Esab India Ltd. — Audit Report / Information 2019

May 13, 2019

ESAB/BSE/201 9

13 May, ·.201-g·

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A. 1 --

Bombay Stock Exchange Limited P J Towers Dalal Street Mumbai 400 001.

Scrip Code: 500133

Dear Sir,

Sub: Annual secretarial compliance report for the financial year ended 31 March; . ~ . . r

Please find enclosed a copy of the Annual secretarial compliance report dated 25 Apri. ~ ·· 2019 issued by Mr.V Mahesh, V Mahesh & Associates, Practising Company Sereta_r1es · for the financial year ended 31 March, 2019. . . . ·

Thanking you, Yours truly, For ESAB INDIA LIMITED

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S. VENKATAKRISHNAN COMPANY SECRETARY

Encl: As above

Telephone : 91-(0)44- 42281100 Fax : 91 -(0)44- 42281150 Website: www.esabindia.com GIN : L29299TN1987PLC058738

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Registered Office : ESAB INDIA LIMITED Plot No.13. 3rd Main Road, Industrial Estate, Ambattur. Chennai - 600 058

SECRETARIAL COMPLIANCE REPORT OF ESAB INDIA LIMITED FOR THE YEAR ENDED 31ST MARCH, 2019

To, The Board of Directors, ESAB India Limited Plot No. 13, 3rd Main Road, Industrial Estate, Ambattur, Chennai - 600058

We have examined:

(a) All the documents and records made available to us and explanation provided by ESAB India 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 certlflcatlon,for the Financial Year ended 31st March, 2019 ("015t April, 2018 - 31st March, 201 9") in respect of compliancewith the provisions of:

• i. the Securities and Exchange Board of India Act, 1992("SEBI Act") and the Regulations, circulars, guidelinesissued thereunder; and
• ii. the Securities Contracts (Regulation) Act, 1956 ("SCRA"),rules made thereunder and the Regulations, circulars,guidelines issued thereunder by the Securities andExchange 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 (Share Based Employee Benefits) Regulations, 2014;
• d) Securities and Exchange Board of India (Prohibition of Insider Trading) Regulations, 2015;
• e) Securities and Exchange Board of India (Depositories & Participants) Regulations, 1996 &2018(amended Regulations)

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VMACS

Based on the above examination, we 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	Deviations	Observations/
	(Regulations/ circulars/		Remarks of the
	guidelines including specific		Practicing
	clause)		Company Secretary
		NA

• (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 our 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	Actiontalf.en by'	Detailsofviolation	of actionDetailstakene.g.fines,letter,warningdebarment, etc	'(l)bservations ItheRemarksofPracticingCompanySecretary, if any
			NA

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

Sr.No	Observation of	Observations	Actions taken by	of theComments
	thePracticing	madeinthe	the listedentity,	Practicing
	Company	secretarial	if any	Company Secretary
	Secretaryin	compliance		ontheactions
	theprevious	report for the		taken by the listed
	reports	year ended		entity
NA

Place: Chennai Date: 25/04/2019

For V. ~ Mahesh & Associates V.Mahesh

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