Heritage Foods Limited

Heritage Foods Limited 66 (b) Name of the credit rating agency: Credit Rating Information Services of India Limited (CRISIL) i. Long term Rating: CRISIL A/Positive ii. Short term Rating: CRISIL A1 (c) Date on which the credit rating was obtained: March 31, 2021 (valid up to March 31, 2022) (d) Revision in the credit rating: No (e) Reasons provided by the rating agency for a downward revision: NA ParticularsofEmployeesandRelatedDisclosures The table containing the names and other particulars of employees in accordance with the provisions of Section 197(12) of the Companies Act, 2013, read with Rule 5(1) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 are provided in Annexure-2A. A statement containing thenames of every employeeemployed throughout the fi nancial year and in receipt of remuneration of ` 10.20 million or more per annum or employed for part of the year and in receipt of ` 0.85 million or more in a month under Rule 5(2) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 as amended from time to time are provided in Annexure-2B to this report. Information Technology and Digitization: Your company actively focuses on transformation from traditional to digital operations. Digitization was a primary focus during the Financial Year 2020-21 to streamline business processes and workforce. During the Financial Year 2020-21, your company has undertaken various digital initiatives. Heritage TUCH App: Heritage TUCH is an online milk and dairy products delivery app in Hyderabad o ff ering natural, farm-fresh milk and dairy products right at the consumers doorstep every morning. It’s a one-stop solution for ful fi lling all your dairy product needs. Heritage VET+” is a digital initiative, a one-stop solution for milch animal management that covers all important aspects related to best practices in veterinary care and dairy management to empower and share knowledge to dairy farmers. Heritage VET+ in its core objective has laid down focus on cattle health, nutrition and wellbeing, its focus is to provide remote veterinary services necessary for primary diagnosis. Board Diversity Your Company recognizes and embraces the importance of a diverse board for its success. Your Company believes that a truly diverse board will leverage di ff erences in thought, perspective, knowledge, skill and industry experience, cultural and geographical background, age and gender, which will help the Company, retain its competitive advantage. The Board has adopted the Board Diversity Policy which sets out the approach to diversity of the Board of Directors. The Policy is available in the Company website i.e. www.heritagefoods.in > Investor > Policies. Meetings of the Board The Board met Nine (9) times during the fi nancial year 2020-21, the details of which are given in the Corporate Governance Report forms part of this Annual Report. The intervening gap between any two meetings was within the period prescribed by the Companies Act, 2013 and SEBI (Listing Obligations & Disclosure Requirements) Regulations, 2015. PolicyonDirector’sAppointment andRemuneration The current policy is to have an appropriate mix of Executive and Non-executive & Independent and Women Directors to maintain the independence of the Board, and separate its functions of governance and management. As on March 31, 2021, the Board consists of 6members, 2 of themare Executive/Whole-time directors, 1 is Non-Executive Director, 1 is Non-Executive Independent Woman Director and 2 are Non-Executive Independent Directors. The Board periodically evaluates the need for change in its composition and size. The policy of your Company on directors’ appointment and remuneration, including criteria for determining quali fi cations, positive attributes, independence of a director and other matters as provided under Section 178(3) of the Companies Act, 2013, and SEBI (Listing Obligations & Disclosure Requirements) Regulations, 2015 was adopted by the Board. It is a ffi rmed that the remuneration paid to the Director(s) are as per the terms laid out in the nomination and remuneration policy of the Company. Declaration from Directors Your Company has received necessary declaration from all directors stating that they are not debarred or disquali fi ed from being appointed or continuing as Directors of companies as per the Securities and Exchange Board of India, Reserve Bank of India, Ministry of Corporate A ff airs or any such other Statutory Authority. Declaration by Independent Directors Your Company has received necessary declaration from each independent director stating that they met the criteria prescribed for independence under Section 149 of the Companies Act, 2013 and Regulation 25 of SEBI (Listing Obligations & Disclosure Requirements) Regulations, 2015 and the Board has con fi rmed its veracity and taken the same on record.