Heritage Foods Limited

STATUTORY REPORTS Corporate Governance 29 th Annual Report 2020-21 | 139 TheBoard: The Company has aNon-Executive Chairperson till July 01, 2020 and thereafter there is no Chairperson of the Company. Communication to Members: Quarterly/ Half yearly/ Annual Financial statements are published in the Newspapers and uploaded in the Company’s website and intimated to the Stock Exchanges. Investors presentations on Quarterly/ Half-yearly/annual fi nancial statements are uploaded in the Company’s website and intimated to Stock Exchanges, where shares of the Company are listed and was sent to all the members of the Company through e-mail. Audit Quali fi cation: The Company is in the regime of unquali fi ed fi nancial statements (Standalone & Consolidated). Reporting of Internal Auditors: The Internal Auditors make presentations to the Audit Committee on their reports on a regular basis. They are submitting the Internal Audit Report with observations, reviews, comments and recommendations through presentations which they have observed during their Audit along with follow up actions taken by the management. (e) Policy for determining ‘material’ subsidiaries is disclosed: Regulation 24 of the SEBI Listing Regulations The Audit Committee reviews the Standalone & Consolidated fi nancial statements of the Company and the investments made in the unlisted subsidiary company. The minutes of the Board Meetings along with a report on signi fi cant developments of the unlisted subsidiary company are periodically placed before the Board of Directors of the Company. The Company does not have any material unlisted subsidiary company. The Company has a policy of determining ‘material’ subsidiaries which is hosted on the website at https://www.heritagefoods.in/policy (f) Web link where policy for dealing with related party transactions is disclosed: The URL of policy on dealing with related party transaction is https://www.heritagefoods.in/policy (g) Disclosure for commodityprice risks and commodity hedging activities: The Company is subject to the Commodity price risk due to fl uctuation price of Dairy products. During the year Company has not exported any products of the Company. (h) The Company has not made any preferential allotment or quali fi ed institutions placement during the year under review. (i) A certi fi cate obtained from Mrs. Savita Jyoti, Partner of, M/s. Savita Jyoti Associates, Practicing Company Secretary (CP No:1796), Secunderabd - 500 094 stating that none of the directors on the Board of the Company have been debarred or disquali fi ed from being appointed or continuing as directors of companies by SEBI/Ministry of Corporate A ff airs or any such statutory authority which forms part of the Annual Report [Annexure-3(ii) in the Boards Report] ( j) During the year there were no instances where Board had not accepted any recommendation of any Committee of the Board which is mandatorily required. (k) Remuneration/Fees of Statutory Auditor: During the year under review your Company and its Subsidiary/Associate/ Joint Venture Company paid the following remuneration/fees to the Statutory Auditor namely M/s. Walker Chandiok & Co. LLP, Chartered Accountants (FRN 001076N/ 500013). ( ` in Millon) Particulars Heritage Foods Ltd Heritage Nutrivet Ltd Skil Raigam India Pvt Ltd Heritage Novandie Foods Pvt Ltd Statutory Audit fee 4.76 0.60 0.08 0.59 Limited review fee 2.04 - - - Certi fi cation fee 0.29 0.19 - - Tax audit fee 0.82 0.15 - - Taxation matters 0.17 - - - Reimbursement of Expenses 0.01 0.02 - - Total 8.09 0.96 0.08 0.59