HMT Limited has been penalised ₹7,58,740 each by the Bombay Stock Exchange and the National Stock Exchange for regulatory non-compliance. The fines relate to the absence of requisite independent directors on the company’s board during the quarter ended June 30, 2026.

The penalties, inclusive of GST, stem from violations of Regulations 17(1), 18(1), and 19(1)/19(2) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015. The exchanges cited deficiencies in the composition of the Board of Directors, Audit Committee, and Nomination and Remuneration Committee.

Regulatory Context

HMT Limited disclosed that it is a Government of India undertaking where all directors are appointed by the government in accordance with its Articles of Association. The company stated that it has requested the Administrative Ministry to appoint the required number of independent directors, including one independent woman director, to comply with SEBI norms.

The regulatory action highlights the strict enforcement of governance standards even for public sector undertakings, particularly regarding the mandatory presence of independent oversight on key committees.

Remedial Actions

Following the quarter ended June 30, 2026, the company appointed Shri Dharmender Varada and Smt Seema Mishra as independent directors effective August 17, 2026. This appointment was made to rectify the compliance gap identified by the exchanges.

Waiver Application

Pursuant to the Standard Operating Procedure (SOP) circular issued by the stock exchanges, HMT Limited is currently in the process of applying for a waiver of the imposed fines. The company cited its status as a government entity and the procedural nature of director appointments as grounds for seeking relief from the penalties.

What the Numbers Show

The total financial impact of this regulatory action stands at ₹15,17,480 (₹7,58,740 x 2). While the amount is nominal relative to typical corporate revenues, the timing of the remedial appointments—nearly two months after the quarter-end—underscores a lag in administrative alignment between government appointments and exchange compliance deadlines.

HMT Limited has appointed Dharmender Varada and Seema Mishra as non-official independent directors on its Board of Directors. The appointments are effective August 17, 2026, and follow a government order received from the Ministry of Heavy Industries on August 14, 2026.

The board notified the exchanges in compliance with Regulation 30 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015. Both appointees have been cleared of any debarment from holding director offices by SEBI or other regulatory authorities.

Appointment Details

The new directors will serve for a term of three years from the date of the government order. Their tenure may be terminated earlier if further orders are issued by the relevant authority. HMT confirmed that neither Varada nor Mishra holds directorships in other listed companies, and there are no disclosed relationships between the directors.

Profile: Dharmender Varada

Dharmender Varada is a Chartered Accountant who secured All India 31st Rank in the CA Final examination in 1992. His professional background spans finance, real estate, retail, hospitality, and business development.

Key aspects of his profile include:

• Founded Novus Infra Pvt. Ltd. and Novus Constructions, focusing on quality and sustainable real estate projects.
• Experience in driving operational excellence in retail, hospitality, and quick service restaurant sectors.
• Proficient in audit, taxation, financial strategies, and QuickBooks Accounting Software.
• Languages spoken: Telugu, English, and Hindi.

Profile: Seema Mishra

Seema Mishra is a social entrepreneur and MSME professional with an MPharma degree from NMIMS University, Mumbai. She specializes in women empowerment, entrepreneurship, skill development, and social impact initiatives.

Her key credentials include:

• Director of Aryawart Vision Foundation and founder of Kaswarad Art Cluster, Madhya Pradesh’s first handloom cluster under the Ministry of MSME scheme with over 300 registered weavers.
• Proprietor of Maheshwari Creations, promoting authentic handloom products.
• Trained over 2,000 rural women and served as a National Textile Consultant for a UN Skill Development Programme.
• Co-authored pharmacy books and spoke at the G20 summit.
• Certified ToT Trainer with experience in CSR, market development, and industry-academia engagement.