Ceat Ltd. — Audit Report / Information 2025

May 16, 2025

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May 16, 2025

BSE Limited

Phiroze Jeejeebhoy Towers, Dalal Street, Mumbai 400 001 Security Code: 500878

National Stock Exchange of India Limited

Exchange Plaza, Bandra Kurla Complex, Bandra (East), Mumbai 400 051 Symbol: CEATLTD NCD Symbol: CL25, CL26

Dear Sir /Madam,

Sub: Annual Secretarial Compliance Report for FY 2024-25

Pursuant to Regulation 24A of the SEBI (Listing Obligations and Disclosure Requirements), Regulations, 2015, please find enclosed, the Annual Secretarial Compliance Report of CEAT Limited for the period ended March 31, 2025 issued by M/s Parikh & Associates, Practicing Company Secretaries.

We request you to kindly take the above on record.

Thanking you,

Yours faithfully, For CEAT Limited

Digitally signed GAURAV by GAURAV TONGIA TONGIA Date: 2025.05.16 11:45:26 +05'30'

(Gaurav Tongia) Company Secretary Encl: as above

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AR

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Secretarial Compliance Report of CEAT Limited for the year ended March 31, 2025

To, CEAT Limited 463, Dr. Annie Besant Road, Worli, Mumbai 400030

We Parikh & Associates have examined:

• a) all the documents and records to the extent made available to us and explanations and representations provided by CEAT Limited

• 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 March 31, 2025

of:

• a) the Securities and Exchange Board o Regulations, circulars, guidelines issued thereunder; and

• b) and the Regulations , circulars, guidelines issued thereunder by the Securities and

The specific Regulations (including amendments, modifications from time to time), 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 to the Company during the audit period)

• 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 to the company during the review period)

• e) Securities and Exchange Board of India (Share Based Employee Benefits and Sweat Equity) Regulations, 2021; (Not applicable to the company during the review period)

• f) Securities Exchange Board of India (Issue and Listing of Non-Convertible Securities) Regulations, 2021;

• g) Securities and Exchange Board of India (Prohibition of Insider Trading) Regulations, 2015;

• h) Securities and Exchange Board of India (Depositories and Participant) Regulations, 2018;

and circulars/ guidelines issued thereunder;

and based on the above examination, and considering the relaxations granted by the Ministry of Corporate Affairs and Securities and Exchange Board of India,

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We hereby report that, during the Review Period:

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

Sr. No.	Complianc e Requireme nt (Regulatio ns/ circulars/ guidelines including specific clause)	Regulat ion/ Circular No.	Deviat ions	Action Taken by	Type of Action	Detail s of Violati on	Fine Amount	Observati ons/ Remarks of the Practicin g Compan y Secretar y	Managem ent Response	Remark s
					Advisor y/ Clarific ation/ Fine /Show Cause Notice/ Warnin g, etc.
1	Regulation 60(2) of SEBI Listing Obligations and Disclosure Requirements) Regulations, 2015	Regulation 60(2) of SEBI Listing Obligations and Disclosure Requiremen ts) Regulations , 2015	Short Notice of record date	The National Stock Exchange of India Limited	Fine	Short Notice of record date.	Rs. 10,000/-	The Company has paid the fine to The National Stock Exchange of India.	There was an unintentional administrative delay in the filing of the record date intimation; however, all subsequent compliances, including the timely payment of interest to the sole security holder, were duly completed within the prescribed timelines.	The Company has paid the fine to The National Stock Exchange of India.

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

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Sr. Compliance Regulat Deviation Action Type of Details Fine Observation Mana Rema
No. Requiremen ion/ s Taken Action of Amou s/ geme rks
t Circular by Violatio nt Remarks nt
(Regulations No. n of the Resp
/ circulars/ Practicing onse
guidelines Company
including Secretary
specific
clause)
Advisory/
Clarificati
on/ Fine
/Show
Cause
Notice/
Warning,
etc.
NIL
Additional affirmations by Practicing Company Secretaries (PCS) in Annual Secretarial
Compliance Report (ASCR):
Sr. Particulars Compliance status Observations
No. (Yes/No/NA) /Remarks by
PCS
1. Secretarial Standard Yes
The compliances of the listed entity are in accordance with the
applicable Secretarial Standards (SS) issued by the Institute of
Company Secretaries India (ICSI)
2. Adoption and timely updation of the Policies: Yes
All applicable policies under SEBI Regulations are adopted with
the approval of board of directors of the listed entities
All the policies are in conformity with SEBI Regulations and has
been reviewed & timely updated as per the
regulations/circulars/guidelines issued by SEBI
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3.	Maintenance and disclosures on Website: The Listed entity is maintaining a functional website Timely dissemination of the documents/ information under a separate section on the website 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	Maintenance and disclosures on Website: The Listed entity is maintaining a functional website Timely dissemination of the documents/ information under a separate section on the website 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
4.	Disqualification of Director: None of the Directors of the Company are disqualified under Section 164 of Companies Act, 2013. Yes
5.	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
6.	Preservation of Documents: The listed entity is preserving and maintaining records as prescribed under SEBI Regulations and disposal of records as per Policy of Preservation of Documents and Archival policy prescribed under SEBI LODR Regulations, 2015	Yes

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7. Performance Evaluation: Yes
The listed entity has conducted performance 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: Yes
(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
9. Disclosure of events or information: Yes
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.
10. Prohibition of Insider Trading: Yes
The listed entity is in compliance with Regulation 3(5) & 3(6) of
SEBI (Prohibition of Insider Trading) Regulations, 2015
11. Actions taken by SEBI or Stock Exchange(s), if any: Yes The Company
has paid the fine
The National Stock Exchange of India Limited has levied a fine for to the National
short notice of Record Date under Regulation 60(2) of SEBI Listing Stock Exchange
Obligations and Disclosure Requirements. Regulations, 2015 of India.
12. Additional Non-compliances, if any: Yes
No any additional non-compliance observed for all SEBI
regulation/circular/guidance note etc.
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*Observations/Remarks by PCS are mandatory if the Compliance status is

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Assumptions & Limitation of scope and Review:

The compliance with applicable laws and the authenticity of documents and information provided is the sole responsibility of the management of the listed entity.

Our responsibility is limited to certifying compliance based on our examination of relevant documents and information. This engagement does not constitute an audit nor an expression of opinion.

We have not conducted any verification with respect to the correctness or appropriateness of the financial records or the Books of Accounts of the listed entity.

This Report is prepared solely for the purpose of compliance in terms of Regulation 24A(2) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015. It should not be construed as an assurance on the future viability of the Company or the effectiveness of its management.

It is the responsibility of the Company's management to maintain records and establish appropriate systems for ensuring compliance with applicable SEBI Regulations, circulars, and guidelines issued from time to time and to ensure the adequacy and operational effectiveness of such systems.

The audit was conducted in accordance with the Guidance Note on Annual Secretarial Compliance Report issued by the Institute of Company Secretaries of India (ICSI) , involving such examinations and verifications as deemed necessary and adequate for the purpose.

For Parikh & Associates

Place: Mumbai Date: April 29, 2025

Company Secretaries Signature: P.N. Parikh Partner FCS No: 327 CP No: 1228 UDIN: F000327G000227972 PR No.: 6556/2025