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Josts Engineering Co. Ltd. Regulatory Filings 2021

Jun 29, 2021

63766_rns_2021-06-29_0ced642e-b134-4148-b080-d3f65b22ded5.pdf

Regulatory Filings

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To, The Secretary,

29[th] June, 2021

BSE Ltd., Phiroze Jeejeebhoy Towers, Dalal Street, Mumbai- 400001 June 12, 2020

Dear Sir,

Scrip Code- 505750 Sub: Annual Secretarial Compliance Report for the Financial Year ended March 31, 2021 Ref: SEBI Circular No. CIR/CFD/CMD1/27/2019 dated February 08, 2019.

In compliance with the aforementioned SEBI Circular, please find attached the Annual Secretarial Compliance Report for the Financial Year ended March 31, 2021, issued by M/s Sandeep Dar & Company.

Please take the above disclosure on record.

Thanking you,

Yours Faithfully,

For J ost’s Engineering Company Limited

Qamar Ali (Secretarial Department)

Encl: As above

SANDEEP DAR B.Com. LL.B., F.C.S. Mob: 9322262265 COMPANY SECRETARIES ● INSOLVENCY PROFESSIONAL 9137318572

Mob: 9322262265

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SECRETARIAL COMPLIANCE REPORT OF JOST’S ENGINEERING COMPANY LIMITED FOR THE YEAR ENDED MARCH 31, 2021

  • I, Sandeep Dar, Practicing Company Secretary have examined:

  • (a) all the documents and records made available to us and explanation provided by Jost’s Engineering Company 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 April 1, 2020 to March 31, 2021 (“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, 2018;

  • (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;

  • (e) Securities and Exchange Board of India (Share Based Employee Benefits) Regulations, 2014;

  • (f) Securities and Exchange Board of India (Issue and Listing of Debt Securities) Regulations, 2008;

  • (g) Securities and Exchange Board of India(Issue and Listing of Non-Convertible and Redeemable Preference Shares) Regulations,2013;

SANDEEP DAR & CO.COMPANY SECRETARIES | INSOLVENCY PROFESSIONAL |TRADE MARK AGENT 208, Plot no. 1A, Jalaram Market, Sector 19, Vashi, Navi Mumbai - 400705.Landline: 27830668 / 27840264 Email ID: [email protected] | [email protected]| Website: www.sandeepdar.com

(h) Securities and Exchange Board of India (Prohibition of Insider Trading) Regulations, 2015; 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
1. Pursuant to Regulation 6
(1) of the Securities and
Exchange Board of India
(Listing Obligations and
Disclosure Requirements
) Regulations, 2015
Company
has
not
appointed the
qualified
Company Secretary
as the Compliance Officer
for the period 01.03.2020
to 22.11.2020

1. Company has paid a fine of
Rs. 35400/- due to the Non-
Compliance of Regulation 6
(1) of SEBI (LODR) during
quarter ended September
2020.
2. Company was levied a fine
of Rs. 62000/- due to the
Non-Compliance
of
Regulation
6(1)
during
quarter ended December
2020. However, Company
has made representation to
Stock Exchange that due to
nationwide lockdown due
to
COVID-19
pandemic
since March 2020 Company
was unable to find suitable
candidate
and
have
requested for Waiver of the
fine and Hence, Fine is not
paid.
However,
A
Company
Secretary and Compliance
officer was appointed w.e.f.
23rdNovember,2020.
2. Pursuant to Regulation
34 of the Securities and
Exchange Board of India
(Listing Obligations and
Disclosure Requirements
)Regulations,2015
Company
has
not
submitted the Annual
report within the period
prescribed
under
this
regulation.
There was a delay of 3 days in
submission of Annual Report
to BSE for which a fine of Rs.
7080/- was paid to Stock
Exchange.
3. Pursuant to Circular Companyhas notplaced As informed bythe

SANDEEP DAR & CO.COMPANY SECRETARIES | INSOLVENCY PROFESSIONAL |TRADE MARK AGENT 208, Plot no. 1A, Jalaram Market, Sector 19, Vashi, Navi Mumbai - 400705.Landline: 27830668 / 27840264 Email ID: [email protected] | [email protected]| Website: www.sandeepdar.com

SEBI/HO/CFD/CMD/CIR/
P/2020/12 dated January
22, 2020.
before the Board the
fines Levied by the stock
exchange.
management, The said fines
have
been
reflected
in
Company’s
accounts
as
approved
by
board
of
directors in its meeting held
on 6thMay 2021. However,
Management has informed
the matter relating to levy of
fine will be tabled in the
ensuing board meeting.
  • (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/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.

Action
taken by
Details of violation Details
of
action taken
E.g.
fines,
warning
letter,
debarment,
etc.
Observations/ remarks of
the
Practicing
Company
Secretary, if any.
1 Stock
Exchange
Company
has
not
appointed the
qualified
Company Secretary as the
Compliance Officer
for
the period 1.04.2020 to
22.11.2020
Fine Company has paid a fine of
Rs. 35400/- due to the Non-
Compliance of Regulation 6
(1) of SEBI (LODR) during
quarter ended September
2020.
Company was levied a fine
of Rs. 62000/- due to the
Non-Compliance
of
Regulation
6(1)
during
quarter ended December
2020. However, Company
has made representation to
Stock
Exchange
that
due to nationwide lockdown

3

SANDEEP DAR & CO.COMPANY SECRETARIES | INSOLVENCY PROFESSIONAL |TRADE MARK AGENT 208, Plot no. 1A, Jalaram Market, Sector 19, Vashi, Navi Mumbai - 400705.Landline: 27830668 / 27840264 Email ID: [email protected] | [email protected]| Website: www.sandeepdar.com

due to COVID-19 pandemic
since March-20 company
was unable to find suitable
candidate
and
have
requested for Waiver of the
fine and Hence, Fine is not
paid.
However,
A
Company
Secretary and Compliance
officer was appointed w.e.f.
23rdNovember,2020.
2 Stock
Exchange
Company
has
not
submitted
the
Annual
report within the period
prescribed
under
this
regulation.
Fine There was a delay of 3 days
in submission of Annual
report on BSE. Fine of Rs.
7080/- was paid to Stock
exchange.

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

Sr.
No.

Observations
of
the
Practicing
Company
Secretary
in
the
previous
reports
Observations
made
in
the
secretarial
compliance report for
the
year
ended
31/03/2020
Comments of the Practicing Company
Secretary on the actions taken by the
listed entity
1 Company
has
not
appointed
the
qualified
Company
Secretary as the
Compliance
Officer for the
period
from
1.03.2020
to
31.03.2020
Company
had
Six
Months
to
appoint
Qualified
Company
Secretary/ Compliance
Officer for Compliance
under Regulation 6 (1)
of the Securities and
Exchange Board of India
(Listing Obligations and
Disclosure
Requirements)
Regulations, 2015 after
resignation of Previous
Company Secretary. The
Management
has
informed because of
nationwide
lockdown
due
to
COVID-19
pandemic, the company
was unable to fill upthe
The Company has appointed a Company
Secretary and a Compliance officer w.e.f.
23rdNovember, 2020 and has complied with
the Provisions of regulation 6(1) of SEBI
(LODR).

SANDEEP DAR & CO.COMPANY SECRETARIES | INSOLVENCY PROFESSIONAL |TRADE MARK AGENT 208, Plot no. 1A, Jalaram Market, Sector 19, Vashi, Navi Mumbai - 400705.Landline: 27830668 / 27840264 Email ID: [email protected] | [email protected]| Website: www.sandeepdar.com

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said vacancy. However,
on
lifting
of
the
nationwide
lockdown,
the company will put in
its best efforts to fill in
the
vacancy
by
appointing a suitable
candidate, as early as
possible.
2 The Company
has
not
conducted the
familiarisation
programme of
Independent
Directors
as
required under
Regulation 25
(7)
of
the
Securities and
Exchange
Board of India
(Listing
Obligations
and Disclosure
Requirements)
Regulations,
2015.
The Management has
informed
that
the
Familiarisation
programme
to
be
imparted
to
the
Independent Directors
pursuant to regulation
25(7) of SEBI (LODR)
was to be conducted in
a phrased manner and
on need basis during
the
month
of
February/March, 2020.
However, the company
was unable to impart
familiarisation
programme
due
to
nationwide lock down
due
to
COVID-19
pandemic. On lifting of
the
Lockdown,
the
company will conduct
Familiarisation
programme
for
the
Independent Directors
in aphrased manner.
As informed by the Management, the
Company has conducted Familiarization
programme of Independent Directors as
required
under
Regulation
25(7)
of
Securities and Exchange Board of India
(Listing
Obligations
and
Disclosure
Requirements) Regulations, 2015 on
following dates:
1. 15/06/2020
2. 11/08/2020
3. 10/11/2020
4. 29/01/2021

DAR SANDEEP BHUPENDRANATH Digitally signed by DAR SANDEEP BHUPENDRANATH DN: c=IN, st=Maharashtra, 2.5.4.20=6966820c7a26583df7f02150df37dbf63cfb0764b9c8bdbec06c05d58e038d59, postalCode=400703, street=306,ANAND SAGAR, SECTOR-17,VASHI, serialNumber=504a40fd55e5800be496db111f598eed6d10072c92307813fd5b5510b69a6f83, o=Personal, cn=DAR SANDEEP BHUPENDRANATH, pseudonym=0b7b880784ba2334ee173ad7591ca716 Date: 2021.06.29 15:32:35 +05'30'

Sandeep Dar FCS No.: 3159 C P No.: 1571 UDIN:F003159C000535614

Date: 29[th] June, 2021

Place : Navi Mumbai

SANDEEP DAR & CO.COMPANY SECRETARIES | INSOLVENCY PROFESSIONAL |TRADE MARK AGENT 208, Plot no. 1A, Jalaram Market, Sector 19, Vashi, Navi Mumbai - 400705.Landline: 27830668 / 27840264 Email ID: [email protected] | [email protected]| Website: www.sandeepdar.com

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