Bosch Ltd — Audit Report / Information 2019

May 28, 2019

Bosch Limited Post Box No:3000 Hosur Road, Adugodi Bangalore-560030 Karnataka, India Tel +918067521750 www.bosch.in l85110KA1951PLC000761

Corporate Relationship Department SSE Limited l5¹Floor, New Trading Ring Rotunda Building Phiroze Jeejeebhoy Towers Dalal Street, Fort Mumbai - 400 001 Scrip code:500530

The Manager Listing Department National Stock Exchange of India Ltd. Exchange Plaza, C-1, Block G Bandra-Kurla Complex Sandra (E) Mumbai - 400 051 Scrip code: BOSCHL TD

28.05.2019

Dear Sirs/Madam,

Sub: Annual Secretarial Compliance Report for the Year ended March 31, 2019.

Pursuant to Regulation 24A of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, read with SEBI circular No.CIR/CFD/CMDl/27/2019 dated February 8, 2019, Please find enclosed the Annual Secretarial Compliance Report of the Company for the year ended March 31, 2019 issued by Mr. Sachin Bhagwat, Practicing Company Secretary.

This is for the information of the exchange and the members.

Yours faithfully, For Bosch Limited

Raj~ Company Secretary & Compliance Officer.

PRACTICING COMPANY SECRETARY

Secretarial compliance report of Bosch Limited for the year ended March 31, 2019

I, CS Sachin Bhagwat, Practicing Company Secretary. have examined:

• a. all the documents and records made available to me and explanation provided by Bosch Limited ("the listed entity"),
• b. the filings/ submissions made by the listed entity to the stock exchanges,
• c. website of the listed entity,

for the year ended March 31, 2019 ("'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, 2009 and Securities and Exchange Board of India (Issue of Capital and Disclosure Requirements) Regulations, -2018 (Not applicable to the Company during the Review Period);
• c) Securities and Exchange Board of India (Substantial Acquisition of Shares and Takeovers) Regulations, 2011;
• d) Securities and Exchange Board of India (Buy-back of Securities) Regulations, 1998 (Not applicable to the Company during the Review Period) and Securities and Exchange Board of India (Buy-back of Securities) Regulations, 2018;
• e) Securities and Exchange Board of India (Share Based Employee Benefits) Regulations, 2014 (Not applicable to the Company during the Review Period):
• f) Securities and Exchange Board of India (Issue and Listing of Debt Securities) Regulations, 2008 (Not applicable to the Company during the Review Period):

• g) Securities and Exchange Board of India (Issue and Listing of Non-Convertible Redeemable Preference Shares) Regulations, 2013 (Not applicable to the Company during the Review Period);
• h) Securities and Exchange Board of India (Prohibition of Insider Trading) Regulations, 2015;
• i) Securities and Exchange Board of India (Depositories and Participants) Regulations, 2018.

and circulars/ guidelines issued thereunder;

and based on the above examination, I 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)	Deviations	Observations/ Remarks of the Practicing Company Secretary
	NIL

• (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 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:

Sr. No.	Action taken by	Details of violation	Detai Is of action taken e.g. fines, warning letter, debarment, etc.	Observations/ remarks of the Practicing Company Secretary, if any.

NIL

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

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

NOT APPLICABLE

Signature: ~

-..I'_'

Place: Pune Date: 25 May, 2019 SACfffN BHAGWAT ACS No.: 10189 C. P. No.: 6029