General information about company |
Scrip Code* | 543917 |
NSE Symbol* | SIGMA |
MSEI Symbol | NOTLISTED |
ISIN | INE0A0S01010 |
Name of the listed entity | SIGMA SOLVE LIMITED |
Date of start of financial year | 01-04-2024 |
Date of end of financial year | 31-03-2025 |
Date of Reporting to Exchange | 26-05-2025 |
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 | MUKESH H SHAH AND CO |
Name of the practicing Company Secretary issuing the report | MUKESH H SHAH |
Membership Type | FCS |
ACS/FCS No. | 5827 |
UDIN | F005827G000421583 |
CP No. | 2213 |
Place of PCS | AHMEDABAD |
PCS Report Date | 23-05-2025 |
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 |
8 | Specify any other regulation applicable to the Company |
1 | The Depositories Act, 1996 (Deositories and Participation) Regulations, 2018 | 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 | SEBI has in its Show Cause Notice alleged that, the Listed Entity was required to disclose in the offer document all material disclosures which are true and adequate so as to enable the applicants to take an informed investment decision. Further the listed entity was required to submit statement on quarterly basis on deviation in utilization of issue proceeds to the stock exchange and make disclosure of the same in Director’s Report. | Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 | a) Reg. 245(1) of SEBI(ICDR)Reg., 2018 b) b) Reg. 32(1) r/w. Clause (b) of sub clause 4 of SEBI Circular No. CIR/CFD/CMD1.162/2019 dated December 24, 2019 c) 32(4) of SEBI(LODR)Reg., 2015 to the Company. | The matter is pending with SEBI | SEBI | | Other | Action is not yet tkane | The matter is pending with SEBI | | The matter is pending with SEBI | The Management has appointed an Advocate and asked the SEBI for inspection of documents with respect to the SCN and also they sought for extension of time to furnish an appropriate reply to the notice. | The Reply from the Company to the SCN is pending. |
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 | The Listed Entity shall appoint a qualified company secretary as the compliance officer. Further any vacancy in the office of the Compliance Officer shall be filled by the listed entity at the earliest and in any case not later than Six months from the date of such vacancy. | Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 | 6(1A) | fine | Stock Exchange | | Fine | | The Listed Entity has delayed the appointment of Company Secretary by 79 Days in December-2023 Quarter | 79000 | The Company has not appointed a CS to fill the Casual Vacancy till 14th October, 2023 viz. 6(Six) months from the date of such casual vacancy. However, Company has appointed CS w.e.f. 19th March, 2024. | The Company has not appointed a CS to fill the Casual Vacancy till 14th October, 2023 viz. 6(Six) months from the date of such casual vacancy. However, Company has appointed CS w.e.f. 19th March, 2024. | The Company has not appointed a CS to fill the Casual Vacancy till 14th October, 2023 viz. 6(Six) months from the date of such casual vacancy. However, Company has appointed CS w.e.f. 19th March, 2024. | The Compnay had appoint CS | The Company was unable to find a suitable candidate within the prescribed time. The Company has paid the Fine imposed by NSE on 06th March, 2024. Further the Company has made a waiver request on 21st March, 2024 for the said Fine along with the Fine that may arise for the same non-compliance in March 2024 Quarter. | |
2 | The Listed Entity shall appoint a qualified company secretary as the compliance officer. Further any vacancy in the office of the Compliance Officer shall be filled by the listed entity at the earliest and in any case not later than Six months from the date of such vacancy. | Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 | 6(1A) | Fine | Stock Exchange | | Fine | | The Listed Entity has delayed the appointment of Company Secretary by 79 Days in December-2023 Quarter | 79000 | The Company has not appointed a CS to fill the Casual Vacancy till 14th October, 2023 viz. 6(Six) months from the date of such casual vacancy. However, Company has appointed CS w.e.f. 19th March,2024 | The Company has not appointed a CS to fill the Casual Vacancy till 14th October, 2023 viz. 6(Six) months from the date of such casual vacancy. However, Company has appointed CS w.e.f. 19th March,2024 | The Company has not appointed a CS to fill the Casual Vacancy till 14th October, 2023 viz. 6(Six) months from the date of such casual vacancy. However, Company has appointed CS w.e.f. 19th March, 2024. | The Company had appointed CS | The Company was unable to find a suitable candidate within the prescribed time. The Company has paid the Fine imposed by NSE on 06th March, 2024. Further the Company has made a waiver request on 21st March, 2024 for the said Fine along with the Fine that may arise for the same non-compliance in March 2024 Quarter. | |
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 | Yes | |
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 | NA | Approval obtained |
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 | The Company has generally disclosed all material events expect is some cases it has delayed in disclosure of Material Events |
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 | Refer Table (a) & (b) Above |
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 has been no changes in the Auditors during the Review Period. |