• She is not ‘a willful defaulter’ as per the Reserve Bank of India Guidelines; • She is not a fugitive economic offender. • No regulatory action is pending against her. In view of the explanations given by her as detailed above and in consideration to the conditions as stipulated in Regulation 31A of the Listing Regulations, 2015, the Board of Directors of the Company at their meeting held on 25.05.2023, have approved her request for reclassifi cation received by the Company as above from Promoter group category to Public category subject to approval by the members and relevant regulatory authorities. As required, intimation has been sent to Stock Exchanges based on declaration received from her. Further, she has confi rmed that subsequent to reclassifi cation, she would continue to comply with the requirements as mentioned in Regulation 31A of SEBI (LODR) Regulations, 2015 failing which, she shall automatically be reclassifi ed as Promoter/ persons belonging to Promoter Group, as applicable. Your directors recommend the passing of the Resolution in Item No.6 of the Notice as an Ordinary Resolution. None of the Directors or Key Managerial Personnel of the Company or their relatives are in anyway concerned or interested in this Resolution. Item No: 7 Regulation 31A of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 (hereinafter referred as ‘Listing Regulations, 2015’), along with amendments thereto, has provided a regulatory mechanism for reclassifi cation of person belonging to Promoter(s)/Promoter Group Shareholder to Public Shareholder of the Company subject to fulfi llment of conditions as provided therein.. In this regard, the Company received request letter dated May 15, 2023 from Mr. N P Ramakrishna, S/o late Mr. V N Nalagampalli R/o 20 19 Naidu Buildings, Chittoor – 517001 (A.P.) is a person belonging to the Promoter Group category of the Company holding 1,16,971 no of equity shares (0.13% of the total shareholding of the Company) in Demat A/c IN304295- 51823949. as of 31st March, 2023, pursuant to Regulation 31A of the Listing Regulations, 2015 for reclassifi cation from “Promoter Group” category to “Public” category pursuant to regulation 31A of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015. On the basis of the request received by the Company and pursuant to the provisions of Regulation 31A(3)(b) of Listing Regulations, Mr. N P Ramakrishna seeking reclassifi cation confi rmed that: • He does not hold more than ten per cent of the total Voting Rights in the Company; • He does not exercise control over the affairs of the Company directly or indirectly; • He does not have any special rights with respect to the Company through formal or informal arrangements including through any shareholder agreements; • He does not represent on the Board of Directors (including not having a Nominee Director) of the Company; • He does not act as a Key Managerial Person in the Company; • He is not ‘a willful defaulter’ as per the Reserve Bank of India Guidelines; • He is not a fugitive economic offender. • No regulatory action is pending against him. In view of the explanations given him as detailed above and in consideration to the conditions as stipulated in Regulation 31A of the Listing Regulations, 2015, the Board of Directors of the Company at their meeting held on 25.05.2023, have approved his request for reclassifi cation received by the Company as above from Promoter group category to Public category subject to approval by the members and relevant regulatory authorities. As required, intimation has been sent to Stock Exchanges based on declaration received from him. Further, he has confi rmed that subsequent to reclassifi cation, he would continue to comply with the requirements as mentioned in Regulation 31A of SEBI (LODR) Regulations, 2015 failing which, he shall automatically be reclassifi ed as Promoter/ persons belonging to Promoter Group, as applicable. Your directors recommend the passing of the Resolution in Item No.6 of the Notice as an Ordinary Resolution. None of the Directors or Key Managerial Personnel of the Company or their relatives are in anyway concerned or interested in this Resolution. Item No: 8 Regulation 31A of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 (hereinafter referred as ‘Listing Regulations, 2015’), along with amendments thereto, has provided a regulatory mechanism for reclassifi cation of person belonging to Promoter(s)/Promoter Group Shareholder to Public Shareholder of the Company subject to fulfi llment of conditions as provided therein. In this regard, the Company received request letter dated May 15, 2023 from Mrs. Kathya N P, D/o Mr. N. P. Ramakrishna R/o 20 19 Naidu Buildings, Chittoor – 517001 (A.P.) is a person belonging to the Promoter Group category of the Company holding NIL equity shares as of 31st March, 2023 pursuant, to Regulation 31A of the Listing Regulations, 2015 for reclassifi cation from “Promoter Group” category to “Public” category pursuant to regulation 31A Heritage Foods Limited | 31st Annual report 2022-23 62
RkJQdWJsaXNoZXIy NTE5NzY=