Annexure-3(i) SECRETARIAL COMPLIANCE REPORT [as per the regulation 24(A) of SEBI (LO&DR) Regulations, 2015 as amended from time to time] M/S HERITAGE FOODS LIMITED CIN: L15209TG1992PLC014332 H.No.8-2-293/82/A/1286, Plot No: 1286, Road No. 1 & 65, Jubilee Hills, Hyderabad, Telangana, 500033 I, Savita Jyoti partner of M/s. Savita Jyoti Associates, Practicing Company Secretary (CP No: 1796, M. No. 3738), have examined: (a) all the documents and records made available to us and explanation provided by M/s. Heritage Foods Limited (the listed entity) (b) the filings/ submissions made by the listed entity to the stock exchanges, (c) website of the listed entity, (d) any other document/ filing, as may be relevant, which has been relied upon to make this certification, for the year ended 31st March, 2024 in respect of compliance with the provisions of: (i) the Securities and Exchange Board of India Act, 1992 (“SEBI Act”) and the Regulations, circulars, guidelines issued thereunder; and (ii) the Securities Contracts (Regulation) Act, 1956 (“SCRA”), rules made thereunder and the Regulations, circulars, guidelines issued thereunder by the Securities and Exchange Board of India (“SEBI”); The specific Regulations, whose provisions and the circulars/ guidelines issued thereunder, have been examined, include:- (a) Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015; (b) Securities and Exchange Board of India (Issue of Capital and Disclosure Requirements) Regulations, 2018; (c) Securities and Exchange Board of India (Substantial Acquisition of Shares and Takeovers) Regulations, 2011; (d) Securities and Exchange Board of India (Buyback of Securities) Regulations, 2018; Not Applicable during the year under review (e) Securities and Exchange Board of India (Share based employee benefits and Sweat Equity) Regulations, 2021; Not Applicable during the year under review (f) Securities and Exchange Board of India (Issue and Listing of Non-Convertible Securities) Regulations, 2021; Not Applicable during the year under review (g) Securities and Exchange Board of India (Prohibition of Insider Trading) Regulations, 2015; (h) Securities and Exchange Board of India (Depositories and Participants) Regulations, 2018; and based on the above examination, I/We hereby report that, during the Review Period: (a) The listed entity has complied with the provisions of the above regulations and circulars/ guidelines issued thereunder, except in respect of matters specified below:- Sr. No. Compliance Requirement (Regulations/ circulars/ guidelines including specific clause) Regulation/ Circular No. Deviations Action Taken by Type of Action Details of Violation Fine Amount Observations/ Remarks of The Practicing Company Secretary Management Response Remarks ------------- Not Applicable ------------ (b) The listed entity has taken the following actions to comply with the observations made in previous reports: Sr. No. Compliance Requirement (Regulations/ circulars/ guidelines including specific clause) Regulation/ Circular No. Deviations Action Taken by Type of Action Details of Violation Fine Amount Observations/ Remarks of The Practicing Company Secretary Management Response Remarks ------------- Not Applicable ------------ Board's Report STRATEGIC REVIEW STATUTORY REPORT FINANCIAL STATEMENTS 84 32ND ANNUAL REPORT 2023-24 | HERITAGE FOODS LTD
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