Integrated Filing-Governance



General information about company

Scrip Code 532859
NSE Symbol HGS
MSEI Symbol NOTLISTED
ISIN INE170I01016
Name of the entity Hinduja Global Solutions Limited
Date of start of financial year 01-Apr-2025
Date of end of financial year 31-Mar-2026
Reporting Quarter Yearly
Date of Quarter Ending 31-Mar-2026
Type of company Equity
Whether Annexure I (Part A) of the SEBI Circular dated December 31, 2024 related to Compliance Report on Corporate Governance is applicable to the entity? Yes
Whether Annexure I (Part B) of the SEBI Circular dated December 31, 2024 related to Investor Grievance Redressal Report is Applicable to the entity? Yes
Whether Annexure I (Part C) of the SEBI Circular dated December 31, 2024 related to Disclosure of Acquisition of Shares or Voting Rights in Unlisted Companies is Applicable to the entity? No
Reason For Part C Of Annexure I Disclosure Of Acquisition Of Shares OrVotingRightsInUnlistedCompaniesIsNotApplicableToTheEntity Disclosure of Acquisition of shares or voting rights in unlisted companies is not applicable to the Company.
Whether Annexure I (Part D) of the SEBI Circular dated December 31, 2024 related to Disclosure of Imposition of Fine or Penalty is Applicable to the entity? No
Reason For Part D Of Annexure I Disclosure Of Imposition Of Fine Or Penalty Is Not Applicable To The Entity No Disclosure of imposition of fine or penalty is applicable to the entity during the quarter.
Whether Annexure I (Part E) of the SEBI Circular dated December 31, 2024 related to Disclosure of Updates to Ongoing Tax Litigations or Disputes is Applicable to the entity? Yes
Whether Annexure I (Part F) of the SEBI Circular dated December 31, 2024 related to Disclosure Of Loans / Guarantees / Comfort Letters / Securities Etc. is Applicable to the entity? Yes
Risk management committee Yes
Market Capitalisation as per immediate previous Financial Year Top 1000 listed entities
Is SCORE ID Available ? Yes
SCORE Registration ID h00092
Reason For No SCORE ID
Type of Submission New
Remarks (website dissemination)



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
Whether the listed entity has a Regular Chairperson Yes
Whether Chairperson is related to MD or CEO No Disqualification of Directors under section 164 of the Companies Act, 2013
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 Whether the director is disqualified? Start Date of disqualification End Date of disqualification Details of disqualification Current status 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 Mr. Ashok P. Hinduja 00123180 Non-Executive - Non Independent Director Chairperson related to Promoter 15-Jul-1950 No Active Yes 27-Sep-2024 19-Dec-2022 1 0 0 0
2 Ms. Bhumika Batra 03502004 Non-Executive - Independent Director Not Applicable 11-Aug-1981 No Active NA 04-Sep-2019 04-Sep-2024 78.26 4 4 8 4
3 Mr. Ganesh Natarajan 00176393 Non-Executive - Independent Director Not Applicable 18-Jan-1957 No Active NA 30-Sep-2019 30-Sep-2024 78 4 3 5 1
4 Mr. Pradeep Udhas 02207112 Non-Executive - Independent Director Not Applicable 13-Oct-1958 No Active NA 25-Aug-2022 25-Aug-2022 43.06 4 4 5 1
5 Mr. Munesh Khanna 00202521 Non-Executive - Independent Director Not Applicable 12-May-1962 No Active NA 19-Dec-2022 19-Dec-2022 39.12 6 6 10 4
6 Mr. Vynsley Fernandes 02987818 Executive Director Not Applicable 30-Jan-1969 No Active NA 14-Nov-2022 14-Nov-2025 1 0 1 0
7 Mr. Amit Saharia 10652099 Non-Executive - Non Independent Director Not Applicable 13-May-1978 No Active NA 25-Sep-2025 1 0 2 0



Annexure 1

II. Composition of Committees
Disclosure of notes on composition of committees explanatory



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 02207112 Pradeep Udhas Non-Executive - Independent Director Chairperson 13-Feb-2023
2 03502004 Bhumika Batra Non-Executive - Independent Director Member 30-Sep-2019
3 00176393 Ganesh Natarajan Non-Executive - Independent Director Member 30-Sep-2019
4 10652099 Amit Saharia Non-Executive - Non Independent Director Member 30-Sep-2025



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 02207112 Pradeep Udhas Non-Executive - Independent Director Chairperson 30-Sep-2025
2 03502004 Bhumika Batra Non-Executive - Independent Director Member 30-Sep-2019
3 10652099 Amit Saharia Non-Executive - Non Independent Director Member 30-Sep-2025



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 03502004 Bhumika Batra Non-Executive - Independent Director Chairperson 30-Sep-2019
2 00176393 Ganesh Natarajan Non-Executive - Independent Director Member 30-Sep-2019
3 10652099 Amit Saharia Non-Executive - Non Independent Director Member 30-Sep-2025



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 03502004 Bhumika Batra ID Chairperson 18-Jun-2021
2 02207112 Pradeep Udhas ID Member 13-Feb-2023
3 10652099 Amit Saharia NED Member 30-Sep-2025



Annexure 1
III. Meeting of Board of Directors
Disclosure of notes on meeting of board of directors explanatory
Sr 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) 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 10-Nov-2025 Yes 7 7 4
2 10-Feb-2026 91 Yes 7 7 4
3 31-Mar-2026 48 Yes 7 7 4



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 10-Nov-2025 Yes 4 4 3 0
2 Audit Committee 10-Feb-2026 91 Yes 4 4 3 0
3 Risk Management Committee 07-Jan-2026 Yes 3 3 2 0
4 Nomination and remuneration committee 10-Nov-2025 Yes 3 3 2 0
5 Stakeholders Relationship Committee 16-Mar-2026 Yes 3 3 2 0



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:



Annexure 1
Sr Subject Compliance status
1 Name of signatory Narendra Singh
2 Designation Company Secretary and Compliance Officer



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
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



Annexure II to be submitted by listed entity at the end of the financial year (for the whole of financial year)
I. Disclosure on website in terms of LODR Regulation
Sr Item Compliance status (Yes/No/NA) If status is No details of non-compliance may be given here. Web address
1.1 Details of business Yes https://hgs.com/investors/
1.2 Memorandum of Association and Articles of Association Yes https://hgs.com/wp-content/uploads/2025/02/MOA-and-AOA-Final.pdf
1.3 Brief profile of board of directors including directorship and full time positions in body corporates Yes https://hgs.com/wp-content/uploads/2025/11/Director-profile.pdf
2 Terms and conditions of appointment of independent directors Yes https://hgs.com/investors/
3 Composition of various committees of board of directors Yes https://hgs.com/investors/committees-of-the-board/
4 Code of conduct of board of directors and senior management personnel Yes https://hgs.com/wp-content/uploads/2023/10/HGS-Code-of-Conduct-for-Board-Members-Sr-Mgt-Personnel.pdf
5 Details of establishment of vigil mechanism or whistle blower policy Yes https://hgs.com/investors/corporate-policies/
6 Criteria of making payments to non-executive directors Yes https://hgs.com/investors/
7 Policy on dealing with related party transactions Yes https://hgs.com/investors/corporate-policies/
8 Policy for determining material subsidiaries Yes https://hgs.com/investors/corporate-policies/
9 Details of familiarization programmes imparted to independent directors Yes https://hgs.com/investors/
10 Contact information of the designated officials of the listed entity who are responsible for assisting and handling investor grievances Yes https://hgs.com/investors/
11 Email address for grievance redressal and other relevant details Yes https://hgs.com/investors/
12 Financial results Yes https://hgs.com/investors/
13 Shareholding pattern Yes https://hgs.com/investors/
14 Details of agreements entered into with the media companies and/or their associates NA
15.1 Schedule of analyst or institutional investor meet and presentation prepared by listed entity for analyst or institutional investor meet Yes https://hgs.com/investors/
15.2 Audio or video recordings and transcripts of post earnings/quarterly calls Yes https://hgs.com/investors/
16 New name and the old name of the listed entity NA
17 Advertisements as per regulation 47 (1) Yes https://hgs.com/investors/
18 Credit rating or revision in credit rating obtained Yes https://hgs.com/investors/other-reports/
19 Separate audited financial statements of each subsidiary of the listed entity Yes https://hgs.com/investors/
20 Secretarial compliance report Yes https://hgs.com/investors/
21 Materiality policy as per regulation 30 (4) Yes https://hgs.com/investors/corporate-policies/
22 Disclosure of contact details of KMP who are authorized for the purpose of determining materiality as required under regulation 30(5) Yes https://hgs.com/investors/
23 Disclosures under regulation 30(8) Yes https://hgs.com/investors/
24 Statements of deviation(s) or variations(s) as specified in regulation 32 NA
25 Dividend distribution policy as specified in regulation 43A (1) Yes https://hgs.cx/investors/corporate-policies/
26.1 Annual return as provided under section 92 of the Companies Act 2013 Yes https://hgs.cx/investors/
26.2 Employee benefit scheme documents framed in terms of SEBI (SBEB) regulations 2021
27 Confirmation that the above disclosures are in a separate section as specified in regulation 46(2) Yes https://hgs.com/investors/
28 Compliance with regulation 46(3) with respect to accuracy of disclosures on the website and timely updation Yes https://hgs.com/investors/
29 Disclosure of notes on website in terms of Listing Regulations explanatory


Annexure II
II. Annual Affirmations
Sr Particulars Regulation Number Compliance status (Yes/No/NA) If status is No details of non-compliance may be given here.
1 Independent director(s) have been appointed in terms of specified criteria of independence and/or eligibility 16(1)(b) Yes
2 Board Composition 17(1), 17(1A) & 17(1C), 17(1D) & 17(1E) Yes
3 Meeting Of Board Of Directors 17(2) Yes
4 Quorum of board meeting 17(2A) Yes
5 Review of Compliance Reports 17(3) Yes
6 Plans for orderly succession for appointments 17(4) Yes
7 Code of Conduct 17(5) Yes
8 Fees/compensation 17(6) Yes
9 Minimum Information 17(7) Yes
10 Compliance Certificate 17(8) Yes
11 Risk Assessment & Management 17(9) Yes
12 Performance Evaluation of Independent Directors 17(10) Yes
13 Recommendation of Board 17(11) Yes
14 Maximum number of Directorships 17A Yes
15 Composition of Audit Committee 18(1) Yes
16 Meeting of Audit Committee 18(2) Yes
17 Role of Audit Committee and information to be reviewed by the audit committee 18(3) Yes
18 Composition of nomination & remuneration committee 19(1) & (2) Yes
19 Quorum of Nomination and Remuneration Committee meeting 19(2A) Yes
20 Meeting of Nomination and Remuneration Committee 19(3A) Yes
21 Role of Nomination and Remuneration Committee 19(4) Yes
22 Composition of Stakeholder Relationship Committee 20(1), 20(2) & 20(2A) Yes
23 Meeting of Stakeholders Relationship Committee 20(3A) Yes
24 Role of Stakeholders Relationship Committee 20(4) Yes
25 Composition and role of risk management committee 21(1),(2),(3),(4) Yes
26 Meeting of Risk Management Committee 21(3A) Yes
27 Quorum of Risk Management Committee meeting 21(3B) Yes
28 Gap between the meetings of the Risk Management Committee 21(3C) Yes
29 Vigil Mechanism 22 Yes
30 Policy for related party Transaction 23(1), (1A), (5), (6), & (8) Yes
31 Prior or Omnibus approval of Audit Committee for all related party transactions 23(2), (3) Yes
32 Approval for material related party transactions 23(4) Yes
33 Disclosure of related party transactions on consolidated basis 23(9) Yes
34 Composition of Board of Directors of unlisted material Subsidiary 24(1) Yes
35 Other Corporate Governance requirements with respect to subsidiary of listed entity 24(2),(3),(4),(5) & (6) Yes
36 Alternate Director to Independent Director 25(1) NA
37 Maximum Tenure 25(2) Yes
38 Appointment, Re-appointment or removal of an Independent Director through special resolution or the alternate mechanism 25(2A) Yes
39 Meeting of independent directors 25(3) & (4) Yes
40 Familiarization of independent directors 25(7) Yes
41 Declaration from Independent Director 25(8) & (9) Yes
42 Directors and Officers insurance 25(10) Yes
43 Confirmation with respect to appointment of Independent Directors who resigned from the listed entity 25(11) NA
44 Memberships in Committees 26(1) Yes
45 Affirmation with compliance to code of conduct from members of Board of Directors and Senior management personnel 26(3) Yes
46 Policy with respect to Obligations of directors and senior management 26(2) & 26(5) Yes
47 Approval of the Board and shareholders for compensation or profit sharing in connection with dealings in the securities of the listed entity 26(6) NA
48 Vacancies in respect Key Managerial Personnel 26A(1) & 26A(2), 26A(3) NA
Any other information to be provided - Add Notes



Annexure II
III. Affirmations
Sr Particulars Compliance status (Yes/No/NA)
1 The Listed Entity has approved Material Subsidiary Policy and the Corporate Governance requirements with respect to subsidiary of Listed Entity have been complied Yes
Any other information to be provided



Annexure II
1 Name of signatory Narendra Singh
2 Designation Company Secretary and Compliance Officer



Additional Half yearly Disclosure
Any Other Information for Disclosure of Loans / Guarantees / Comfort Letters / Securities Etc.
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 159500000 499500000
Promoter Group or any other entity controlled by them 1296300000 206300000
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(1)
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
Name Mahesh Kumar Nutalapati
Designation Chief Financial Officer
Place Mumbai
Date 27-Apr-2026



Text Block
Textual Information(1) The Company has issued letter of comfort for loan of Rs.75 crores availed by IndusInd Media and Communications Limited, subsidiary of the Company. The Company has also given a corporate guarantee of US$ 60.5 million to Standard Chartered Bank for the loan of US$ 55 million availed by HGS CX Technologies Inc., a wholly owned Subsidiary of the Company. Further the Company has also given Guarantee of CAD 40 mn to Metrolinx, a Canadian public sector organization, for executing the contract for Digital Services and Back Office Services by HGS Canada Inc. a step down Wholly Owned Subsidiary of the Company.



Signatory Details
Name of signatory Narendra Singh
Designation of person Company Secretary and Compliance Officer
Place Mumbai
Date 27-Apr-2026


Investor Grievance Details
No. of investor complaints pending at the beginning of Quarter 0
No. of investor complaints received during the Quarter 1
No. of investor complaints disposed off during the Quarter 1
No. of investor complaints those remaining unresolved at the end of the Quarter 0


Disclosure of Acquisition of Shares or Voting Rights in Unlisted Companies-
The details of acquisition of shares or voting rights in unlisted companies during the quarter in terms of sub-para 1 of para A of Part A of Schedule III are given below
Any Other Information for Disclosure of Acquisition of Shares or Voting Rights in Unlisted Companies
Sr. No. Name of the unlisted company in which shares or voting rights have been acquired Date of acquisition Aggregate holding (% shares or voting rights) as at the end of the previous quarter % shares or voting rights acquired during the quarter Aggregate holding (% shares or voting rights) as at the end of the quarter


Disclosure of Imposition of Fine or Penalty
The details of imposition of fine or penalty during the quarter in terms of sub-para 20 of para A of Part A of Schedule III are given below:
Any Other Information for Disclosure of Imposition of Fine or Penalty
Sr. No. Name of the authority Nature and details of the action(s) taken or order(s) passed Date of receipt of direction or order, including any ad interim or interim orders, or any other communication from the authority Details of the violation(s)/ contravention(s) committed or alleged to be committed Impact on financial, operation or other activities of the listed entity, quantifiable in monetary terms to the extent possible


Disclosure of Updates to Ongoing Tax Litigations or Disputes
The updates on tax litigations or disputes in terms of sub-para 8 of para B of Part A of Schedule III read with corresponding provisions of Annexure 18 of the Master Circular are given below:

Any Other Information for Disclosure of Updates to Ongoing Tax Litigations or Disputes
Sr. No. Name of the opposing party Date of initiation of the litigation / dispute Status of the litigation / dispute as per last disclosure Current status of the litigation / dispute
1 Custom Authority 10-Apr-2019 IndusInd Media & Communications Limited (IMCL), subsidiary of Hinduja Global Solutions Limited ('HGSL' or 'Company'), has imported STB and paid CVD at thetime of Import. The STB in turn installed at Customer premises against activation charge on which service tax is paid to provide Cable TVservices, which is a taxable output services. The STBs are capitalized in the Books of accounts and Company had claimed Input credit of CVD paid on capital Goods i.e. STB as the same are directly used to provide output services. Department has issued SCN denying theclaim saying that the services provided by the MSO is not directly related to the end customers and hence is not eligible for CENVAT credit (Amount involved Rs.95.55 Crore). Appeal filed with CESTAT on 10.04.2019. Matter pending before the CESTAT,will be heard in due course. The status of the matter remains the same as reported in last quarter.
2 DCIT, Central Circle 2(3), Mumbai. 29-Sep-2025 Penalty of INR 18,66,12,144 has been levied by the Assessing Officer (AO) underSection 271(1)(c) of the Income Tax Act, 1961 for Assessment Year 2012-13 foralleged concealment of income. This penalty predominantly pertains todisallowance of set-off of unabsorbed depreciation and brought forward businesslosses, which was claimed by the Company in its return of income (original andrevised income tax returns filed on 28.09.2012 and 29.03.2014 respectively).The tax officer denied set-off of these losses citing absence of supportingdocuments to evidence the business losses and unabsorbed depreciation in theprevious years going back to 1996-97. The Company is of the opinion that thelevy of penalty is based on the incorrect fact that business losses and unasorbeddepreciation were concealed whereas the Company had disclosed the sameyear-on-year in its tax return. The Company has filed an appeal beforeCommissioner of Income-tax (Appeals) [CIT(A)] against the said penalty order.The Company strongly believes that this penalty order is not tenable before theCIT(A) itself. Appeal has been filed. The status of the matter remains the same as reported in last quarter.
3 DCIT, Central Circle 2(3), Mumbai. 30-Mar-2026 Not applicable Tax officer has completed the reassessment proceedings for Assessment Year 2021-22 (Financial Year 2020-21) disallowing the foreign exchange loss (net) INR 34,31,95,000 to the returned income. The tax officer has raised a tax demand of INR 8,54,65,134 and interest of INR 6,94,51,696 aggregating to INR 15,49,16,830. The tax officer has cited the absence of breakup of forex as to transaction level forex losses (net) and unrealized forex losses (net) (including that of the Phillipines branch of the Company) as the reason. The Company believes that it had filed the information requested during the course of assessment proceedings. The Company has claimed the aforementioned expenses in line with applicable provisions of section 43AA of Income-tax Act, 1961 read with applicable Income Computation and Disclosure Standards. It is in process of filing an appeal before the Commissioner of Income-tax (Appeals) against this assessment order. Further, there are multiple mistakes apparent from record in the assessment order against which the Company has filed rectification application dated 15 April 2026, which once rectified, will reduce tax demand INR 8,58,61,434 and interest to INR 1,74,65,893 aggregating to INR 10,33,27,327.
4 Pr. Commissioner of Customs (Port) - Kolkata 26-Sep-2024 Writ petition was filed before Calcutta High Court, to quash the Show Cause Notice received on 26 Sep 2024, for the FY 2015-16 to FY2018-19 (4 years), on Jurisdiction. Subsequently, letter received from Kolkata Customs House on 27 Feb 2025 transferring the matter to call book list in compliance with the Calcutta High Court ('HC') order dated 14 Feb 2025 wherein interim stay was granted by the HC until the disposition of the writ petition on the grounds that Customs authorities have no jurisdiction to issue the show-cause notice on the subject matter of SEIS scrips issued by the issuing authority (Amount involved- INR 16,34,68,797). Proceedings are transferred to the call book list of Kolkata Customs, as per HC stay order. The status of the matter remains the same as reported in last quarter.
5 Income Tax- GAAR Panel 23-Oct-2024 On 23rd Oct 2024, Income Tax Department has issued a Show Cause Notice (SCN) on why General Anti- Avoidance Rules should not be invoked in relation to the demerger of NDL's media business into HGS. HGS filed its response to the SCN on 5th Dec'24 detailing why GAAR should not be applicable. On 13th Jan 2025, the Principal Commissioner Income Tax (PCIT) issued a SCN stating that he has reviewed the SCN and still holds the view that GAAR should be invoked. HGSL was given time to reply to SCN and make submissions by 28th Jan' 2025. HGS filed detailed submissions on February 21, 2025 and on March 10, 2025. There was a personal hearing before the PCIT on March 10, 2025. The Secretary GAAR panel communicated vide email dated 8 July 2025 to file a rejoinder by 28 July 2025, against the PCIT's reference to the GAAR panel on 31 March 2025. HGS has sought extension of time to file the rejoinder till 11 August 2025. (Amount involved for AY 2022-23- INR 281,59,50,487 as per Form 3CEIA of PCIT filed before the GAAR panel) further adjourned to 18 Aug 2025. GAAR panel first hearing took place on 18 August 2025 wherein Income tax department made a detailed submission before the panel and HGSL provided factual information about the demerger of DMC division of NXT digital with HGSL. Second hearing was scheduled for 15 September 2025 vide hearing notice dated 28 August 2025 and a rejoinder was filed by HGSL with the GAAR panel on 11 September 2025. The third hearing before GAAR panel happened on 15 October 2025 wherein both HGSL and the Income tax department, represented their respective submissions before the panel. Subsequently, a corrigendum was filed by the Revenue department on 15 October 2025 ( dated Sept.15th, 2025), without any prior notice to the Company. In response to which HGSL sought sufficient time, from the GAAR panel, to respond with detailed annexures and supporting documents. Panel stated that they will go through both parties' submission and pass draft order for AY22-23 and AY23-24. GAAR Panel may pass draft order for AY 2022-23 and AY 2023-24. The GAAR Panel stated that they will go through both parties' submission and pass its order for AY 22-23 and AY 23-24. HGSL sought sufficient time, from the GAAR panel, to respond with detailed annexures and supporting documents vide its letter dated 20 October 2025. The GAAR panel passed an order on 30 October2025, characterizing the demerger of NXT Digital’s DMC business with HGS as an “impermissible avoidance arrangement” and directed the Deputy Commissioner of Income-tax (DCIT-AO) to disregard the brought forward losses of the demerged entity, i.e., NXT Digital with the income of the resulting company, i.e., HGSL. As per the communication, total tax reduction of the Company was Rs. 281.59 Crore. Further, during the course of assessment proceedings for AY 2022-23 and AY 2023-24, the Assistant Commissioner of Income-tax has issued a notice asking for certain details on compuation of capital gains on sale of healthcare business. Tax officer is seeking to recharacterise and attribute consideration actually attributed to other jurisdictions to India and has asked for justification as to why the sale consideration earned by the Company in India should not be increased by INR 1245,67,30,765 (approximate capital gains tax impact of INR 285 crores). The Company believes that the attribution sought by the tax officer is not tenable in law and is without any valid basis. The Company is in the process of filing a detailed response to the same. No order has been passed by the tax officer on GAAR related matter. The Company had challenged the above direction and filed a writ petition in the Hon’ble High Court of Judicature at Bombay. The Hon’ble Bombay High Court heard the writ petition on December 19, 2025 and has passed an interim relief order in favour of the Company stating that: (a) the petition filed by the Company is admitted; and (b) in the interim, granted a stay on implementation of the said direction of GAAR Panel providing the interim relief to the Company. The Hon’ble High Court would further hear the matter. The matter is currently sub-judice before the Hon’ble Bombay High Court. The next date of hearing is 24th April 2026.