Company appointed Mrs. Savita Jyoti, Partner, M/s. Savita Jyoti Associates, Practicing Company Secretary (M.No:3738, CP No:1796), Hyderabad - 500094, Telangana, to conduct Secretarial Audit. The Secretarial Audit Report (UDIN:F003738E000096336) dated April 14, 2023 for the fi nancial year ended March 31, 2023, is forming part of the Annual Report. 19. NoDisqualificationCertificate fromPracticingCompany Secretary Certifi cate( UDIN F003738E000096314) Dated 14th April, 2023 from Ms. Savita Jyothi, Partner, M/s. Savita Jyoti Associates, Practicing Company Secretary (CP No:1796), Hyderabad - 500 094, Telangana, confi rming that none of the Directors on the Board of the Company have been debarred or disqualifi ed from being appointed or continuing as Directors of companies by the Securities and Exchange Board of India, Ministry of Corporate Aff airs, or any such other Statutory Authority, as stipulated under Regulation 34 of the Listing Regulations, is attached to this Report. 20. Management Discussion and Analysis (MDA) MDA forms part of the Directors’ Report and is presented in the Annual Report under a separate heading. 21. Any query on the Annual Report Mr. Umakanta Barik Company Secretary & Compliance Off icer Heritage Foods Limited, H.No.8-2-293/82/A/1286, Plot No: 1286, Road No. 1 & 65, Jubilee Hills, Hyderabad, Telangana, 500033 Tel: +91-40-23391221 E-mail: hfl @heritagefoods.in 22. Code of Conduct In compliance with SEBI (Listing Obligation & Disclosure Requirements) Regulation, 2015 and the Companies Act, 2013, the Company has framed and adopted a Code of Conduct and Ethics (‘the Code’). The Code is applicable to the members of the Board, the executive off icers and all employees of the Company and its subsidiaries. The Code is available in the Company website i.e. www.heritagefoods.in. 23. Compliance with the corporate governance codes We have always believed in maximum fi scal transparency, and benchmarked our disclosures against a host of national and international guidelines and regulations. Some of the notable ones among them are as follows: The SEBI (LO&DR) Regulations, 2015: The SEBI (LO&DR) Regulations, 2015 prescribe various corporate governance recommendations in line with the corporate governance committee constituted by SEBI. We comply with the corporategovernance requirements under theSEBI (LO&DR) Regulations, 2015 and specifi cally to the requirements under Regulation 17 to 27 and clauses (b) to (i) of sub-regulation (2) of Regulation 46. Compliance with discretionary requirements The Company has also ensured the implementation of nonmandatory items such as : • Unmodifi ed audit opinions / reporting • The internal auditor reporting directly to the audit committee. 24. Disclosure of Accounting Treatment in preparation of Financial Statements The Company adopted Indian Accounting Standards (“Ind AS”), accordingly, the fi nancial statements (Standalone & Consolidated) have been prepared in accordance with Ind AS as per the Companies (Indian Accounting Standards) Rules, 2015, as amended, and notifi ed under Section 133 of the Act and other relevant provisions of the Act. 25. Certificate on Compliance with Code of Conduct In terms of Regulation 26 read with Schedule V of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, I N Bhuvaneswari, Vice Chairperson & Managing Director hereby confi rm that all the Members of the Board and Senior Management Personnel of the Company have aff irmed the compliance of the Company’s Code of Conduct for the Board of Directors and Senior Management for the fi nancial year 2022-23. For and on behalf of HERITAGE FOODS LIMITED N. BHUVANESWARI N. BRAHMANI Place : Hyderabad Vice Chairperson & Managing Director Executive Director Date: May 25, 2023 (DIN: 00003741) (DIN : 02338940) 175 Corporate Governance | Statutory Reports
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