Investor Information

Disclosure Reg. 46(2)(a) of SEBI LODR Regulations, 2015

Incorporation details

Company name

Switching Technologies Gunther Limited

CIN

L29142TN1988PLC015647

Date of incorporation

27 April 1988

ROC

ROC Chennai

Registered office in MCA record dated 26 October 2026

714A, Spencer Plaza, Phase II, 7th Floor, Anna Salai, Chennai, Tamil Nadu 600002

Phone

+91 44 22622460

Promoter

Name

Gunther America Inc.

Address

454 Allwood Road, Clifton, NJ 07012, United States

Phone

+1 (973) 777-6900

Fax

+1 (973) 777-8405

Email

info@guntheramerica.com

Listing information

The Company's equity shares are listed on BSE Limited. The Company is subject to applicable provisions of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015.

Stock exchange

BSE Limited

Scrip code

517201

Scrip ID

STG

ISIN

INE606D01019

Business overview

Switching Technologies Gunther Limited manufactures and sells reed switches, proximity sensors, tilt switches and related electromechanical components. Its products serve industrial, automotive, security and consumer electronics applications.

The Company has operated a manufacturing facility in the MEPZ Special Economic Zone in Chennai and distributes its products through an international network of authorised distributors.

View original disclosure ↗

Company information based on the MCA document dated 26 October 2026.

Director and signatory details

Terms and conditions of appointment

The appointment of Independent Directors is governed by the Companies Act, 2013 and applicable SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015. The Company's published Board disclosure describes appointment terms, eligibility for reappointment and remuneration.

Familiarisation programme

The Company conducts familiarisation programmes to acquaint Independent Directors with the Company's operations, business model, industry and applicable regulatory environment.

View original disclosure ↗

Disclosure Reg. 17(5) of SEBI LODR Regulations, 2015

Overview

The Board has adopted a Code of Conduct for its members and Senior Management Personnel to promote ethical conduct and good corporate governance.

The Code addresses attendance, transparency, constructive contribution, confidentiality, conflicts of interest and compliance with applicable laws.

Core principles

1. Meeting attendance. Attend Board and Committee meetings regularly and review the agenda and relevant materials.
2. Transparency. Act transparently and provide information relevant to Board decisions.
3. Constructive contribution. Apply relevant knowledge, skills and experience to Board discussions.
4. Confidentiality. Protect confidential Company information and do not use it for personal gain.
5. Conflict of interest. Disclose actual or potential conflicts and recuse oneself where required.
6. Legal compliance. Comply with applicable laws, regulations and Company policies.

Annual compliance

The Company requires annual compliance declarations from Board members and Senior Management Personnel in accordance with applicable regulatory requirements.

View original disclosure ↗

Disclosure Reg. 46(2)(c) of SEBI LODR Regulations, 2015

Audit Committee

The Audit Committee is constituted in accordance with Regulation 18 of SEBI LODR Regulations, 2015 and Section 177 of the Companies Act, 2013.

• Sharanabasaveshwar Gangadharayya Hiremath — Chairman, Independent Director
• Saimathy Soupramanien — Member, Independent Woman Director
• C. Chandrachudan — Member, Managing Director

Nomination and Remuneration Committee

Constituted under Regulation 19 of SEBI LODR Regulations, 2015 and Section 178 of the Companies Act, 2013.

• Sharanabasaveshwar Gangadharayya Hiremath — Chairman
• Saimathy Soupramanien — Member
• K. Mani — Member, Non-Executive Director

Stakeholders Relationship Committee

The Committee reviews shareholder grievances and oversees their timely redressal.

• Saimathy Soupramanien — Chairperson
• Sharanabasaveshwar Gangadharayya Hiremath — Member
• C. Chandrachudan — Member

View original disclosure ↗

Disclosure under Regulation 31 of SEBI LODR Regulations, 2015

The shareholding pattern is filed with BSE Limited quarterly. The published disclosure page contains historical quarterly snapshots and links to the corresponding BSE filings.

Latest snapshot shown on the disclosure page

Snapshot date

31 December 2022

Total shares

24,50,000

Overseas body corporate holding

61.224490%

Public holding

35.890174%

View quarterly snapshots ↗

Disclosure Reg. 22 of SEBI LODR Regulations, 2015

Purpose and scope

Switching Technologies Gunther Limited is committed to ethical, moral and legal business conduct. The Vigil Mechanism and Whistle Blower Policy enables directors and employees to report genuine concerns about unethical behaviour, actual or suspected fraud, or violations of the Company's Code of Conduct or Ethics Policy.

The policy is established pursuant to Regulation 22 of SEBI LODR Regulations, 2015 and Section 177(9) of the Companies Act, 2013.

Mechanism

Concerns may be reported to the Audit Committee through the Company Secretary. Anonymous reporting is permitted. Concerns are reviewed fairly and in a timely manner, with confidentiality maintained to the extent possible.

Protection of whistle blowers

A person raising a concern in good faith shall not be subject to retaliation, discrimination or adverse employment action. Knowingly false allegations may result in disciplinary action. In exceptional cases, the Audit Committee has direct access to the Chairman of the Board.

View original disclosure ↗

Disclosure Reg. 17(9) of SEBI LODR Regulations, 2015

Objective

The Company's Risk Management Policy establishes a framework for identifying, assessing and mitigating elements of risk that, in the opinion of the Board, may threaten the existence of the Company.

Risk management framework

Operational risk

Risks arising from manufacturing processes, supply chain disruption and product quality.

Financial risk

Risks related to currency fluctuation, credit exposure and liquidity management.

Regulatory risk

Risks arising from non-compliance with applicable laws and regulations.

Market risk

Risks related to changes in demand, competition and pricing in target markets.

Board oversight

The Board oversees the risk management framework. The Audit Committee periodically reviews its adequacy and effectiveness. Management implements the framework and reports identified risks to the Board.

View original disclosure ↗

Disclosure under the POSH Act, 2013 and applicable SEBI LODR requirements

Objective

The Company is committed to providing a safe, respectful and inclusive workplace. Its POSH Policy aims to prevent, prohibit and provide redressal of sexual harassment of women at the workplace.

Scope and definitions

The policy covers employees, directors, contractors, vendors, visitors and other persons engaged at the workplace. Sexual harassment is defined in accordance with the POSH Act, 2013.

Internal Complaints Committee

The Company has constituted an Internal Complaints Committee in accordance with the Act. The Committee investigates complaints and makes recommendations for remedial action. Proceedings are conducted in a fair, time-bound and confidential manner.

Reporting and annual disclosure

The number of complaints received, disposed of and pending at the end of the financial year is disclosed in the Company's Annual Report in accordance with Section 22 of the POSH Act, 2013.

View original disclosure ↗

Disclosure Reg. 46(2)(j) of SEBI LODR Regulations, 2015

Registrar and Share Transfer Agent

Name

Cameo Corporate Services Limited

Address

Subramanian Building, No. 1, Club House Road, Chennai 600002, Tamil Nadu, India

Phone

+91 44 2846 0390

Company Secretary and Compliance Officer

The Company Secretary is responsible for corporate compliance and secretarial matters. The Compliance Officer oversees compliance with applicable SEBI regulations and timely handling of investor grievances.

Registered office

B-9 & B-10, Special Economic Zone (MEPZ), Kadaperi, Tambaram, Chennai 600045, Tamil Nadu, India

Phone

+91 44 22622460

Investor grievances

Investors may raise grievances through the SEBI Complaints Redress System (SCORES) or the SMART ODR portal.

SCORES portal ↗

SMART ODR portal ↗

View original disclosure ↗

Disclosure Reg. 23 of SEBI LODR Regulations, 2015

Preamble

The Company has framed a Policy on the materiality of Related Party Transactions, considering the Companies Act, 2013 and Regulation 23 of SEBI LODR Regulations, 2015, as amended from time to time.

Scope

The policy regulates transactions between the Company and its Related Parties. The Board reviews the policy on the recommendation of the Audit Committee at least once every three years and may amend it from time to time.

Definitions

Arm's length transaction

A transaction conducted as if the related parties were unrelated, with no conflict of interest.

Key managerial personnel

Includes the Managing Director, Executive Director or CEO, Company Secretary, CFO and other persons defined under the Companies Act.

Material modification

Modification of more than 30% in the approved amount of Related Party Transactions, as described in the published policy.

Review and approval

Audit Committee: Related Party Transactions and material modifications require prior approval where applicable. The Committee considers the transaction's terms, business purpose and benefits to the Company.

Board of Directors: Transactions referred to the Board are reviewed with regard to their nature, material terms, pricing and business rationale. Interested directors abstain from discussion and voting as required.

Shareholders: Material transactions and transactions meeting the relevant statutory thresholds require shareholder approval in accordance with applicable law.

Disclosures and review

Related Party Transaction disclosures are made in accordance with the Companies Act and SEBI LODR Regulations. The Board reviews and updates the policy at least once every three years, subject to applicable law.

View original policy ↗