General information about company | |
| Scrip code | 540530 |
| NSE Symbol | HUDCO |
| MSEI Symbol | NOTLISTED |
| ISIN | INE031A01017 |
| Name of the entity | Housing & Urban Development Corporation 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 | SANJAY KULSHRESTHA | 06428038 | Executive Director | Chairperson | CEO-MD | 31-01-1969 | ||||||||||||||||||
| 2 | Mr | M NAGARAJ | 05184848 | Executive Director | Not Applicable | 23-07-1967 | |||||||||||||||||||
| 3 | Mr | DALJEET SINGH KHATRI | 06630234 | Executive Director | Not Applicable | 20-10-1970 | |||||||||||||||||||
| 4 | Mr | SOLOMON AROKIARAJ | 06802660 | Non-Executive - Nominee Director | Not Applicable | 12-06-1973 | |||||||||||||||||||
| 5 | Mr | SANJEET | 09833776 | Non-Executive - Nominee Director | Not Applicable | 07-11-1971 | |||||||||||||||||||
| 6 | Mr | RAVINDRA KUMAR RAY | 09394495 | Non-Executive - Independent Director | Not Applicable | 02-05-1958 | |||||||||||||||||||
| 7 | Mrs | SABITHA BOJAN | 09398364 | Non-Executive - Independent Director | Not Applicable | 30-05-1978 | |||||||||||||||||||
| 8 | Mr | SIYARAM SINGH | 09402727 | Non-Executive - Independent Director | Not Applicable | 15-07-1977 | |||||||||||||||||||
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 | |||||||||||||||||||||||
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 | 16-10-2023 | 25-09-2024 | 1 | 0 | 0 | 0 | ||||||||||||||||||||
| 2 | NA | 01-02-2019 | 1 | 0 | 2 | 0 | |||||||||||||||||||||
| 3 | NA | 14-08-2024 | 25-09-2024 | 1 | 0 | 1 | 0 | ||||||||||||||||||||
| 4 | NA | 29-10-2024 | 1 | 0 | 1 | 0 | |||||||||||||||||||||
| 5 | NA | 22-12-2022 | 2 | 0 | 6 | 4 | |||||||||||||||||||||
| 6 | NA | 22-11-2021 | 21-11-2024 | 36 | 0 | 0 | 0 | 0 | Tenure Completion | ||||||||||||||||||
| 7 | NA | 22-11-2021 | 21-11-2024 | 36 | 0 | 0 | 0 | 0 | Tenure Completion | ||||||||||||||||||
| 8 | NA | 22-11-2021 | 21-11-2024 | 36 | 0 | 0 | 0 | 0 | Tenure Completion | ||||||||||||||||||
Text Block | |
| Textual Information(1) | Consequent upon completion of tenure of 3 Independent Directors, namely, Dr. Ravindra Kumar Ray, Dr. Siyaram Singh and Smt. Sabitha Bojan, all Independent Directors ceased to be Directors on the Board of HUDCO. Accordingly, as on 31st December, 2024, Board of HUDCO consists of 5 Directors, comprising 3 Functional Directors (including Chairman & Managing Director), 2 Government Nominee Directors and NIL Independent Directors against the requirement of 5 Independent Directors. The power to appoint directors vests with the President of India exercised through Administrative Ministry, i.e., MoHUA. MoHUA has already been requested to fill the vacancy of Independent Directors.
|
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 | 09394495 | RAVINDRA KUMAR RAY | Non-Executive - Independent Director | Chairperson | 28-12-2021 | 21-11-2024 | Textual Information(1) |
| 2 | 09833776 | SANJEET | Non-Executive - Nominee Director | Chairperson | 25-01-2023 | Textual Information(2) | |
| 3 | 09402727 | SIYARAM SINGH | Non-Executive - Independent Director | Member | 28-12-2021 | 21-11-2024 | Textual Information(3) |
| 4 | 09398364 | SABITHA BOJAN | Non-Executive - Independent Director | Member | 28-12-2021 | 21-11-2024 | Textual Information(4) |
| 5 | 05184848 | M NAGARAJ | Executive Director | Member | 05-12-2024 | Textual Information(5) | |
| 6 | 06802660 | SOLOMON AROKIARAJ | Non-Executive - Nominee Director | Member | 05-12-2024 | Textual Information(6) | |
Sr Text Block | |
| Textual Information(1) | Consequent upon completion of tenure of Dr.Ravindra Kumar Ray, he ceased to be Non-official (Independent) Director of the Company and accordingly, ceased to be Chairperson of the Audit Committee. |
| Textual Information(2) | Board vide resolution passed by circulation on 5.12.2024 had appointed Shri Sanjeet as Chairperson of the Audit Committee.
He was member of the Audit Committee for a period from 25.01.2023 to 4.12.2024. |
| Textual Information(3) | Consequent upon completion of tenure Dr.Siyaram Singh, he ceased to be Non-official (Independent) Director of the Company and accordingly, ceased to be member of the Audit Committee. |
| Textual Information(4) | Consequent upon completion of tenure of Smt. Sabitha Bojan, she ceased to be non-official (Independent) Director of the Company and accordingly, ceased to be member of the Audit Committee. |
| Textual Information(5) | Board vide resolution passed by circulation on 5.12.2024 had appointed Shri M. Nagaraj as member of the Audit Committee. |
| Textual Information(6) | Board vide resolution passed by circulation on 5.12.2024 had appointed Shri Solomon Arokiaraj as member of the Audit Committee. |
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 | 09398364 | SABITHA BOJAN | Non-Executive - Independent Director | Chairperson | 28-12-2021 | 21-11-2024 | Textual Information(1) |
| 2 | 09402727 | SIYARAM SINGH | Non-Executive - Independent Director | Member | 28-12-2021 | 21-11-2024 | Textual Information(2) |
| 3 | 09833776 | SANJEET | Non-Executive - Nominee Director | Member | 26-04-2023 | 05-12-2024 | Textual Information(3) |
| 4 | 06802660 | SOLOMON AROKIARAJ | Non-Executive - Nominee Director | Chairperson | 05-12-2024 | Textual Information(4) | |
| 5 | 05184848 | M NAGARAJ | Executive Director | Member | 05-12-2024 | Textual Information(5) | |
| 6 | 06630234 | DALJEET SINGH KHATRI | Executive Director | Member | 05-12-2024 | Textual Information(6) | |
Sr Text Block | |
| Textual Information(1) | Consequent upon completion of tenure of Smt. Sabitha Bojan, she ceased to be Non-official (Independent) Director of the Company and accordingly, ceased to be Chairperson of the Nomination & Remuneration Committee. |
| Textual Information(2) | Consequent upon completion of tenure of Dr. Siyaram Singh, he ceased to be Non-official (Independent) Director of the Company and accordingly, ceased to be member of the Nomination & Remuneration Committee. |
| Textual Information(3) | Shri Sanjeet ceased to be member of the Nomination & Remuneration Committee vide resolution by circulation passed by Board on 5.12.2024. |
| Textual Information(4) | Board vide resolution passed by circulation on 5.12.2024 had appointed Shri Solomon Arokiaraj as Chairperson of the Nomination & Remuneration Committee. |
| Textual Information(5) | Board vide resolution passed by circulation on 5.12.2024 had appointed Shri M. Nagaraj as Member of the Nomination & Remuneration Committee. |
| Textual Information(6) | Board vide resolution passed by circulation on 5.12.2024 had appointed Shri Daljeet Singh Khatri as Member of the Nomination & Remuneration Committee. |
Stakeholders Relationship Committee | |||||||
| Whether the Stakeholders Relationship Committee has a Regular Chairperson | No | ||||||
| Sr | DIN Number | Name of Committee members | Category 1 of directors | Category 2 of directors | Date of Appointment | Date of Cessation | Remarks |
| 1 | 09402727 | SIYARAM SINGH | Non-Executive - Independent Director | Chairperson | 28-12-2021 | 21-11-2024 | Textual Information(1) |
| 2 | 09833776 | SANJEET | Non-Executive - Nominee Director | Chairperson | 05-12-2024 | Textual Information(2) | |
| 3 | 09398364 | SABITHA BOJAN | Non-Executive - Independent Director | Member | 28-12-2021 | 21-11-2024 | Textual Information(3) |
| 4 | 05184848 | M NAGARAJ | Executive Director | Member | 05-12-2024 | Textual Information(4) | |
| 5 | 06630234 | DALJEET SINGH KHATRI | Executive Director | Member | 14-08-2024 | ||
Sr Text Block | |
| Textual Information(1) | Consequent upon completion of tenure of Dr. Siyaram Singh, he ceased to be Non-official (Independent) Director of the Company and accordingly, ceased to be Chairperson of the Stakeholders Relationship Committee. |
| Textual Information(2) | Board vide resolution passed by circulation on 5.12.2024 had appointed Shri Sanjeet as Chairperson of the Stakeholders Relationship Committee. |
| Textual Information(3) | Consequent upon completion of tenure of Smt. Sabitha Bojan, she ceased to be Non-official (Independent) Director of the Company and accordingly, ceased to be member of the Stakeholders Relationship Committee. |
| Textual Information(4) | Board vide resolution passed by circulation on 5.12.2024 had appointed Shri M. Nagaraj as member of the Stakeholders Relationship Committee. |
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 | 06630234 | DALJEET SINGH KHATRI | Executive Director | Chairperson | 14-08-2024 | Textual Information(1) | |
| 2 | 05184848 | M NAGARAJ | Executive Director | Member | 20-02-2019 | ||
| 3 | 09394495 | RAVINDRA KUMAR RAY | Non-Executive - Independent Director | Member | 28-12-2021 | 21-11-2024 | Textual Information(2) |
| 4 | 09833776 | SANJEET | Non-Executive - Nominee Director | Member | 05-12-2024 | Textual Information(3) | |
Sr Text Block | |
| Textual Information(1) | Board vide resolution passed by circulation on 5.12.2024 had appointed Shri Daljeet Singh Khatri as Chairperson of the Risk Management Committee.
He was member of the Risk Management Committee for a period from 14.08.2024 to 4.12.2024.
With effect from 5.12.2024, Smt. Madhu Nagrani, Chief Risk Officer is member-cum-convenor of the Risk Managment Committee. |
| Textual Information(2) | Consequent upon completion of tenure of Dr. Ravindra Kumar Ray, he ceased to be Non-official (Independent) Director of the Company and accordingly, ceased to be member of the Risk Management Committee. |
| Textual Information(3) | Board vide resolution passed by circulation on 5.12.2024 had appointed Shri Sanjeet as Member of the Risk Management Committee. |
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 | 05184848 | M NAGARAJ | Executive Director | Chairperson | 03-02-2020 | ||
| 2 | 09394495 | RAVINDRA KUMAR RAY | Non-Executive - Independent Director | Member | 28-12-2021 | 21-11-2024 | Textual Information(1) |
| 3 | 09402727 | SIYARAM SINGH | Non-Executive - Independent Director | Member | 28-12-2021 | 21-11-2024 | Textual Information(2) |
| 4 | 09398364 | SABITHA BOJAN | Non-Executive - Independent Director | Member | 28-12-2021 | 21-11-2024 | Textual Information(3) |
| 5 | 09833776 | SANJEET | Non-Executive - Nominee Director | Member | 05-12-2024 | Textual Information(4) | |
| 6 | 06630234 | DALJEET SINGH KHATRI | Executive Director | Member | 05-12-2024 | Textual Information(5) | |
Sr Text Block | |
| Textual Information(1) | Consequent upon completion of tenure of Dr. Ravindra Kumar Ray, he ceased to be Non-official (Independent) Director of the Company and accordingly, ceased to be member of the Corporate Social Responsibility Committee. |
| Textual Information(2) | Consequent upon completion of tenure of Dr. Siyaram Singh, he ceased to be Non-official (Independent) Director of the Company and accordingly, ceased to be member of the Corporate Social Responsibility Committee. |
| Textual Information(3) | Consequent upon completion of tenure of Smt. Sabitha Bojan, she ceased to be Non-official (Independent) Director of the Company and accordingly, ceased to be member of the Corporate Social Responsibility Committee. |
| Textual Information(4) | Board vide resolution passed by circulation on 5.12.2024 had appointed Shri Sanjeet as member of the Corporate Social Responsibility Committee. |
| Textual Information(5) |
Board vide resolution passed by circulation on 5.12.2024 had appointed Shri Daljeet Singh Khatri as member of the Corporate Social Responsibility Committee. |
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 | 26-07-2024 | Yes | 7 | 7 | 3 | |||
| 2 | 12-08-2024 | 16 | Yes | 7 | 7 | 3 | ||
| 3 | 25-09-2024 | 43 | Yes | 8 | 8 | 3 | ||
| 4 | 29-10-2024 | 33 | Yes | 8 | 6 | 2 | ||
| 5 | 21-11-2024 | 22 | Yes | 8 | 6 | 2 | ||
| 6 | 16-12-2024 | 24 | No | 5 | 5 | 0 | ||
Annexure 1 | ||||||||||
IV. Meeting of Committees | ||||||||||
| Disclosure of notes on meeting of committees explanatory | ||||||||||
| 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 | 12-08-2024 | Yes | 4 | 4 | 3 | 0 | |||
| 2 | Audit Committee | 25-09-2024 | 43 | Yes | 4 | 4 | 3 | 0 | ||
| 3 | Audit Committee | 29-10-2024 | 33 | Yes | 4 | 3 | 2 | 0 | ||
| 4 | Audit Committee | 21-11-2024 | 22 | Yes | 4 | 3 | 2 | 0 | ||
| 5 | Stakeholders Relationship Committee | 25-09-2024 | Yes | 3 | 3 | 2 | 0 | |||
| 6 | Stakeholders Relationship Committee | 29-10-2024 | 33 | 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 | Nomination and remuneration committee | 26-07-2024 | Yes | 3 | 3 | 2 | 0 | |||
| 8 | Nomination and remuneration committee | 12-08-2024 | 16 | Yes | 3 | 3 | 2 | 0 | ||
| 9 | Nomination and remuneration committee | 25-09-2024 | 43 | Yes | 3 | 3 | 2 | 0 | ||
| 10 | Nomination and remuneration committee | 29-10-2024 | 33 | Yes | 3 | 3 | 2 | 0 | ||
| 11 | Corporate Social Responsibility Committee | 26-07-2024 | Yes | 5 | 5 | 3 | 0 | |||
| 12 | Corporate Social Responsibility Committee | 12-08-2024 | 16 | Yes | 5 | 5 | 3 | 0 | ||
| 13 | Corporate Social Responsibility Committee | 25-09-2024 | 43 | Yes | 5 | 5 | 3 | 0 | ||
| 14 | Corporate Social Responsibility Committee | 29-10-2024 | 33 | Yes | 4 | 3 | 2 | 0 | ||
| 15 | Corporate Social Responsibility Committee | 21-11-2024 | 22 | Yes | 4 | 3 | 2 | 0 | ||
| 16 | Corporate Social Responsibility Committee | 16-12-2024 | 24 | Yes | 3 | 3 | 0 | 0 | ||
| 17 | Risk Management Committee | 21-11-2024 | Yes | 3 | 2 | 0 | 0 | |||
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 | NA | |
| 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 | |
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 | No | |
| 2 | The composition of the following committees is in terms of SEBI(Listing obligations and disclosure requirements) Regulations, 2015 a. Audit Committee | No | |
| 3 | The composition of the following committees is in terms of SEBI(Listing obligations and disclosure requirements) Regulations, 2015. b. Nomination & remuneration committee | No | |
| 4 | The composition of the following committees is in terms of SEBI(Listing obligations and disclosure requirements) Regulations, 2015. c. Stakeholders relationship committee | No | |
| 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) | No | |
| 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 | Vikas Goyal |
| 2 | Designation | Company Secretary and Compliance Officer |
Text Block | |
| Textual Information(1) | Consequent upon completion of tenure of 3 Independent Directors, namely, Dr. Ravindra Kumar Ray, Dr. Siyaram Singh and Smt. Sabitha Bojan, all Independent Directors ceased to be Directors on the Board of HUDCO. Accordingly, as on 31st December, 2024, Board of HUDCO consists of 5 Directors, comprising 3 Functional Directors (including Chairman & Managing Director), 2 Government Nominee Directors and NIL Independent Directors against the requirement of 5 Independent Directors. The power to appoint directors vests with the President of India exercised through Administrative Ministry, i.e., MoHUA. MoHUA has already been requested to fill the vacancy of Independent Directors. |
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 | |
| Other details of cyber security incidence or breaches or loss of data event | Textual Information(1) | |
| 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 |
Text Block | |
| Textual Information(1) | Not Applicable
|
Signatory Details | |
| Name of signatory | Vikas Goyal |
| Designation of person | Company Secretary and Compliance Officer |
| Place | New Delhi |
| Date | 27-01-2025 |