ABB India Limited — Audit Report / Information 2021

Feb 26, 2021

Secretarial compliance report of ABB India Limited for the year ended 31"t December 2020 0

To,

The Members, ABB India Limited CIN: L32202KA1949PLC032923 Plot No. 5 & 6, 2nd Stage Peenya Industrial Area IV, Peenya Bengaluru - 560 058 Karnataka

We, BMP & Co. LLP, have examined:

• (a) all the documents and records made available to us and explanation provided by ABB India Limited ("the listed entity"),
• (b) the filings/ submissions made by the listed entity to the stock exchanges,
• (0) 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 31"t December 2020 ("Review Period") in respect of compliance with the provisions of:

• (a) the Securities and Exchange Board of India Act, 1992 ("SEBI Act") and the Regulations, circulars, guidelines issued thereunder; and
• (b) 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; — Not Applicable as the Company did not issue any security during the financial year under review.
• (c) Securities and Exchange Board of India (Substantial Acquisition of Shares and Takeovers) Regulations, 2011; .

BMP & Co. LLP " '

Regd Office : # 4272, Sapthagiri, 2nd Floor, Vivekananda Park Road. Near Seetha Circle, Girinagar, Bangalore - 560 085. @ : 080 26728442, ® : biswajit@bmpandco.com, Website : www.bmpandco.com,LLPlN :AAl-4194

• (d) Securities and Exchange Board of India (Buyback of Securities) Regulations, 2018; Not Applicable as the Company did not buyback any of its securities during the financial year under review.
• (e) Securities and Exchange Board of India (Share Based Employee Benefits) Regulations, 2014; — Not applicable as the Company did not issue any Employee Stock Option Scheme for its employees;
• (t) Securities and Exchange Board of India (Issue and Listing of Debt Securities) Regulations, 2008;
• (g) Securities and Exchange Board of India (Issue and Listing of Non-Convertible and Redeemable Preference Shares) Regulations, 2013; - Not Applicable as Company has not issued Preference shares during the year under review;
• (h) Securities and Exchange Board of India (Prohibition of Insider Trading) Regulations, 2015;
• (i) Securities and Exchange Board of India (Registrars to an Issue and Share Transfer Agents) Regulations, 1993; - Not applicable as the Company is not registered as Registrar to an Issue and Share Transfer Agent during the financial year under review; and
• (i) Securities and Exchange Board of India (Delisting of Equity Shares) Regulations, 2009; -— Not applicable as the Company has not delisted its equity shares from any stock exchange during the financial year under review;

and based on the above examination, we hereby repor^tthat, during the Review Period:

(a) The listed entity has complied with the provisions of the above Regulations and circulars/ guidelines issued thereunder, except in respec^tof matters specified below: -

Sr.	Compliance Requirement	Deviations	Observations/
No	(Regulations/ circulars /		Remarks of the
	guidelines including		Practicing
	specific clause)		Company Secretary
	NA	NA	NA

• (b) The listed entity has maintained proper records under the provisions of the above Regulations and circulars/ guidelines issued thereunder insofar as it appears from my/our examination of those records.
• (c) The following are the details of actions taken against the listed entity/ its promoters/ directors/ material subsidiaries either by SEBI or by Stock Exchanges (including under the Standard Operating Procedures issued by SEBI through various circulars) under the aforesaid Acts/ Regulations and circulars/ guidelines issued thereunder:

BMP & Co. LLP

Regd Office : # 4272, Sapthagiri, 2nd Floor, Vivekananda Park Road, Near Seetha Circle, Girinagar, Bangalore - 560 085. Q : 080 26728442, @ ® : biswajit@bmpandco.com, Website : www.bmpandco.com,LLPlN :AAl-4194

Sr. No.	Action taken	of Details	of action Details	Observations/
	by	violation	fines, taken E.g.	remarks of the
			letter, warning	Practicing
			debannent, etc.	Company
				Secretary, if any.
	NA	NA	NA	NA

(d) The listed entity has taken the following actions to comply with the observations made in previous reports:

Sr. No.		Observations of	Observations		Actions taken		Comments		of
	the	Practicing	made	in	the	by	the	listed	Practicing the
	Company		secretarial		entity, if any		Company
		Secretary in the	compliance					Secretary		on
		previous reports	report	for	the				the		actions
			year ended					taken	by	the
			(The years are							listed entity
			to		be
			mentioned)
	NA		NA			NA			NA

(e) The terms of appointment of Statutory Auditor have been suitably modified to give effect to 6(A) and 6(B) of SEBI Circular No. CIR/CFD/CMD1/114/2019 dated October 18, 2019.

For BMP & Co. LLP, Place: Bangalore \'\: 7775/ Partner

UDIN: F007834B002739301 FCS No: 7834 CP No: 13784

BMP & Co. LLP

Date: 10th February 2021

Regd Office : # 4272, Sapthagiri, 2nd Floor, \fivekananda Park Road, Near Seetha Circle, Girinagar, Bangalore - 560 085. @ : 080 26728442, © : biswajit@bmpandco.com, Website : www.bmpandco.com,LLPlN :AAI-4194