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Amforge Industries Ltd. Audit Report / Information 2023

May 4, 2023

64234_rns_2023-05-04_045549a8-fe6f-4df5-ab59-a1f5496e8aaa.pdf

Audit Report / Information

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AMFORGE INDUSTRIES LIMITED

(CIN-L28910MH1971PLC015119)

AMF:RO: 2023-2024

4[th] May 2023

Corporate Relationship Department BSE Limited P.J. Towers Dalal Street Mumbai - 400 001 ( Scrip code - 513117)

We refer to your email dated 25/04/02023 informing us to resubmit ASCR in a new format under Regulation 24A instead of the old format.

Given the above, we are resubmitting the above-said report issued by the Practicing Company Secretary of the Company for the year ended 31/03/2023 in the new format.

We are submitting this report only in PDF and are not able to submit it in XBRL since the Excel sheet is not made available by BSE.

For AMFORGE INDUSTRIES LIMITED Digitally signed by KINSHUK KINSHUK RAJKUMAR TIWARI RAJKUMAR TIWARI Date: 2023.05.04 14:01:51 +05'30' Company Secretary & Compliance Officer

___________________ Registered Office: 1118, Dalamal Tower, 11[th] Floor, Free Press Journal Marg, Nariman Point, Mumbai - 400021. Tele: 022- 49637707 /49635404 ◦ Email: [email protected]◦ web: www.amforgeindia.in

( Practicing Company Secretaries ) Unit No. 3133, Ezaze Zone Mall, Sundar Nagar, Malad West, Mumbai- 400062. Contact No. 09820513552, Email :[email protected]

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SANDEEP DUBEY & ASSOCIATES

ANNUAL SECRETARIAL AUDIT REPORT OF M/S. AMFORGE INDUSTRIES LIMITED FOR THE YEAR ENDED 31[ST] MARCH 2023.

I, Sandeep Dubey, Practicing Company Secretary have examined:

  • a) all the documents and records made available to us and explanation provided by M/s. Amforge Industries Limited (CIN: L28910MH1971PLC015119) (“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 documents and filings as may be relevant, which has been relied upon to make this certification, for the year ended on March 31, 2023 (“Reviewed Period”) in respect of Compliance with the provisions of;

FOR THE YEAR ENDED MARCH 31, 2023 (“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, and guidelines issued there under; And

  • b) the Securities Contracts (Regulation) Act, 1956 (“SCRA”), rules made there under, and the Regulations, circulars, and guidelines issued there under 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; Complied by the Company.

  • (b) Securities and Exchange Board of India (Issue of Capital and Disclosure Requirements) Regulations, 2018; Not Applicable to the company under this audit preview period.

  • (c) Securities and Exchange Board of India (Substantial Acquisition of Shares and Takeovers) Regulations, 2011; Complied by the Company.

  • (d) Securities and Exchange Board of India (Buy Back of Securities) Regulation 2018; Not Applicable to the company under this audit preview period.

  • (e) Securities and Exchange Board of India (Share Based Employee Benefits and Sweat Equity) Regulation 2021; Not Applicable to the company under this audit preview period.

  • (f) Securities and Exchange Board of India (Issue and Listing of Non -Convertible Securities) Regulation 2021; Not Applicable to the company under this audit preview period.

  • (g) Securities and Exchange Board of India (Depositories and Participants) Regulations, 2018; Complied by the Company.

  • (h) Securities and Exchange Board of India (Issue and Listing of Non- Convertible and Redeemable Preference Shares) Regulations, 2013.

  • (i) Securities and Exchange Board of India (Delisting of Equity Shares) (Amendment) Regulations, 2016.

  • (j) Securities and Exchange Board of India (Issue and Listing of Debt Securities) Regulations, 2008

  • (k) Securities and Exchange Board of India (Prohibition of fraudulent and unfair trade practices relating to securities market) (Amendment), Regulations, 2018; Complied by the Company.

  • (l) Securities and Exchange Board of India (Prohibition of Insider Trading) Regulations, 2015 and circulars/ guidelines issued there under; Complied by the Company.

  • (m) The Securities and Exchange Board of India (Registrar to an Issue and share Transfer Agent) Regulation 1993 regarding the Companies Act, 2013and dealing with Client;

and circulars/ guidelines issued thereunder. Further, in terms of SEBI circular No. CIR/CFD/CMD1/114/2019 dated October 18, 2019 in respect of Resignation of statutory auditors from listed entities and their material subsidiaries is not applicable during the review period.

Note: The aforesaid list of SEBI Regulations is only the list of Regulations that applied to the Company during the year under review.

AND BASED ON THE ABOVE EXAMINATION, I HEREBY REPORT THAT DURING THE REVIEW PERIOD THE COMPLIANCE STATUS OF THE LISTED ENTITY IS APPENDED BELOW;

Additional affirmations by Practicing Company Secretaries (PCS) in Annual Secretarial Compliance Report (ASCR) in terms of the BSE circular reference No. 20230316-14 and NSE Circular Ref No: NSE/CML/ 2023/21 both dated 16 March 2023.

Compliance Requirement
(Regulations/Circulars/ guidelines
including specific clause)		 Compliance Status
(Yes/No/ NA)		 Observation/ Remark of the
Practicing Company Secretary
Secretarial Standards:
The compliances of the listed entity
are in accordance with the applicable
Secretarial Standards (SS) issued by
the Institute of Company Secretaries
India (ICSI)
YES		 The Company has complied
with Secretarial Standards (SS)
issued by the Institute of
Company Secretaries India
(ICSI).

Adoption and timely updation of the Policies: The Company has complied a). All applicable policies under SEBI YES with SEBI (LODR) Regulation Regulations are adopted with the 2015 and other regulations, approval of board of directors of the Notification / circulars/ listed entities. guidelines issued by SEBI. b). All the policies are in conformity with SEBI Regulations and has been reviewed & timely updated as per the regulations/circulars/ guidelines issue by SEBI. Maintenance and disclosures on Website: The Company has maintained

Adoption and timely updation of the
Policies:
a). All applicable policies under SEBI
Regulations are adopted with the
approval of board of directors of the
listed entities.
b). All the policies are in conformity
with SEBI Regulations and has been
reviewed & timely updated as per the
regulations/circulars/ guidelines issue
by SEBI.		 Adoption and timely updation of the
Policies:
a). All applicable policies under SEBI
Regulations are adopted with the
approval of board of directors of the
listed entities.
b). All the policies are in conformity
with SEBI Regulations and has been
reviewed & timely updated as per the
regulations/circulars/ guidelines issue
by SEBI.


YES		 The Company has complied
with SEBI (LODR) Regulation
2015 and other regulations,
Notification / circulars/
guidelines issued by SEBI.
Maintenance and disclosures on
Website:
a. The Listed entity is maintaining a
functional website.
b. Timely dissemination of the
documents/ information under a
separate section on the website.
c. Web-links provided in annual
corporate governance reports
under Regulation 27(2) are
accurate and specific which re-
directs to the relevant
document(s)/ section of the
website.		 YES The Company has maintained
its website, and web-links
provided in Annual Corporate
Governance Reports under
Regulation 27(2) are accurate
and specific which re-directs to
the relevant document(s)/
section of the website.
Disqualification of Director:
None of the Director of the Company
are disqualified under Section 164 of
Companies Act, 2013.		 YES No director’s disqualified
during the audit period.
To examine details related to
Subsidiaries of listed entities:
(a) Identification of material
subsidiary companies.
(b) Requirements with respect to
disclosure of material as well as other
Subsidiaries.
YES		 The Company have no
Subsidiaries companies.
Preservation of Documents:
The listed entity is preserving and
maintaining records as prescribed
under SEBI Regulations and disposal
of records as per Policy Preservation
of Documents and Archival policy
prescribed under SEBI LODR 2015.

YES		 The Company has maintained
and preserve all the statutory
records and Book & Accounts.		 g
Performance Evaluation:
The listed entity has conducted
performance evaluation of the Board,
Independent Directors and the
Committees at the start of every
financial year as prescribed in SEBI
Regulations.
YES		 Board evaluate the
performance of the Company
time to time and take necessary
action.
Related Party Transactions:
(a) The listed entity has obtained
prior approval of Audit Committee
for all Related party transactions.
(b) In case no prior approval obtained
the listed entity shall provide detailed
reasons along with confirmation
whether the transactions were
subsequently approved/
ratified/rejected by the Audit
committee.		 ,

YES		 During the FY, there is no
related party transaction hence
no approvals required.
Disclosure of events or information:
The listed entity has provided all the
required disclosure(s) under Reg. 30
along with Schedule III of SEBI LODR
Regulations 2015 within the time
limits prescribed thereunder.		 YES The Company has made
disclosure as required under Re
30 along with Schedule III of
SEBI LODR Regulations 2015.
Prohibition of Insider Trading:
The listed entity is in compliance with
Regulation 3(5) & 3(6) SEBI
(Prohibition of Insider Trading)
Regulations, 2015.
YES		 The Company has complied with
Regulation 3(5) & 3 (6) SEBI
(Prohibition of Insider Trading)
Regulations, 2015.
Actions taken by SEBI or Stock
Exchange(s), if any:
No Actions taken against the listed
entity/ its promoters/ directors/
subsidiaries either by SEBI
or by Stock Exchanges (including
under the Standard Operating
Procedures issued by SEBI through
various circulars) under SEBI
Regulations and circulars/ guidelines
issued thereunder.		 NA None
Additional Non-compliances, if any:
No any additional non-compliance
observed for all SEBI regulation/
circular/guidance note etc.		 NA None

I hereby report that, during the Review Period:

  • a) The listed entity has maintained proper records under the provisions of the above Regulations and Circulars/Guidelines issued thereunder in so far as it appears from my/our examination of those records.

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Compliance Regulation/ Deviations Action Details Fine Observ- Managemen
Requirement Circular taken Of Amount ations/ Response
(Regulations/ No. by Violation Remarks
circulars/guideline ofthe
including Prac-
Specific ticing
clause) Compan
Secretar
NONE
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  • b) The listed entity has taken the following actions to comply with the observations made in previous reports:
Compliance
Requirement
(Regulations/
circulars/guidelin		 e
Regulation
Circular
No.		 /
Deviations		 Action
taken
by
Details
of
Violatio

Fine
Amount		 Observ-
ations/
Remarks
ofthe		 Managemen
Response
including
Specific
clause)		 Prac-
ticing
Compan
Secretar
NONE

FOR SANDEEP DUBEY & ASSOCIATES PRACTICING COMPANY SECRETARIES

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CS SANDEEP DUBEY PARTNER M. NO. 47940. CP NO.17902 UDIN: L28910MH1971PLC015119

Place: Mumbai Date: 12.04.2023

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