Heritage Foods Limited

Heritage Foods Limited 126 # Mrs. Aparna Surabhi has appointed as Member of the Nomination & Remuneration Committee on 01.07.2020 Mrs. N Brahmani, Executive Director, Dr. M Sambasiva Rao, President of the Company are invitees to the Committee Meeting, Mr. Umakanta Barik Company Secretary & Compliance O ffi cer is the Secretary to the Committee. (d) Performance evaluation criteria for - directors: One of the key functions of the Committee is to monitor and review the board evaluation framework. Your Board is committed to assessing its own performance as a Board in order to identify its strengths and areas in which it may improve its functioning. The Board works with the nomination and remuneration committee to lay down the evaluation criteria for the performance of executive / nonexecutive / independent directors. The questionnaire is a key part of the process of reviewing the functioning and e ff ectiveness of the Board and for identifying possible paths for improvement. Each Board member is requested to evaluate the e ff ectiveness of the Board dynamics and relationships, information fl ow, decision-making of the directors, relationship to stakeholders, company performance, company strategy, and the e ff ectiveness of the whole Board and its various committees on a scale of one to fi ve. Feedback on each director is encouraged to be provided as part of the questionnaire and shares the feedback with the Chairperson. The Chairperson discusses the feedback at the Board Meeting. 5. STAKEHOLDERS RELATIONSHIP COMMITTEE The Stakeholders Relationship Committee’s (SRC) composition and the terms of reference meet with the requirements of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 and as speci fi ed in Section 178 of the Companies Act, 2013 & rules made thereof as amended from time to time as follows. i. Resolving thegrievances of the securityholders of the Company including complaints related to transfer/ transmission of shares, non-receipt of annual report, non-receipt of declared dividends, issue of new/ duplicate certi fi cates, general meetings, etc. ii. Review of measures taken for e ff ective exercise of voting rights by members iii. Review of adherence to the service standards adopted by the Company in respect of various services being rendered by the Registrar and Share Transfer Agent iv. Review of various measures and initiatives taken by the listed entity for reducing the quantum of unclaimed dividends and ensuing timely receipt of dividend warrants/annual reports/statutory notices by the members of the Company v. To approve, Sub- division, Consolidation and issue of new/duplicate share certi fi cates, whenever requested for by the members of the company. The Committee authorised Vice Chairperson & Managing Director and Executive Director of the Company to sign the Memorandum of Share Transfer/Transmissions submitted by Registrar of Transfer Agent and counter signed by Company Secretary & Compliance O ffi cer of the company and same to be recti fi ed by the Committee in subsequent meeting if any. (a) Name of non-executive director heading the committee: Dr. V Nagaraja Naidu – Non-executive Director (b) Name and designation of compliance o ffi cer: Mr. Umakanta Barik, Company Secretary & Compliance O ffi cer acts as the Secretary for the Committee, who is designated as Compliance O ffi cer in pursuant to SEBI (Listing Obligations & Disclosure Requirements) Regulations, 2015 as amended from time to time. (c) Details of the Complaints/request during Financial Year 2020-21 as follows: No of complaints/request received: 127 No of complaints/request resolved: 127 No of pending complaints/request : NIL Composition, name of members and chairperson: Name Designation Category Dr. V Nagaraja Naidu Chairperson Non Executive Director Mr. D Seetharamaiah* Member Non Executive Independent Director Mr. N. Srivishnu Raju Member Non Executive Independent Director Mrs. N Bhuvaneswari Member Executive Director Mr. Rajesh Thakur Ahuja # Member Non Executive Independent Director *Mr. D. Seetharamaiah resigned from the Stakeholders Relationship Committee wef. 01. 07 2020 # Mr. Rajesh Thakur Ahuja was appointed as Member of the Stakeholders Relationship Committee on 01.07.2020 Four Stakeholders Relationship Committee meetings were held during the fi nancial year 2020-21. These were

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