Heritage Foods Limited | 31st Annual Report 2022-23

Particulars No. of Shareholders No. of equity shares Aggregate number of shareholders and the outstanding shares transferred in the suspense account 334 168737 No. of shreholders who approached the company for transfer of shares from unclaimed suspense account as on March 31st , 2023 129 112104 No. of shareholders to whom shares were transferred from the Unclaimed Suspense account as on March 31st, 2023. 129 112104 Transferred to Investor Education and Protection fund Authority NIL NIL Aggregate number of shareholders and the outstanding shares lying in the Unclaimed Suspense account as on March 31st, 2023. *205 56633 *Out of the aggregate number of shareholders and the outstanding shares lying in the Unclaimed Suspense account as on March 31, 2023, 60 shareholders holding 17,597 equity shares were transferred from the Unclaimed Suspense account as on 25th May, 2023. Hence as on the date of this report 145 shareholders holding 39,036 equity shares are lying in the Unclaimed Suspense account. The voting rights on the shares outstanding in the suspense account as on March 31, 2023 shall remain froze till the rightful owner of such shares claim the shares. Reclassification of Promoters group: During the year under review, your Board of Directors has approved the reclassification of the following shareholders from the Promoter group to public shareholders, subject to the approval of shareholders and other regulatory/statutory authorities as per the applicable provisions of SEBI (Listing and Disclosure Obligation Requirement) Regulation, 2015, as amended from time to time: • Mrs. Durga Ramakrishna • Mrs. Neelima N P • Mrs. Kathya N P • Mr. N P Ramakrishna • Mr. Sivasankara Prasad Alapati These individuals have not been involved in the day-to-day affairs of the company since a decade. Their names were included in the promoters group during the Initial Public Offer of the company. However, considering their lack of active involvement, it has been decided to reclassify them as public shareholders. Deposits Your Company has not accepted any deposits covered under Chapter V of the Companies Act, 2013, i.e. within the meaning of Section 2(31) of the Companies Act, 2013 read with Rule 2(1)(c) of the Companies (Acceptance of Deposits) Rules, 2014 and as such there are no such overdue deposits outstanding as on 31st March, 2023 Buy Back of shares The Company has not bought back any of its shares during the Financial Year ended March 31, 2023. Particulars of Loans, Guarantees and Investments Loans: During the year under review your Company has not given any loans to any persons or body corporates as envisaged under Section 186 of the Companies Act, 2013. Guarantees: The Company has given corporate guarantee as at March 31, 2023 of ₹ 207.50 Millions for the credit facilities availed by its wholly owned subsidiary Company namely M/s. Heritage Nutrivet Limited (CIN: U15400TG2008PLC062054) (the outstanding as on March 31, 2023 was ₹78.82 Millions) from Kotak Mahindra Bank Limited for long term loan and Working capital facilities and ₹ 220 Million for the credit facilities availed by its joint venture Company namely Heritage Novandie Foods Private Limited (CIN: U74999TG2017PTC120860) (the outstanding as on March 31, 2023 was ₹ 110.21 Million) from ICICI Bank Limited for long term loan and working capital facilities. Investments: During the year under review your Company has invested ₹ 55.00 million in the equity shares of its Joint Venture namely Heritage Novandie Foods Private Limited. Particulars of Contract or Arrangements made with Related Parties The particulars of contracts or arrangements with related parties as per Section 188 of the Companies Act, 2013 and rules made thereof as amended from time to time and as per the Related Party Transaction (RPT) policy the Company during the financial year ended March 31, 2023 in prescribed Form AOC-2 is annexed to this Board’s Report (Annexure-1). Further there are no materially significant related party transactions during the year under review with Promoters, Directors, Key Managerial Personnel’s and their relatives, which may have potential conflict with interest of the company at large. The related party transactions were placed before the audit committee and also to the Board at their respective meetings for approval. All related party transactions entered during the year were in the ordinary course of business and at arm’s length basis. Details of the related party transactions during the year are part of the financial statements forming part of this Annual Report. Material changes and commitments affecting financial position between the end of the financial year and date of report There are no material changes and commitments affecting financial position of the company, which occurred after the end of the financial year i.e., March 31, 2023. 69 Board’s Report | Statutory Reports

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