163 HERITAGE FOODS LTD | 32ND ANNUAL REPORT 2023-24 Corporate Governance Report STRATEGIC REVIEW STATUTORY REPORT FINANCIAL STATEMENTS To Heritage Foods Limited Mr. Umakanta Barik Company Secretary & Compliance Officer Heritage Foods Limited, H.No.8-2-293/82/A/1286, Plot No: 1286, Road No. 1 & 65, Jubilee Hills, Hyderabad, Telangana, 500033. India Tel: +91-40-23391221. E-mail: hfl@heritagefoods.in Website: www.heritagefoods.in q) Credit Rating: The details of the credit rating are as follows: a) Credit rating obtained by the company: in respect to long term and short-term debts b) Name of the credit rating agency: CRISIL Ratings Limited (CRISIL) i. Long-term Rating: CRISIL A+/Stable ii. Short term Rating: CRISIL A1 c) Date on which the credit rating was obtained: April 02, 2024 (valid up to March 31, 2025) d) Revision in the credit rating: During the under review no revision in the credit rating. CRISIL Ratings Limited has reaffirmed its rating on long-term and short-term bank facilities of the Company. e) Reasons provided by the rating agency for a downward revision: NA Pursuant to Regulation 30 of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 (“the Regulation”), your Company has intimated such to the stock exchanges, where the shares of the Company are listed. 10. OTHER DISCLOSURES a) Disclosure in materiality significant related party transactions: Regulation 23 of the SEBI Listing Regulations and as defined under the Act During the period under review, there have been no materially significant related party transactions, monetary transactions or relationships between the Company and directors, the Management, Key Managerial Personnel, Subsidiaries or relatives, except for those disclosed in the Notes on Accounts, forming part of the Annual Report. The policy on Related Party Transactions is hosted on the website of the Company under the web link: https://www.heritagefoods.in/policy b) Details of non-compliance by the listed entity, penalties, strictures imposed on the listed entity by the stock exchange(s) or the board or any statutory authority, on any matter related to capital market, during the last three years: [Schedule V (C) 10(b) to the SEBI Listing Regulations There was no non-compliance during the last three years by the Company on any matter related to Capital Market. There were no penalties imposed nor strictures passed on the Company by Stock Exchanges, SEBI or any Statutory Authority. c) Details of establishment of vigil mechanism, whistle blower policy and affirmation that no personnel have been denied access to the audit committee: (Regulation 22 of the SEBI Listing Regulations) The Board of Directors of the Company had adopted the Whistle Blower Policy. A mechanism has been established for employees to report concerns about unethical behaviour, actual or suspected fraud, or violation of Code of Conduct and Ethics. It also provides for adequate safeguards against the victimization of employees who avail of the mechanism and allows direct access to the Chairperson of the Audit Committee in exceptional cases. The Audit Committee reviews periodically the functioning of whistle blower mechanism. There is no complaint received during the Financial Year ended March 31, 2024. No personnel have been denied access to the Audit Committee. The Whistle Blower Policy has been disclosed on the Company’s website under the web link: https://www.heritagefoods.in/policy d) Details of compliance with mandatory requirements and adoption of the nonmandatory requirements: Schedule II Part E of the SEBI Listing Regulations The Company has complied with all mandatory requirements SEBI (Listing Obligations & Disclosure Requirements) Regulations, 2015 as amended from time to time. The Company has adopted following non-mandatory requirements SEBI (Listing Obligations & Disclosure Requirements) Regulations, 2015: With regard to the discretionary requirements, the Company has adopted the clauses relating to the following: The Board: The Company has Non-Executive Independent Director as a Chairperson Communication to Members: Quarterly/ Half yearly/Annual Financial statements are
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