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Skyline Millars Ltd Audit Report / Information 2024

May 24, 2024

63181_rns_2024-05-24_ad7bad89-0891-4a29-a8c5-3cc9bf636a20.pdf

Audit Report / Information

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SKYLINE MILLARS LIMITED Millarc

24thMay,2024

To, The Manager - Listing Department The BSE Limited PhirozeJeejeebhoy Towers, Dalal Street, Mumbai - 400 001.

Reference: - skyline Millars Limited BSE code _ s05650

Dear Sir,

biect:

Pursuant to Regulation24Aof the SE Regulatiory 2013 please find enclosed and Disclosure Requirements) nra-cucing c"-p;y secretary, f";th; it?lutt e Report, issued by

We request you to kindly take a note of the same.

-. '"1: -.,

Thanking You,

Yours Faithfully,

For Skyline MiIIars Limited ..-::::-::.,..

Hars cFo ; :,

Encl. As above.

Sales Office : C/2, Skyline Wealthspace, Gate No. 2, Skyline Oasis, Premier Road, Vidyavihar (W), Mumbai - 400 080. Tel.: (022) 25Lt 2194 / 95

Registered & Corporate Offrcel Churchgate House, 4o Floor, 32-34, Veer Nariman Road, Fort, Mumbai - 400 001. rer': ( 02 D 2',olJi']' r rffifJjnem'rarsrtd'com

Practising Company Secretaries

SECRETARIAL COMPLIANCE REPORT (Pursuant to Regulation 24A of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements), Regulations, 2015) OF SKYLINE MILLARS LIMITED . FOR THE FINANCIAL YEAR ENDED MARCH 31, 2024.

I, Prashant S. Mehta, Proprietor of P. Mehta & Associates, a Practicing Company Secretary have conducted the review of the compliance of the applicable statutory provisions and the adherence to good corporate practices by Skyline Millars Limited (hereinafter referred as 'the listed entity'), having its Registered Office Churchgate House, 4th Floor, 32-34,Veer Nariman Road, Fort, Mumbai - 400 001. Secretarial Review was conducted in a manner that provided me a reasonable basis for evaluating the corporate conducts/statutory compliances and to provide my observations thereon.

Based on my verification of the listed entity's books, papers, minutes books, 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 representatives during the conduct of Secretarial Review, I hereby report that the listed entity has, during the review period covering the financial year ended on March 31, 2024 complied with the statutory provisions listed hereunder in the manner and subject to the reporting made hereinafter :

I have examined:

  • a) allthe documents and records made available to us and explanations provided by Skyline Millars Limited (CIN -L63020MH1919PLC000640 ) ("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 March 31, 2024 ("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, includes:

  • a) Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 and amendments from time to time;

  • b) Securities and Exchange Board of India (Issue of Capital and Disclosure Req Regulations, 2018 and amendments from {ime to time;

  • Securities and Exchange Board of India (Substantial Acquisition of Shares and Takeovers) Regulations, 2011 and amendments from time to time;

  • Securities and Exchange Board of India (Buyback of Securities) Regulations, 2018 and amendments from time to time; - Not Applicable during the period under review;
  • Securities and Exchange Board of India (Share Based Employee Benefits and Sweat Equity) Regulations, 2021 and amendments from time to time; - Not Applicable during the period under review; .
  • Securities and Exchange Board of India (Issue and Listing of Debt Securities) Regulations, 2008 and amendments from time to time; - Not Applicable during the period under review;
  • Securities and Exchange Board of India(Issue and Listing of Non-Convertible and Securities) Regulations,2021 and amendments from time to time; - Not Applicable during the period under review;
  • Securities and Exchange Board of India (Prohibition of Insider Trading) Regulations, 2(115 and amend ments from time to time;
  • Securities : nd Exchange Board of India (Depositories and Participant) Regulations, 2018 and amendments from time to time;

and circulars/ guidelines issued thereunder;

and based on the above examination, I hereby report during the Review Period the compliance status of the listed entity is appended as below:

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. Compliance Regulation/ Deviations Action Type of Type Fine Observations/ [Management Remarks
No. Requirement Circular Taken Action of Amount Remarks Response
(Regulations/ No.
circulars/
guidelines
including
specific
clause)		 by Action
3		 of the
Practicing
Company
Secretary
Advisory/
Clarification/
Fine/Show
Cause
Notice/
'Warning,
etc.
None

(b) The listed entity has taken the following actions to comply with the observations made in
previous reports:
Sr. Compliance
No. Requirement Circular
(Regulations/ No.
circulars/
guidelines
including
specific
clause)		 Regulation/ Deviations Action Type of by Taken Action Type
of
Action		 Fine Amount Remarks
of the
Practicing
Company
Secretary		 Observations/ [Management [Remarks
Response
[ Advisory/
Clarificatior/
'Fine/Show
Cause
Notice/
Warning,
etc.
None

Additional affirmation by Practicing Company Secretaries (PCS) in Annual Secretarial Compliance Report (ASCR):

Sr.
No.		 Particulars Compliance Statu§
(Yes/No/ NA)		 Observations/
Remarks by PCS*
1. Secretarial Standards:
compliances
The
entity
the
listed
are
of
in
accordance
with
applicable
Secretarial
the
Standards
issued
by
Institute
(SS)
the
of
Company Secretaries India (ICSI), as notified by
the Central Government under section 118(10) of
Companies
mandatorily
and
2013
Act,
the
applicable.		 Yes
Adoption and timely
updation of the Policies:
under
SEBI
applicable
policies
All
e
Regulations
adopted
with
the
are
approval
board
directors
the
of
of
of
listed entities
All the policies are in conformity with
e
Regulations
SEBI
and
have
been
reviewed & updated on time, as per the
regulations / circulars/guidelines issued
by SEBI		 Yes
Maintenance and disclosures on Website:
The
maintaining
Listed
entity
is
a
e
functional website
Timely dissemination of the documents/
¢
information under a separate section on
the website		 Yes
Web-links provided in annual corporate
*
governance
under
Regulation
reports
27(2) are accurate and specific which re
document(s)/
relevant
directs
the
to
section of the website
Disqualification of Director:
None of the Director(s) of the Company is/ are
disqualified under Section 164 of Companies
Act, 2013 as confirmed by the listed entity.		 Yes
examined
Details related to Subsidiaries of listed entities
have
been
w.r.t.:
subsidiary
(a)Identification
material
~ of
companies
(b) Disclosure requirement of material as well
as other subsidiaries		 NA The Company
does not have
subsidiary
Preservation
of Documents:
The listed entity is preserving and maintaining
records as prescribed under SEBI Regulations
disposal
and
records
Policy
per
of
of
as
Preservation of Documents and Archival policy
LODR
under
SEBI
Regulations,
prescribed
2015.		 Yes
Performance Evaluation:
conducted performance
The
entity
has
listed
evaluation of the Board, Independent Directors
Committees
and
every
the
the
start
of
at
year/during
financial
financial
year
the
as
prescribed in SEBI Regulations.		 Yes
Related
Party Transactions:
(a)The listed entity has obtained prior approval
Committee
Audit
related
party
for
of
all
transactions; or
provided
The
entity
detailed
has
listed
(b)
reasons along with confirmation whether the
subsequently
approved/
were
transactions
ratified/ rejected by the Audit Committee,
in
case no prior approval has been obtained.		 Yes
Disclosure of events or information:
The listed entity has provided all the required
under
Regulation 30
along with
disclosure(s)
Schedule III of SEBI LODR Regulations, 2015
within the time limits prescribed thereunder.		 Yes
10. Prohibition of Insider Trading:
compliance
The
with
entity
listed
in
is
Regulation
SEBI
(Prohibition
&
3(5)
3(6)
of
Insider Trading) Regulations, 2015.		 Yes
11. by SEBI or Stock Exchange(s), if
Actions taken
any:
been
Action(s)
taken
has
against
the
listed
promoters/
subsidiaries
directors/
entity/
its
either by SEBI or by Stock Exchanges (including
under
Standard
Operating
Procedures
the
issued by SEBI through various circulars) under
SEBI
Regulations
and
guidelines
circulars/
issued thereunder.		 No action taken by
SEBI or stock
exchange
12. Additional Non-compliances, if any:
No additional non-compliance observed for any
SEBI regulation/circular/guidance note etc.		 Yes

*Observations/ Remarks by PCS are mandatory if the Compliance status is provided as 'No' or 'NA'

Compliances related to resignation of statutory auditors from listed entities and their material subsidiaries as per SEBI Circular CIR/CFD/CMD1/114/2019 dated 18th October, 2019: (No reportable event during the period under review.)

Srn Particular Complian
ce
Status(Yes		 Observation:
Remarks
PCS*
/No/NA)
Compliances with the following conditions while appointing/re-appointing an auditor
i. If the auditor has resigned within 45 days from the
end
of a quarter of a financial
auditor
year, the
before
such
resignation,
issued
limited
has
the
review/ audit report for such quarter; or
'
ii. If the auditor has resigned after 45 days from the end
of a quarter of a financial year, the auditor before
review/
such
resignation,
issued
limited
has
the
audit report for such quarter as well as the next
quarter; or
If the auditor has signed the limited review/ audit
iii.
report for the first three quarters of a financial year,
the auditor before such resignation, has issued the
limited review/ audit report for the last quarter of
such financial year as well as the audit report for		 NA
2. such financial year.
Other conditions relating to resignation of statutory auditor
i. Reporting of concerns by Auditor with respect to the
material
subsidiary
Audit
entity/its
listed
the
to
Committee:
ii. In case of any concern with the management of the
subsidiary
entity/material
such
'non
listed
as
availability of information / non-cooperation by the
management which has hampered the audit process,
Chairman
approached
auditor
has
the
the
the
of
Audit Committee of the listed entity and the Audit
Committee shall receive such concern directly and
immediately
without
waiting
specifically
for
the
quarterly Audit Committee meetings.
iii. In case the auditor proposes to resign, all concerns
with respect to the proposed resignation, along with
relevant documents has been brought to the notice of
the Audit Committee. In cases where the proposed
is due to non-receipt of information /
resignation
company,
explanation
from
auditor
has
the
the
Committee
informed
Audit
details
the
the
of
information/ explanation sought and not provided by
the management, as applicable.		 NA
iv. The Audit Committee/Board of Directors, as the case
may be, deliberated on the matter on receipt of such
information from the auditor relating to the proposal
to resign as mentioned above and communicate its
views to the management and the auditor.
v. Disclaimer in case of non-receipt of information:
vi. The auditor has provided an appropriate disclaimer
in its audit report, which is in accordance with the
Standards of Auditing as specified by ICAI/ NFRA,
in case where the listed entity/ its material subsidiary
provided
information
required
has
not
by
the
as
auditor.
3. The listed entity / its material subsidiary has obtained
information from the Auditor upon resignation, in the
format as specified in Annexure- A in SEBI Circular CIR/
CFD/CMD1/114/2019 dated 18th October, 2019.		 NA

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.
    1. Our responsibility is to certify 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 Books of Accounts of the listed entity.

  1. 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 conducted the affairs of the listed entity.

For P Mehta & Associates. Practicing Company Secretaries

Ptk

Date: 24 May, 2024 Place: Mumbai

UDIN: A005814F000441744 PR No.2354/2022

Prashant S Mehta PRASHANT S. MEHTA (Proprietor) COMPANY SECRETARY ACS No. 5814 M. NO. 6814 CP. NO. 17341 C.P. No. 17341

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