Heritage Foods Limited | 30th Annual Report 2021-22

30 th Annual Report 2021-22 Heritage Foods Limited 78 Compliance certificates / reports taken on record by the Board of Directors of the Company, in our opinion, there are adequate systems and processes in the Company that commensurate with the size and operations of the Company to monitor and ensure compliance with the applicable laws, rules, regulations and guidelines. We further Report that during the audit period of the Company: There was no instance of: Demerger/ Restructuring/ Scheme of Arrangement of any entity with the Company and vice-versa. We further report that, during the audit period the company has taken the approval of its members through postal ballot in compliance with the MCA and SEBI Circulars for appointing Mr. M P Vijay Kumar (DIN: 05170323) as a Non-Executive Independent Director of the Company for a period of 5 (five) years from 01.11.2021 to 31.10.2026, notice for which was sent to shareholders on 25.10.2021 and the date of passing of resolution was 24.11.2021. We further report that, during the audit period the company has also sought the approval of its members through postal ballot in compliance with the MCA and SEBI Circulars for Continuation of directorship of Dr. V Nagaraja Naidu (DIN: 00003730), Non-Executive Director of the Company in terms of Regulation 17(1A) of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) (Amendment) Regulations, 2018, notice for which was sent to shareholders on 30.03.2022 and the date of passing of resolution was 29.04.2022. We further report that, our Audit was subjected only to verifying adequacy of systems and procedures that are in place for ensuring proper compliances on the part of the Company. For SAVITA JYOTI ASSOCIATES Savita Jyoti Partner M. No. FCS No. 3738 Place: Hyderabad CP. No. 1796 Date: May 10, 2022 UDIN F003738D000298934 This Report has to be read with our testimony of even date which is annexed as Annexure- A and forms an integral part of this report. ANNEXURE-A TO SECRETARIAL AUDIT REPORT To, The Members, Heritage Foods Limited CIN:L15209TG1992PLC014332 # 6-3-541/C, Panjagutta, Hyderabad-500082, Telangana Our report of even date is to be ready along with this supplementary testimony. a) Maintenance of Secretarial record is the responsibility of management of the Company. Our responsibility is to express an opinion on these secretarial records based on our audit. b) We have followed the audit practices and processes that were appropriate to obtain reasonable assurance about the correctness of the contents of the secretarial records. The verification was done on a test basis to ensure that correct facts are reflected in secretarial records. We believe that the processes and practices we followed provide a reasonable basis for our opinion. c) We have not verified the correctness and appropriateness of financial records and Books of Accounts of the Company. d) Whenever required, we have obtained Management representation about the compliance of laws, rules and regulations and happenings of events etc. We have also verified the applicable provisions of IEPF which is complied by the Company. e) The Compliance of the provisions of Corporate and other applicable laws, rules and regulations, standards is the responsibility of management. Our examination was limited to the verification of procedures on test basis. f) The Secretarial Audit is neither an assurance as to the future viability of the Company nor of the efficacy or effectiveness with which the management conducted the affairs of the Company For SAVITA JYOTI ASSOCIATES Savita Jyoti Partner Place: Hyderabad M. No. FCS. No-3738, CP. No. 1796 Date : May 10, 2022 UDIN F003738D000298934