SRF Ltd. — Regulatory Filings 2024

May 3, 2024

The Corporate Relationship Department, BSE Limited “Exchange Plaza” Ist Floor, New Trading Ring Rotunda Bandra-Kurla Complex Building, P.J. Towers Bandra (E) Dalal Street, Mumbai 400 051 Mumbai 400 001

National Stock Exchange of India Limited

Scrip Code- 503806 Scrip Code-SRF

SRF/SEC/BSE/NSE 03.05.2024

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 03, 2024 for the year ended March 31, 2024.

Kindly take the same on record and acknowledge.

Thanking you, Yours faithfully, For SRF Limited

RAJAT Digitally signed by RAJAT LAKHAN LAKHANPAL Date: 2024.05.03 PAL 17:42:18 +05'30'

Rajat Lakhanpal

Sr. VP (Corporate Compliance) & Company Secretary

SANJAY GROVER & ASSOCIATES COMPANY SECRETARIES

B-88, 15' Floor, Defence Colony, New Delhi -- 1 1 0 024 Tel.: (011) 4679 0000, Fax: (011) 4679 0012 e-mail: contact@cssanjaygrover.in Website: w .cssanjaygrover.in

Secretarial Compliance Report of SRF Limited for the financial year ended 31" March, 2024

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" or "the Company")

• (b) the fl ngs/ 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 financial year ended 31 March, 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, 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; {Not applicable during the Review Period}

• ( 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; {Not applicable during the Review Period}

• (e) Securities and Exchange Board oflndia (Share Based Employee Benefits and Sweat

• Equity) Regulations, 2021;

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

• (g) Securities and Exchange Board of India (Prohibition of Insider Trading) Regulations, 20 15;and

• (h) The Depositories Act, 1996 and the Regulations and Bye-laws framed thereunder;

irculars/guidelines issued thereunder and based on the above examination, I hereby report uring the Review Period:

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SANJAY GROVER & ASSOCIATES

• (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:-

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----- Start of picture text -----

s Compliance Regulati Deviati Acti Type of Detail Fine Observati Manag Rema
r. Requiremen on/ ODS on Action s of Am ons/ ement rks
N t Circular Tak Violat ount Remarks Respon
o. (Regulations No. en ion of the se
/ circulars/ By Practising
guidelines Company
including Secretary
specific
clause)
Advisory/
Clarificati
on/ Fine/
Show
Cause
Notice/
Warning,
etc.
None
----- End of picture text -----

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

Sr. Observations/ Observations Compliance Details of Remedial Comments No. Remarks of made in the Requirement violation/ actions, if of the PCS the Practicing secretarial (Regulations/ deviations and any, taken on the Company compliance circulars/ actions taken / by the listed actions Secretary in report for the guidelines penalty entity taken by the the previous year ended including imposed, if any, listed entity reports i.e. 31" March, specific clause) on the listed report for the 2023 entity year ended 31° March, 2023 1. The Company redeemed its Para 8.4 of Chapter The Company The Company The Company commercial paper (ISIN: XVII ofSEBI redeemed its has deposited has deposited INE647Al4963) on October 21, 2022. Operational commercial paper the amount of the amount of The Company has intimated to NSE Circular (ISIN: Rs. 6,000/-. Rs. 6,000/-. about the redemption of such SEBI/HO/ HS/P/ INE647Al4963) on However, NSE However, NSE commercial paper on October 28, 2022. CIR/2021/613 October 21, 2022. also waived off also waived off dated August 10, The Company has the said penalty. the said penalty. 2021- The issuer intimated to NSE shall submit a about the certificate to the redemption of such stock exchange commercial paper confirming on October 28, fulfilment of its 2022. payment Fine of Rs. 6,000/obligations with imposed by NSE respect to Limited commercial papers within 2 days of

SANJAY GROVER & ASSOCIATES

	payment becomng
	due.
( c)	I hereby repor that,duing the Revew Period,the complance		status of the listed e
	with the flowig requirements:
Sr. No. Partiulars		Complance	Observations/
		status	Remarks by
		Yes/No/NA	PCS
1	Secretarial Standard	Yes	None
	The complances of the Company
	are mn accordance with the
	applicable Secretarial Standards
	(SS) issued by the Istitute of
	Com any Secretares Idia ICSI
2.	Adoption and timely updation of	Yes	None
	the Polcies:
	• Al applicable policies under
	SEB Reglations are adopted
	with the apprval of board of
	directors of the Company.
	•Al the policies are in confrit
	with SEB Reglations and has
	been reviewed&timely updated as
	per the reglations/circulars/
	gidelnes issued by SEB
3.	Maintenance and discosues on	Yes	None
	Website:
	•The Company is maintaining a
	fnctional website
	•Timely dissemination of the
	docuents/ifration under a
	separte section on the website
	• Web-lns prvded in anual
	cororte goverance reports
	uder Reglation 27(2) are
	accuate and specifc which r­
	directs to the rlevant
	docuent(s)/ section of the
	website
4.	Disqualfcation of Director:	Yes	None
	None of the Director of the
	Company are disqualfed under
	Section 164 of Companies Act,
	201
	Details related to Subsidiaries of	Yes	None
	listed entities:

( c) I hereby report that, during the Review Period, the compliance status of the listed entity with the following requirements:

SANJAY GROVER & ASSOCIATES

	(a) Identifcation of material
	subsidiar companies;
	() Requirements with respect to
	discosue of material as wel as
	other subsidaries
6.	Preseration of Documents:	Yes	None
	The Company is presering and
	maintaiing records as prescribed
	uder SEB Reglations and
	disposal ofecords as per Polcy of
	Preseration of Documents and
	Archival polcy prescribed uder
	SEBI LODR Reglations,2015
7.	Perfrance Evaluation:	Yes	As per the Guidance
	The Company has conducted perfrance evaluatsion of the Board, Idependent Directors and the Comitees at the star of ever fnancial year as prescrbed in SEB Reglations		Note on Board Evaluation prescribed by SEB, Board Evaluation is required to be done once in ayear and the Companyhas
			complied with the
			same.
8.	Related Par Trnsactions:		None
	(a) The Company has obtained	Yes
	prior apprval of Audit Commitee
	fr al Related pary trnsactions
	(b) I case no pnor apprval
	obtained, the Company shal	NA
	prvide detailed reasons along
	with confration whether the
	trnsactions were subsequenty
	apprved rtifed rejected by the
	Audit Comitee
9.	Discosue of events or	Yes	None
	infration:
	The Company has prvided al the
	required discosue( s) under
	Reglation 30 along with Schedule
	I of SEB LODR Regulations,
	2015 within the time lmits
	prescribed thereuder
10.	Prhibition of Isider Trding:	Yes	None
	The Company is in complance
	with Reglation 3(5) & 3(6) of
	SEB (Prhibition of Insider
	Trding) Reglations, 2015
	Actions taken by SEBI or Stock	Yes	None
	Exchange(s), if any:

SANJAY GROVER & ASSOCIATES

	No Actions taken against the
	Company/its prmoters/directors/
	subsidiaries either by SEB or by
	Stock Exchanges (incuding under
	the Standard Operting Prcedues
	issued by SEB though various
	circulars) under SEB Regulations
	and circulars/guidelnes issued
	thereunder
12.	Resigation of stattor auditors	NA	Members of the
	fom the Company or its material		Company at their
	subsidiaries		Aual Generl
			Meetig held on
	In case of resignation of stattor		Jue 30,2023 re-
	auditors fom the lsted entit or		appointedMsB S R
	any of its materal subsidiaries		&Co.,LLP,
	duing the fnancialyear,the lsted		Charered
	entity and or its material		Accoutants
	subsidiar(ies) has/have compled		as Stattor Auditors
	with pargaph 6.1 and 6.2 of		of the Company fr
	Section V-D of Chapter V of the		their 2" ter of 5
	Master Circular on complance		(fve) consecutive
	with the prvisions of the SEB		years.
	LODR Reglations by lsted		Fuher,there were no
	entities		instances of
			resignation of
			stattor auditors in
			the Company and or
			its materal subsidiar
			duing the review
			period.
1.	No additional non-complances	Yes	None
	obsered:
	No additional non-complance
	obsered fr any of the SEB
	reglation circular/gidace note
	etc.

New Delhi May 03, 2024

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For Sanjay Grover & Associates Company Secretaries Firm Registration No.: P2001DE052900 Peer Review Certificate No.: 4268/2023 W Kapil Dev Taneja Partner CP No.: 22944; M No.: F4019 UDIN: F004019F000299754