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Banka BioLoo Limited Regulatory Filings 2023

May 29, 2023

62422_rns_2023-05-29_5e76d445-17a6-463d-a108-67ceddfe4f85.pdf

Regulatory Filings

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Registered Office: A-109 Express Apartments, Lakdi ka Pool, Hyderabad - 500004 Corporate Office: 5th floor, Prestige Phoenix, 1405, Uma Nagar, Begumpet, Hyderabad - 500016 +91 40 29801495 • [email protected] • www.bankabio.com • CIN: L90001TG2012PLC082811

29 May 2023

To National Stock Exchange of India Limited Exchange Plaza, Bandra Kurla Complex Bandra (East) Mumbai - 400051

Symbol: BANKA

Dear Sir/Madam,

Subject: Submission of Annual Secretarial Compliance Report of "Banka BioLoo Limited" (the Company) for the financial year ended 31 March 2023

Reference: SEBI CIR/CFD/CMD1/27/2019, dated 8 February 2019

With reference to the above subject matter, please find enclosed herewith Annual Secretarial Compliance Report for the financial year ended 31 March 2023, issued by Mr. M. Ramana Reddy, Practicing Company Secretary, Hyderabad, the Secretarial Auditor of the Company.

This is for your information and record.

Yours truly,

For Banka BioLoo Limited

ARCHANA ARIGELA Digitally signed by ARCHANA ARIGELA Date: 2023.05.29 19:04:47 +05'30'

Archana Arigela Company Secretary & Compliance Officer Membership No. A65613

Encls. as above

P. S. Rao & Associates

Company Secretaries

Address: D.No. 6-3-347-22/2, Flat-10, 4th Floor, Iswarya Nilayam, Dwarakapuri Colony, Punjagutta, Hyderabad 500081, Telangana, Tele-Fax: 040-23352185/6

$To$ The Board of Directors BANKA BIOLOO LIMITED ("The Company") CIN: L90001TG2012PLC082811, Plot No. 11-4-651, Flat No. A 109 Express Apartment, Lakdi ka Pool, Hyderabad-500004, Telangana, India.

Sub: Annual Secretarial Compliance Report for the Financial Year 2022-23

Sir/Madam,

I M Ramana Reddy, P. S. Rao & Associates, Practicing Company Secretary have been engaged for issuing the Annual Secretarial Compliance Report of Banka BioLoo Limited, ("the Company"), a Listed entity Listed on the National Stock Exchange of India, for the Financial Year 2022-23, in terms of SEBI Regulation 24A (2) of Listing Obligations and Disclosure Requirements) 2015 read with SEBI Circular CIR/CFD/CMD1/27/2019 dated February 08, 2019.

It is the responsibility of the management of the company to maintain records, devise proper systems to ensure compliance with provisions of all applicable SEBI Regulations and circulars/ guidelines issued thereunder from time to time, and ensure that the systems are adequate and operating effectively. Command Command

Our responsibility is to verify compliances by the company with provisions of all applicable SEBI Regulations and circulars/guidelines issued thereunder from time to time and issue a report thereon.

Our Audit was conducted in accordance with the Guidance Note on the Annual Secretarial Compliance Report issued by the Institute of Company Secretaries of India and in a manner, which involved such examinations and verifications as considered necessary and adequate for the said purpose Annual Secretarial Compliance Report is enclosed.

For P. S. Rao and Associates Company Secretaries

$& Ass$

Hyderabad

DODINNO M Ramana Reddy Company Secretary CP No. 18415

Place: Hyderabad Date: 29.05.2023 UDIN: F011891E000412709 P.R. No.: 710/2020

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P. S. Rao & Associates

Company Secretaries

Address: D.No. 6-3-347-22/2, Flat-10, 4th Floor, Iswarya Nilayam, Dwarakapuri Colony, Punjagutta, Hyderabad 500081, Telangana, Tele-Fax: 040-23352185/6

Annual Secretarial Compliance Report of Banka BioLoo Limited ("the listed entity") for Financial Year Ended 31 March 2023

I, M. Ramana Reddy, Practicing Company Secretary, Hyderabad, have examined:

  • (a) All the documents and records made available to us and explanation provided by Banka BioLoo 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 on 31 March 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 thereunder; and
  • b) the Securities Contracts (Regulation) Act, 1956 ("SCRA"), rules made thereunder and the regulations, circulars, and 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;

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  • d. Securities and Exchange Board of India (Buyback of Securities) Regulations, 2018 (Not attracted during the year under review);
  • e. Securities and Exchange Board of India (Share Based Employee Benefits) Regulations, 2014 (Not attracted during the year under review);
  • f. Securities and Exchange Board of India (Issue and Listing of Debt Securities) Regulations, 2008 (Not attracted during the year under review);
  • g. Securities and Exchange Board of India (Issue and Listing of Non-Convertible and Redeemable Preference Shares) Regulations, 2013 (Not attracted during the year under review);
  • h. Securities and Exchange Board of India (Prohibition of Insider Trading) Regulations, 2015;
  • i. Other regulations as applicable and Circulars/ guidelines issued thereunder

We hereby report that, during the Review Period the compliance status of the listed entity is appended as below:

Sr.
No.
Particulars
ne been twee eith container on
Complia
nce
Status
(Yes/No/
NA)
Observations
/Remarks by
PCS*
1. 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), as
notified by the Central Government under section
118(10) of the Companies Act, 2013, and are
mandatorily applicable.
Yes
2. Adoption and timely updation of the Policies:
• All applicable policies under SEBI Regulations are
adopted with the approval of the board of directors of
thelisted entities
• All the policies are in conformity with SEBI
Regulations and have been reviewed & updated on
time, as per the regulations/circulars/guidelines
issued by SEBI
Yes
Yes
3. Maintenance and disclosures on the Website:
• The Listed entity is maintaining a functional website
Yes

M Rancod

$*$ sa

$\overline{2}$

documents/
dissemination
of
the
• Timely
Yes
informationunder a separate section on the website
• Web links provided in annual corporate governance Yes
reports under Regulation 27(2) are accurate and
specific which re-directs to the relevant document(s)/
section of the website
4. Disqualification of Director:
None of the Directors (s) of the Company is/ are Yes
disqualified under Section 164 of the Companies Act,
2013as confirmed by the listed entity.
5. Details related to Subsidiaries of listed entities have
been examined w.r.t.:
(a) Identification of material subsidiary companies Yes
(b) Disclosure requirement of material as well as
other subsidiaries Yes
6. Preservation of Documents:
The listed entity is preserving and maintaining records Yes
as prescribed under SEBI Regulations and disposal of
records as per the Policy of Preservation of
Documents and Archival policy prescribed under SEBI
LODR Regulations, 2015.
7. Performance Evaluation:
The listed entity has conducted a performance Yes
evaluation of the Board, Independent Directors, and the
Committees at the start of every financial year/during
the financial year as prescribed in SEBI Regulations.
8. Related Party Transactions: During the
(a) The listed entity has obtained prior approval of the Yes financial year
AuditCommittee for all related party transactions; 2022-2023, listed
or entity has obtained
(b) The listed entity has provided detailed reasons Yes prior approval
whether
with
confirmation
the
along
from the Audit
subsequently
transactions
were
Committee for all
approved/ratified/rejected
the
Audit
by
related party
Committee, in case no prior approval has been transactions.
obtained.

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9.
10.
Disclosure of events or information:
The listed entity has provided all the required
disclosure(s) under Regulation 30 along with Schedule
III of SEBI LODR Regulations, 2015 within the time
limits prescribed thereunder.
Prohibition of Insider Trading:
The listed entity is in compliance with Regulation 3(5)
& 3(6) SEBI (Prohibition of Insider
Trading)
Regulations, 2015.
Yes
$\leq$
Yes
11. Actions taken by SEBI or Stock Exchange(s), if any:
No action(s) has been 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 except as provided under
separate paragraph herein (**).
NA No action(s) has
been taken
against the listed
entity/its
promoters/
directors/
subsidiaries either
by SEBIor by
Stock Exchanges
under SEBI
Regulations and
circulars/
guidelines issued
thereunder.
12. Additional Non-compliances, if any:
No additional non-compliance was observed for any
SEBIregulation/circular/guidance note etc.
NA

Compliances related to the resignation of statutory auditors from listed entities and their material subsidiaries as per SEBI Circular CIR/CFD/CMD1/114/2019 dated 18th October $2019:$

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4

Sr. Particular Complian Observations
No. S ce Status
(Yes/No/
NA)
/Remarks by
PCS*
1. Compliances with the following conditions while appointing/re-appointing an
auditor
i. If the auditor has resigned within 45 days
from the end of a quarter of a financial year, NA No event has
the auditor before such resignation, has occurred for the
issued the limited review/ audit report for resignation of the
such quarter; or auditor and hence, the
ii. If the auditor has resigned after 45 days NA existing auditor has
duly signed the
from theend of a quarter of a financial year,
the auditor before such resignation, has
limited review/ audit
issued the limited review/ audit report for report for all four
such quarter as well as the next quarter; or quarters as well as the
iii. If the auditor has signed the limited reporting financial
review/ audit report for the first three NA year.
quarters of a financial year, the auditor
before such resignation, has issued the
limited review/ audit report for the last
quarter of such financial year as well as the
auditreport for such financial year.
2. Other conditions relating to the resignation of the statutory auditor
Reporting of concerns by the Auditor with
i.
respect to the listed entity/its material
subsidiary to the AuditCommittee:
In case of any concern with the
a.
NA No concerns were
management of the listed entity/material raised by the existing
subsidiary such as non-availability of statutory auditor to
information / non-cooperation by the the audit committee
management which has hampered the of the listed entity.
audit process, the auditor has approached
the Chairman of the Audit Committee of
the listed entity and the Audit Committee
shall receive such concern directly and
immediately without specifically waiting

$M$ RODOOD

5

forthe quarterly Audit Committee
meetings.
b. In case the auditor proposes to resign, all
concerns with respect to the proposed NA No event for the
resignation, along with relevant documents resignation of the
have been brought to the notice of the auditor has taken
Audit Committee. In cases where the place.
proposed resignation is due to non-receipt
information/explanation from the
of
company, the auditor has informed the
Audit Committee of the details of the
information / explanation sought and not
provided
by the
management,
as
applicable.
c. The Audit Committee / Board of Directors, NA As there was no event
as the case may be, deliberated on the for resignation of the
matter on receipt of such information from auditor has been
the auditor relating to the proposal to resign taken place, no
as mentioned above and communicate its information was
views to the management and the auditor. required to be
received and
communicated.
3. The listed entity / its material subsidiary has NA No event for the
obtained information from the Auditor upon resignation of the
resignation, in the format as specified in Annexure- auditor has taken
A in SEBI Circular CIR/CFD/CMD1/114/2019 place.
dated 18 th October 2019.

The Additional disclosures of the Annual Secretarial Compliance Report as below:-

(a) (**) The listed entity has complied with the provisions of the above Regulations and circulars/ guidelinesissued thereunder, except in respect of matters specified below:

M Q Cynei

$\mathcal{L}_{0}$

Sr. Compliance Regulati Deviati Action Type of Details Fin Observatio Mana $Re-$
No. Requirement on/ lons Taken Action of e ns/ gemen mark
(Regulations/ Circular by Violatio Amo Remarks of t S
circulars/ No. $\mathbf n$ unt the Respo
guidelines Practicing nse
including Company
specific Secretary
clauses)
NIL

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

Sr. $Com-$ Regu- Deviati Actio Type Details Fine Obser- Mana Re-
No. pliance lation/ ons n of of Amou vations/ ge- mark
Require- Circula Take Action Violatio nt Remarks ment S
ment (Regu- rNo. nby n of the Respo
lations/ Practicing nse
circulars/ Company
guidelines Secretary
including
specific
clauses)
NIL

For P. S. Rao and Associates Company Secretaries

20 & Ass $\frac{a}{\pm}$ Hyderabad any Se

$\mathbb N$

M Ramana Reddy Partner FCS No.:11891 CP No. 18415 UDIN: F011891E000412709 P.R. No.: 710/2020

Place: Hyderabad Date: 29.05.2023

$\ddot{\cdot}$