
Board, Independent Directors and the Committees at the start
of every financial year as prescribed in SEBI Regulations | Yes | |
| 8 | Related Party Transactions |
| (a) | The listed entity has obtained prior approval of Audit
Committee for all Related party transactions | Yes | |
| (b) | In case no prior approval obtained, the listed entity shall
provide detailed reasons along with confirmation whether
the transactions were subsequently
approved/ratified/rejected by the Audit committee | Yes | |
| 9 | Disclosure of events or information:
The listed entity has provided all the required disclosure(s) under Regulation 30 along with Schedule III of SEBI LODR Regulations within the time limits prescribed thereunder | Yes | |
| 10 | Prohibition of Insider Trading:
The listed entity is in compliance with Regulation 3(5) & 3(6)
SEBI (Prohibition of Insider Trading) Regulations, 2015 | Yes | |
| 11 | Actions taken by SEBI or Stock Exchange(s), if any:
No Actions taken against the listed entity/ its promoters/directors/ subsidiaries either by SEBI or by Stock Exchanges (including under the Standard Operating Procedures issued by SEBI through various circulars) under SEBI Regulations and circulars/ guidelines issued thereunder (or)
The actions taken against the listed entity/ its promoters/ directors/ subsidiaries either by SEBI or by Stock Exchanges are specified in the last column | Yes | 1- SEBI vide its ADJUDICATION ORDER NO. ORDER/BM/DS/2024-25/30274 dated April 16,2024 Imposed a penalty of Rs. 14 Lacs on the Company for non-filing of the Quarterly reports as per CLAUSE 19 OF SEBI ORDER BEARING REFERENCE NO. WTM/PS/08/CFD/JUNE/2013 DATED JUNE 4, 2013 which was duly deposited Vide YCPN2336497875 dated 24/05/2024. 2- The BSE Limited has also imposed fine for Non-Compliance with requirement of Minimum Public Shareholding (MPS) under SEBI Circular no. SEBI/HO/CFD/PoD2/CIR/P/2023/120 dated July 11, 2023.
The detail of fine imposed during the year is as under-
i) For the period from 01-04-2024 to 30-06-2024
Rs. 10,73,800/-
ii) For the period from 01-07-2024 to 30-09-2024
Rs. 10,85,600/-
iii) For the period from 01-10-2024 to 31-03-2024
Rs. 10,85,600/-
iv) For the period from 01-01-2025 to 31-03-2025
Rs. 10,62,000/-
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Total =Rs.43,07,000/-
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| 12 | Resignation of statutory auditors from the listed entity or its material subsidiaries:
In case of resignation of statutory auditor from the listed entity or any of its material subsidiaries during the financial year, the listed entity and / or its material subsidiary(is) has / have complied with paragraph 6.1 and 6.2 of section V-D of chapter V of the Master Circular on compliance with the provisions of the LODR Regulations by listed entities | NA | There was no
incidence of resignation
by the Statutory Auditor
of the Company during the year.
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