Hindustan Appliances Limited is an Indian listed entity (BSE: **531918**) primarily operating as a holding company with a strategic focus on the **Construction Business**. The company manages its operations through a consolidated structure involving two **wholly owned subsidiaries** based in India. The group is currently characterized by a lean operational profile, a net debt-free standalone balance sheet, and a long-term governance framework designed to provide leadership stability through **2029**. --- ### **Corporate Structure and Subsidiary Portfolio** The company’s business model is executed through its consolidated interests in two key Indian entities. Hindustan Appliances Limited maintains **100% ownership** and control over these subsidiaries, which represent the group's primary operational reach. | Name of the Entity | Relationship | Country of Origin | | :--- | :--- | :--- | | **Jogindra Exports Limited** | Wholly Owned Subsidiary | India | | **Kshanika Trading Limited** | Wholly Owned Subsidiary | India | The group identifies the **Construction Business** as its sole principal operating and reporting segment under **Ind AS 108**. Despite this classification, the company maintains a minimal physical footprint, reporting **no immovable property** in the form of capital assets and **no Capital Work in Progress (CWIP)** for tangible or intangible assets. --- ### **Operational Performance and Revenue Status** Recent financial cycles indicate a period of operational dormancy or transition for the subsidiaries. The group prepares its financial statements on an **accrual and going concern basis** using the **historical cost convention**, with specific financial instruments measured at fair value. * **Revenue Generation:** For the nine-month period ending in **2025** and the full fiscal year **2024**, the subsidiaries reported **Rs. Nil** total revenue. * **Profitability:** The group reported a marginal net loss of **Rs. 0.33 lakhs** for the nine-month period ending in **2025**. * **Cash Flow Dynamics (FY 2023-24):** * **Net Profit Before Taxation:** **Rs. 13.68 lakhs** * **Operating Profit before Working Capital Changes:** **(Rs. 41.32 lakhs)** * **Net Cash Outflow from Operating Activities:** **(Rs. 54.25 lakhs)** * **Interest Received (Investing Activities):** **Rs. 55.00 lakhs** --- ### **Capital Structure and Equity Composition** The company’s equity is listed on the **Bombay Stock Exchange (BSE)**. Management has actively pursued the dematerialization of shares to enhance market liquidity and transparency. **Shareholding Distribution (as of March 31, 2025):** * **NSDL (Dematerialized):** **6,597,735 shares** (**65.81%**) * **CDSL (Dematerialized):** **574,665 shares** (**5.73%**) * **Physical Form:** **2,853,600 shares** (**28.46%**) * **Total Issued Capital:** **10,026,000 shares** (**100.00%**) The company has **no outstanding GDRs, ADRs, Warrants**, or other convertible instruments. Furthermore, as the company falls outside the top 1,000 listed entities by market capitalization, it is currently exempt from **Business Responsibility and Sustainability Reporting (BRSR)** and **Corporate Social Responsibility (CSR)** mandates under Section 135. --- ### **Strategic Governance and Leadership Mandates (2024–2030)** The company’s current strategy prioritizes **leadership stability** and **governance strengthening**. By securing long-term mandates for its executive and oversight functions, the company aims to maintain a consistent regulatory and operational framework. | Role | Appointee | Tenure / Period | Key Strategic Terms | | :--- | :--- | :--- | :--- | | **Managing Director** | Mr. Kalpesh Rameshchandra Shah | **Oct 2024 – Oct 2029** | Re-appointed for **5 years**; serving **without remuneration** to maintain a lean cost structure. | | **Independent Director** | Mr. Hitesh Popatlal Sangoi | **FY 2024 – FY 2029** | Appointed for a **5-year term** to ensure objective board oversight. | | **Independent Director** | Mr. Girish Manilal Boradia | **FY 2024 – FY 2029** | Appointed for a **5-year term** to enhance compliance. | | **Secretarial Auditor** | M/s. D. Kothari and Associates | **FY 2025-26 – FY 2029-30** | Appointed for a **5-year cycle** to ensure rigorous statutory transparency. | --- ### **Financial Position and Liquidity Management** Hindustan Appliances Limited maintains a disciplined **Capital Management framework** focused on optimizing leverage and diversifying financing sources. #### **Consolidated Leverage Profile** The group maintains a stable gearing ratio, showing slight deleveraging over the last three fiscal years. * **Total Liabilities (2025):** **3,612.34** * **Cash & Cash Equivalents (2025):** **890.11** * **Net Debt (2025):** **2,722.23** * **Net Gearing Ratio (2025):** **1.86** (down from **1.89** in 2023) #### **Standalone Financial Strength** On a standalone basis, the company is **net debt-free**, with cash reserves significantly outweighing total liabilities. * **Total Liabilities (2025):** **2.9** * **Cash & Cash Equivalents (2025):** **884.2** * **Net Debt:** **(881.3)** (Negative debt indicates a surplus cash position) --- ### **Risk Mitigation and Internal Controls** The company operates under a formal **Risk Management Policy** and a **Code of Conduct for Prohibition of Insider Trading** to protect **Unpublished Price Sensitive Information (UPSI)**. | Risk Category | Mitigation Strategy | | :--- | :--- | | **Market & Price Risk** | Use of **derivative instruments** to manage fair value fluctuations within policy boundaries. | | **Liquidity Risk** | Maintenance of **marketable securities** and **committed credit facilities**; monitored by the Treasury department. | | **Credit Risk** | Continuous monitoring of counterparty exposures and diversified funding sources. | | **Interest Rate Risk** | Strategic use of financial products and access to local financial markets to optimize funding costs. | **Internal Control Status:** As of **June 2025**, the company’s periodic testing of financial designs and operations revealed **no reportable material weaknesses**. The company continues to utilize rolling **cash flow forecasts** to manage currency and commodity price volatility in global markets.