Cravatex Ltd. — Audit Report / Information 2023

May 30, 2023

Registered Office : Ground Floor (East Wing), Forbes Building, Charanjit Rai Marg, Fort, Mumbai -400 001 CIN L93010MH1951PLC008546 Telephone No. : +91 22 6666 7474 Email: info@cravatex.com : info@cravatex.com .com com Website: www.cravatex.com : www.cravatex.com www.cravatex.com

Website: www.cravatex.com : www.cravatex.com www.cravatex.com

Email: info@cravatex.com : info@cravatex.com .com com

- CRAVAT EX LIMITED

30th May, 2023

BSELimited Department of Corporate Services (DCS-Listing) Phiroze Jeejeebhoy Towers Dalal Street Mumbai - 400 001

Company Code: 509472

Dear Sir,

Sub.: A ual Secretarial Compliance Report for the Financial Year 2022-23

Ref: Disclosure under Regulation 24(A)(2) of Securities and Exchange Board oflndia (Listing Obligations and Disclosure Requirements) Regulations, 2015

Sec We refer to the above and as required under Regulation 24(A)(2) of urities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015, we have attached copy of Annual Secret l Compliance Report for the financial year 2022-23 issued by M/s. Hemanshu Kapadia & Associates, Practicing Company Secretaries, Mumbai.

Kindly take the same on record.

Thanking You, For Cravatex Limited, - � �...__.,""", Sudhanshu Namdeo a Company Secret ry and Compliance Officer Membership No.A17132

Encl: a.a.

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SECRETARIAL COMPLIANCE REPORT OF CRAVATEX LIMlTED FOR 11IE FINANCIAL ·Y ED MARCH 31, 2023

We have conducted the review of the compliance of the applicable statutory provisions and the adherence to good corporate practice8 by CRAVATEX LIMITED (CIN· L93 951PLC008546) (hereinafter refened as 'the listed entity'), having its Registered Office at Ground Floor (Eut Wing), Forbea Building Channjit Bai Mug, Fait Mumbai 400001, Secretarial Review was conducted in a manner that provided us a reasonable basis for evaluating the to1pwate conducts/s tory compliances and to provide our observations thereon.

Based on our verification of the listed entity's boob, papen, minutes boob, forms and returns filed and other records maintained by the listed entity and also the information provided by the listed entity, its officers, agents and authorized 1ep1 esen es during the conduct of Secretarial Review, we hereby report that the listed entity has, during the review period covering the financial year ended on complied with the statutory provisions listed hereunder in the manner and subject to the reporting made hereinafteJ:

I, Henvmahu Kapadia. Proprletoi of M/L Hemanahu Kapadia & Associates, Practicing Company Secretaries, having office at Office 110. 201, 2nd Floor, A-Wmg, }eevan Prabha Society, Above Slandard ChaJtered Bank, Chandavubr Road, Borivali (West), Mumbai - 400 092, have examined:

• a) all the documents and records made available to us and explanation provided by CRA VATEX 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 clocwnent/ filing, as may be relevant. which has been ielied upon to make tlmieport,

for the year ended March 31, 2023 ("Review Period") in respect of compliance with the provisions cl:

• a) the Securities and Exchange Board of India Ac:t, 1992 ("SBBI Act"') and the Regulations, c:lrculara, guidelines issued thereunder; and

• b) the Securities Contracts (Regulation) Act. 1956 ("SCRA"), rules made thereunder and the Regulations, c:lrculara, guidelines issued thereunder by the Securities and Exchange Board of India (jSBBI");

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�. whose provisions . . and the c:lrculara/ guidelines issued thereunder,

• a) . Sec:mities 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 Applkable to the Company during the Audit Period);

• c) Securities and Exchange Board of India (Substantial Acquisition of Shares and Takeovers) Regulations, 20 ;

• d) Securities and Exchange Board of India (Buyback of Securities) Regulations, 2018; (Not Applkable to the Company during the Audit Period);

• e) Securities and Exchange Board of India (Share Based Employee Benefilll and Sweat F.quity) Regulations, 2021; (Not Applkable to the Company dming the Audit Period);

• f) Securities and Exchange Board of India (Issue and Listing of Securities Debt Instrumenlll and Security Receiplll) Regulations, 2008; (Not Applicable to the Company dming the Audit Period);

• g) Securities and Exchange Board of India (Issue and Listing of Non-Convertible Securities) Regulations, 2021; (Not Applkable to the Company during the Audit Period);

• h) Sec:mities and Exchange Board of India (Prorubition of Insider Trading) Regulations, 2015

and circu1ars/ guidelines issued thereunder;

and based on the above examination, I/We hereby report that, during the Review Period:

I (a) (") The listed entity bu complied with the pioviaiona of the above llegulationa and drcalur;' guf cfelines issued thereunder, e,rcept in respect of matters specified below:

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(b) The listed entity has taken the following adiom to comply with the observatiom made in -

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IL Compllan.:ee related to resignation of atatatory aaditon from listed en ee md their material nblicUariee II per SEBI Clrcalar CIR/CFD/CMDl/11f/l019 dated 18th October, 2019:

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"Observations/Remarks by PCS are mandatory if the Compliance status is provided as 'No' or ,..- 'NA'

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I hereby report that, during the review period the compliance status of the listed entity is app as below :

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Cravatex Brands b. Disclosure requirement of material as well as (b) Yes Ltd. However, other subsidiaries the company disposed of 100% shareholding held by the Company in Cravatex Brands Umited on 30 11 2023. on of Ooc:amenta: listed entity is preserving ll1d maintaining records Yes Pre l!CI under SBBI Regulations ll1d disposal of reai.rcllll per Policy of Pt eservation of Documents ll1d Archi licy prescribed under SBBI LODR ReguJations, 2015. listed entity has conducted performance evaluation Yes BoaJd. Independent Dlrecton ll1d the Conmlitt start of every finandal year/during the finandal prescribed in S!BI Regulations. Party Transactions: a. The listed entity has obtained prior approval (a) Yes Audit Conmd for all related party transactions or b. The listed entity has provided detailed reuonsi (b) N.A. Since prior along with confirmatiQn whether the trar kml4 approval obtained were subsequently approved/ratified/rejected the Audit Committee, in case no prior approval been obtained. osure of events or Information: listed entity has provided all the Yes piSCIOllwle{I) under Regulation 30 along 15chil!Clule m of SBBI LODR Regulations, 2015 within limits thereunder. . irmm'bidon ol lndder Trading: listed entity is in compliance with Regulation 3 Yes (6) SBBI (Prohibition of Insider TradJng) Regulations 5. . I

1. Actions taken by SEBI or Stock Ew:bange(s), if any:

No action(•) has been taken against the listed entity I ib Yes / directors/ subsidiaries either by SEBI or bJ Stock Exchanges (inducting under the Standard Operatin1 _____ .:urea issued by SEBI through various circulars . SEBI Regulations and circulars/ guidelines issue • except as provided under separate paragrapl llerein ( .. ).

• 2 . . ·• onal Non-compliances, if any:

No a tional non-compliance observed for any SEBI Yes regulation/ dn:uJM/ guiclance note etc.

Assumptions & Limitation of scope and Review:

1. Compliance of the applicable laws and ensuring the authenticity of documents and information furnished, are the responsibilities of the management of the listed entity.

2 Our responsibility is to report based upon our examination of relevant documents and information. This is neither an audit nor an expression of opinion.

1. We have not verified the correctness and appropriateness of financial Records and Boob of Accounts of the listed en .

2. This Report is solely for the intended purpose of compliance in terms of Regulation 24A (2) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 and is neither an assurance as to the future viability of the listed entity nor of the efficacy or effectiveness with which the management has c:onducted the affairs of the listed en .

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For Hemanshu Kapadia & Associates �;:;h. • Hemanshu Kapadia Proprietor C.P. No.: 2285 Membership No.: F3477

UDIN: F00347'1E000386508 PR No: 1620/2021