Page 147 - BCML AR 2019-20
P. 147

BALRAMPUR CHINI MILLS LIMITED


               c)  The Sugar (Control) Order, 1966;                least seven days in advance, and a system exists for seeking and
                                                                   obtaining further information and clarifications on the agenda
               d)  The Levy Sugar Price Equalisation Fund Act, 1976; [as   items before the meeting and for meaningful participation at
                   intimated by the Company not applicable during the year   the meeting.
                   under audit];
                                                               c)  None of the directors in any meeting dissented on any
               e)  The Food Safety And Standards Act, 2006 and Rules and
                   Regulations made there under;                   resolution and hence there was no instance of recording any
                                                                   dissenting member’s view in the minutes.
               f)   The Agricultural and Processed Food Products Export Act,   We further report that there are adequate systems and processes
                   1986; [as intimated by the Company not applicable during   in the Company commensurate with the size and operations of the
                   the year under audit];
                                                               Company to monitor and ensure compliance with applicable laws,
               g)  The Export (Quality Control and Inspection) Act, 1963; [as   rules, regulations and guidelines.
                   intimated by the Company not applicable during the year   We further report that during the audit period the Company has
                   under audit];
                                                               bought back 84,38,327 equity shares at a price of H175/- per Equity
               h)  The Essential Commodities Act,1955;         share in compliance with the provisions of the Act, the SEBI Buyback
                                                               Regulations and the Listing Regulations.
               i)   The Legal Metrology Act, 2009
                                                               We further report that during the audit period the shareholders
            We have also examined compliance with the applicable clauses
            of the Secretarial Standards issued by The Institute of Company   of the Company have passed a special resolution with respect to
            Secretaries of India.                              payment of commission  to the Non-Executive Directors of the
                                                               Company upto 1% per annum of the net profits of the Company
            During the period under review, the Company has complied with   or H1,25,00,000/- in aggregate, plus applicable taxes, whichever is
            the provisions of the Act, Rules, Regulations, Guidelines, Standards,   lower, in any financial year, w.e.f. the financial year commencing
            etc. mentioned above.                              from 1st April, 2019.

            We further report that:                            We further report that during the audit period the Company had
                                                               applied for voluntary delisting of its equity shares from The Calcutta
            a)  The Board of Directors of the Company is duly constituted with   Stock Exchange Limited (CSE) under Regulation 6(a) of the Securities
               proper balance of Executive Directors, Non-Executive Directors   and Exchange Board of India (Delisting of Equity Shares) Regulations,
               and Independent Directors. The changes in the composition of   2009, as amended, in November, 2019.  The said application, for
               the Board of Directors that took place during the period under   voluntary delisting has been approved by CSE vide its letter dated
               review were carried out in compliance with the provisions of   20th December, 2019, w.e.f. 23rd December, 2019.
               the Act and the Listing Regulations.
                                                               This report is to be read with our letter of even date which is annexed
            b)  Adequate notice is given to all directors to schedule the Board   as Annexure - I which forms an integral part of this report.
               Meetings, agenda and detailed notes on agenda were sent at




                                                                                                For MKB & Associates
                                                                                                 Company Secretaries
                                                                                                             Sd/-
                                                                                               Manoj Kumar Banthia
                                                                                                          (Partner)
                                                                                                     ACS no. 11470
                                                                                                       COP no. 7596
            Date: 23rd June, 2020                                                               FRN: P2010WB042700
            Place: Kolkata                                                                  UDIN: A011470B000368849












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