SRF Ltd. — Regulatory Filings 2023

May 12, 2023

==> picture [82 x 49] intentionally omitted <==

The Corporate Relationship Department, BSE Limited Ist Floor , New Trading Ring Rotunda Building, P.J. Towers Dalal Street, Mumbai 400 001 Scrip Code- 503806

National Stock Exchange of India Limited “Exchange Plaza” Bandra-Kurla Complex Bandra (E) Mumbai 400 051

Scrip Code-SRF

12.05.2023

Annual Secretarial Compliance Report

Dear Sir,

In compliance with Regulation 24(A)(2) of SEBI Listing Regulations, 2015, as amended, we are submitting the Annual Secretarial Compliance Report dated May 09, 2023 for the year ended March 31, 2023.

Kindly take the same on record and acknowledge.

Thanking you,

Yours faithfully,

For SRF Limited

Rajat Digitally signed by Rajat Lakhanpal Date: 2023.05.12 Lakhanpal 10:06:56 +05'30'

Rajat Lakhanpal Sr. VP (Corporate Compliance) & Company Secretary

SRF LIMITED Block-C Sector 45 Gurugram 122 003 Haryana India Tel: +91-124—4354400 Fax: +91-124—4354500 E-mail: info@srf.com Website: www.srf.com Regd. Office: Unit No. 236 & 237, 2nd Floor DLF Galleria, Mayur Place Noida Link Road Mayur Vihar Phase 1 Extension Delhi 110091

Corporate identity No. L181010L1970PLC005197

SANJAY GROVER & ASSOCIATES COMPANY SECRETARIES

B-88, 1' Floor, Defence Colony, New Delhi -- 110 024 Tel.: (011) 4679 0000, Fax: (011) 4679 0012 e-mail: contact@cssanjaygrover.in Website: www.cssanjaygrover.in

Annual Secretarial Compliance Report of SRF Limited for the financial year ended 31 March, 2023

I, Kapil Dev Taneja, Partner of Sanjay Grover & Associates, a firm of Company Secretaries, have examined:

• (a) all the documents and records made available to me and explanation provided by SRF Limited ("the listed entity")

• (b) the f gs/ 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 thi certification,

for the year ended 31" March, 2023 (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 Disclosur Requirements) Regulations, 2015 (SEBI LODR Regulations);

• (b) Securities and Exchange Board of India (Issue of Capital and Disclosu Requirements) Regulations, 2018 {Not applicable during the review period};

• (c) Securities and Exchange Board of India (Substantial Acquisition of Shares an Takeovers) Regulations, 2011 ;

• (d) Securities and Exchange Board of India (Buyback of Securities) Regulations, 2018 {Not applicable during the review period};

• (e) Securities and Exchange Board of India (Share Based Employee Benefits and Swea Equity) Regulations, 2021;

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

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

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

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

.F

SANJAY GROVER AND ASSOCIATES

s	Complan	Regulatio	Deviatio	Acti	Type	Details of	Fine	Observation	Manage	Re
r.	ce	n/	ns	on	of	Violation	Am	s/Remarks	ment	ma
N	Requirem	Circular		Tak	Actio		ount	of the	Respons	rks
o.	ent	No.		en	n			Practising	e
	(Regulati			By				Company
	ons/							Secretary
	crculars/
	guidelnes
	incuding
	specifc
	cause)
I	Par 8.of	Para 8.4of	The	NSE	Fine	The	Rs.	The Company	Redemptio	NA
	Chapter	Chapter	Company	Limit	impose	Company	6,000	has deposited	nwasdone
	XVIof	XVI of	redeemed	ed	d by	redeemed its	I-	the amountof	onthedue
	SEBI	SEBI	its		NSE	commercial		Rs.6,000/-	date
	Opertional	Opertional	commercia		Limited	paper(ISI:			however
	Circular	Circular	I paper			INE647Al4			dueto
	SEBI/HO/D	SEBIHO/D	ISIN:			963) on			intervening
	DHS/P/CIR	DHS//CIR	IE647AI			October 2 1 ,			Holidays.
	2021/613	2021/613	4963) on			2022. The			the
	dated August	dated	October			Company			reporting
	10,2021-	AugustIO,	21, 2022.			has			to NSE
	The issuer	2021	The			intimated to			Limited
	shalsubmit		Company			NSEabout			was done
	acerifcate to thestock		has intimated			the redemption			immediatel yafer
	exchange		toNSE			of such			those
	confming		aboutthe			commercial			holiday
	flflmentof		redemption			paperon
	its payment		ofsuch			October 28,
	obligations		commercia			2022.
	with respect		Ipaper on
	to		October
	commercial		28,2022.
	papers
	within2
	days of
	payment
	becoming
	due.

• b) The listed entity has taken the following actions to comply with the observations made in previous reports: There was no observation made in previous report for the financial year ended March 31, 2022.

I further report that during the review period, there was no event of appointment/re­ appointment/resignation of statutory auditor of the Company and the Company was in compliance with Para 6(A) and 6(8) of SEBI Circular No. CIR/CFD/CMD1/114/20 I 9 dated October 18, 2019.

< eport that in terms of the circulars issued by BSE Limited and National Stock Exchange Limited on March 16, 2023 respectively, I also affirm the following(s):

..., z DE

SANJAY GROVER AND ASSOCIATES

		Sr. No.	Sr. No.	Particulars	Complance	Observations
					status	/Remarks by
					(Yes/No/NA)	PCS
			1	Secretaria I Standard	Yes	None
				Thecompliances of the Company
				are 1 accordance with the
				applcable Secretarial Standards
				(SS)issued by the Institute of
				Company SecretariesIndia (ICSI)
			2.	Adoption andtimely updaton of	Yes	None
				the Policies:
				.Al applicablepoliciesunder
				SEBI Regulationsare adopted with
				the apprvalof board of directors
				ofthe Company.
				• Al the policies areinconfrmit
				with SEBIRegulations andhas
				been reviewed&timelyupdated as
				per the regulations/ circulars/
				guidelinesissued by SEBI
			3.	Maintenance and disclosues 01	Yes	None
				Website:
				• The Company ismaintaining a
				functionalwebsite
				.Timely dissemination of the
				documents/infrmation under a
				separte sectionon the website
				.Web-linksprvided 1annual
				corporte goverancerepors under
				Regulation 27(2) are accurte and
				specifc whichredirectsto the
				relevant document(s)/section of
				the website
			4.	Disgualifcationof Director:	Yes	None
				None ofthe Director of the
				Company are disqualifed under
				Section 164 of Companies Act,
				2013
			5.	To examine details related to	Yes	TheCompanydoes
				Subsidiaries oflisted entities:		not haveanymaterial
				(a) Identifcation of material subsidiary companies; (b) Requirementswith respect to discosure ofmaterialas wel as other subsidiaries		subsidiary and the Companyhas compliedwith requirement with respect to other subsidiaries.
		6.		Preservation of Documents:	Yes	None
ocu" %° 9 1 t b% 3Copny l O 3 +,g)> e} {EN 6 0 ' ·s-K				The Companyispreservingand

SANJAY GROVER & ASSOCIATES

				maintainingrecordsas prescribed
				under SEBI Regulations and
				disposal ofrecords as perPolicy of
				Preservation ofDocuments and
				Archivalpolicyprescribedunder
				SEB LODR Regulations,2015
			7.	Perfrmance Evaluation:	Yes	None
				The Company has conducted
				perfrmance evaluation of the
				Board,Independent Directors and
				the Commitees atthe startof every
				fnancial year asprescribed I
				SEBIRegulations
			8.	Related Party Trnsactions:		None
				(a) The Companyhasobtained	Yes
				prior apprval of Audit Committee
				fr al Relatedparty trnsactions
				(b)In casenoprior approval
				obtained, the Company shall	NA
				prvidedetailed reasonsalong with
				confmation whether the
				trnsactions were subsequently
				apprved rtifed/rejected by the
				Audit Commitee
			9.	Disclosure of events or	Yes	None
				infrmation:
				The Companyhasprvidedallthe
				required disclosure(s) under
				Regulation 30 alongwithSchedule
				IofSEBI LODR Regulations,
				2015 within the time limits
				prescribed thereunder
			IO.	PrhibitionofInsider Trading:	Yes	None
				The Companyisincompiance
				with Regulation 3(5)& 3(6) SEBI
				(Prhibition of Insider Trding)
				Regulations, 2015
			11	Actionstaken by SEBIorStock	No actions weretaken	Noactionswere taken
				Exchange(s).if any:	against theprmoters/	againstthe prmoters/
					directors/subsidiaries.	directors/ subsidiaries.
				No Actions taken against the Company/its prmoters/directors/ subsidiaries eitherbySEBIorby	Further,National StockExchange of IndiaLimited	Further, National StockExchangeof IndiaLimited
, -z�I l o,"� f h		Stock Exchanges (includingunder imposed afne of Rs. imposedafne of Rs. the Standard Operting Procedures 6,000/-onte 6,000/-01the issued bySEBI through various Company as detailed Company as detailed ] circulars)underSEBI Regulations in Table (a)above in Table (a)above R r c g i ' p�yJ �)� fl# f? �.,, 6 ¢ a

SANJAY GROVER & ASSOCIATES

thereunder 12. Additional non-compliances, if Yes None any: No any additional non-compliance observed for al 1 SEBI regulation/ circular/ guidance note etc.

==> picture [71 x 69] intentionally omitted <==

Place: New Delhi Date: May 9, 2023

For Sanjay Grover & Associates Company Secretaries Firm Registration No.: P2001DE052900

==> picture [64 x 33] intentionally omitted <==

Kapil Dev Taneja Partner CPNo.: 22944; M No.: F4019 UDlN: F004019E000277358