Voltas Ltd. — Regulatory Filings 2021

May 17, 2021

17[th] May, 2021

BSE Limited National Stock Exchange of India Limited Department of Corporate Services Listing Department Phiroze Jeejeebhoy Towers Exchange Plaza Dalal Street Bandra-Kurla Complex Mumbai 400 001 Bandra (East), Mumbai 400 051

Dear Sirs,

Sub: Annual Secretarial Compliance Report as per Regulation 24A of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015

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Pursuant to Regulation 24A of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, we enclose herewith copy of Annual Secretarial Compliance Report for the financial year ended 31[st] March, 2021 received from M/s . N. L. Bhatia & Associates, Practicing Company Secretaries.

Thanking you,

Yours faithfully,

VOLTAS LIMITED

VARUN PRAKASH MALHOTRA Digitally signed by VARUN PRAKASH MALHOTRA DN: c=IN, o=Personal, postalCode=400064, st=Maharashtra, 2.5.4.20=2bf28ab3a6f81db2c3801da480fd804727a99930cf4993c82b1b7985e14a166c, pseudonym=0791BA6D6F5557EE6212ADC68616BB528F2418EA, serialNumber=C83C10482E244280DBDBF9FD414D2365877CBCA96912E198AED7AC94EBA3FE8F, cn=VARUN PRAKASH MALHOTRA Date: 2021.05.17 15:45:28 +05'30'

V. P. Malhotra

Vice President – Taxation, Legal & Company Secretary

Enc.

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To,

The Board of Directors, VOLTAS LIMITED,

CIN: L29308MH1954PLC009371 Voltas House 'A' Dr. Babasaheb Ambedkar Road Chinchpokli, Mumbai 400033.

Sub: Annual Secretarial Compliance Report for the Financial Year 2020-21

Dear Sirs,

We have been engaged by VOLTAS LIMITED (hereinafter referred to as the ‘Company’) [CIN: L29308MH1954PLC009371] whose equity shares are listed on National Stock Exchange of India Limited and BSE Limited, to conduct an audit in terms of Regulation 24A of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015, as amended and read with SEBI Circular No. CIR/CFD/CMD1/27/2019 dated 8[th] February, 2019 and to issue the Annual Secretarial Compliance Report thereon.

It is the responsibility of the Management of the Company to maintain records, devise proper systems to ensure compliance with the provisions of all the applicable SEBI Regulations and circulars/ guidelines issued there under from time to time and to ensure that the systems are adequate and are operating effectively.

Our responsibility is to verify compliances by the Company with provisions of all applicable SEBI Regulations and circulars/ guidelines issued there under from time to time and issue a report thereon.

507, Skyline Wealth Space, 5th Floor, C2 Wing, Skyline Oasis Complex, Premier Road, Near Vidyavihar Station, Ghatkopar - West, Mumbai – 400086.

Our audit was conducted in accordance with Guidance Note on Annual Secretarial Compliance Report issued by the Institute of Company Secretaries of India and in a manner which involved such examinations and verifications as considered necessary and adequate for the said purpose. Annual Secretarial Compliance Report is enclosed.

Date: 12/05/2021 Place: Mumbai UDIN: F008663C000280341

For M/s. N L Bhatia & Associates Practising Company Secretaries UIN: P1996MH055800

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Bhaskar Upadhyay Partner FCS No. 8663 COP No. 9625 PR No.: 700/2020

‘ANNEXURE A'

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Secretarial compliance report of Voltas Limited for year ended 31[st] March, 2021

We, M/s N L Bhatia & Associates , Practicing Company Secretaries, have examined:

• (a) all the documents and records made available to us and explanation provided by Voltas Limited (the ‘Listed Entity’);

• (b) the filings/ submissions made by the listed entity to the stock exchanges;

• (c) website of the listed entity;

• (d) books, papers, minute books, forms and returns filed;

(e) all other documents / filings, as may be relevant, which has been relied upon to make this certification.

for the year ended 31[st] March, 2021 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, provisions and the circulars/ guidelines issued thereunder, which have been examined, include:-

1. Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015;

2. Securities and Exchange Board of India (Issue of Capital and Disclosure Requirements) Regulations, 2018 (Not Applicable to the Company during the Financial year);

507, Skyline Wealth Space, 5th Floor, C2 Wing, Skyline Oasis Complex, Premier Road, Near Vidyavihar Station, Ghatkopar - West, Mumbai – 400086.

1. Securities and Exchange Board of India (Substantial Acquisition of Shares and Takeovers) Regulations, 2011;

2. Securities and Exchange Board of India (Buyback of Securities) Regulations, 2018; (Not Applicable to the Company during the Financial year);

3. Securities and Exchange Board of India (Share Based Employee Benefits) Regulations, 2014; ( Not Applicable to the Company during the Financial year)

4. Securities and Exchange Board of India (Issue and Listing of Debt Securities) Regulations, 2008; (Not applicable to the Company during the Financial year)

5. Securities and Exchange Board of India (Issue and Listing of Non-Convertible and Redeemable Preference Shares) Regulations, 2013; ( Not applicable to the Company during the Financial year);

6. Securities and Exchange Board of India (Prohibition of Insider Trading) Regulations, 2015;

7. Securities and Exchange Board of India (Registrars to an Issue and Share Transfer Agents) Regulations, 1993 ( Not applicable to the Company);

8. Securities and Exchange Board of India (Delisting of Equity Shares) Regulations, 2009; ( Not applicable to the Company during the Financial year);

and based on the above examination, we hereby report that, for the year ended 31[st] March, 2021:

• (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
None

• (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.	Actions 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.
None

• (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…	Actions taken by the listed entity, if any	Comments of the Practicing Company Secretary on the actions taken by the listed entity
Not Applicable

Date: 12/05/2021 Place: Mumbai UDIN: F008663C000280341

For M/s. N L Bhatia & Associates Practising Company Secretaries UIN: P1996MH055800

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Bhaskar Upadhyay Partner FCS No. 8663 COP No. 9625 PR No.: 700/2020