General information about company |
| Scrip Code* | 543497 |
| NSE Symbol* | NOTLISTED |
| MSEI Symbol | NOTLISTED |
| ISIN | INE0KQ001017 |
| Name of the listed entity | BHATIA COLOUR CHEM LIMITED |
| Date of start of financial year | 01-04-2023 |
| Date of end of financial year | 31-03-2024 |
| Date of Reporting to Exchange | 29-05-2024 |
| Whether any observations reported by the Secretarial Auditor | Yes |
| The listed entity has maintained proper records under the provisions of the above Regulations and circulars/ guidelines issued thereunder insofar as it appears from my/our examination of those records. | Yes |
| In previous, Any actions taken against the listed entity/its promoters/directors/its material subsidiaries either by SEBI or by stock exchanges (including under the Standard operating procedures issued by SEBI through various circulars). | No |
| Is there any observation made in the previous report | Yes |
| Name of the Certifying Firm | Ranjit Binod Kejriwal |
| Name of the practicing Company Secretary issuing the report | Ranjit Binod Kejriwal |
| Membership Type | FCS |
| ACS/FCS No. | 6116 |
| UDIN | F006116F000445775 |
| CP No. | 5985 |
| Place of PCS | SURAT |
| PCS Report Date | 24-05-2024 |
Regulations |
| Sr No | Regulation | Applicability during the period under review (Yes/No) | Any Observation (Yes/No) |
| 1 | Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 | Yes | Yes |
| 2 | Securities and Exchange Board of India (Issue of Capital and Disclosure Requirements) Regulations, 2018 | No | No |
| 3 | Securities and Exchange Board of India (Substantial Acquisition of Shares and Takeovers) Regulations, 2011 | Yes | No |
| 4 | Securities and Exchange Board of India (Buyback of Securities) Regulations, 2018 | No | No |
| 5 | Securities and Exchange Board of India (Share Based Employee Benefits and Sweat Equity) Regulations, 2021 | No | No |
| 6 | Securities and Exchange Board of India (Issue and Listing of Non-Convertible Securities) Regulations, 2021 | No | No |
| 7 | Securities and Exchange Board of India (Prohibition of Insider Trading) Regulations, 2015 | Yes | No |
Current Report |
| Sr No | Compliance requirement (regulations/circulars/ guidelines including specific clauses) | Regulation Name/ SEBI Circular number | Regulation Number/ circular dated | Deviations | Action taken by | Name of Other Regulatory Body | Type of Action (Advisory/Clarification/Fine/Show Cause Notice/ Warning, etc.) | Details of other action taken | Details of violation | Fine Amount | Observations/remarks of the practising Company Secretary, if any | Management Response | Remarks |
| 1 | Regulation 30 and 33 of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 and BSE circular No. LIST/COMP/01/2018-19 | Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 | 30 and 33/ 03-04-2018 | Resubmission of Audited Financial Results for the half year and year ended on 31.03.2023 | Other Regulatory Body | No regulatory Body has taken any action. | Other | - | The Company has filed the Audited Financial Results for the half year and year ended on 31.03.2023 in non- readable PDF Format on 20.05.223 | | The Company has filed the Audited Financial Results for the half year and year ended on 31.03.2023 in non- readable PDF Format on 20.05.2023 | The Company has again filed the Audited Financial Results for the half year and year ended on 31.03.2023 in Machine Readable PDF format on 22.05.2023. | - |
Previous Report |
| Sr No | Compliance requirement (regulations/circulars/ guidelines including specific clauses) | Regulation Name/ SEBI Circular number* | Regulation Number/ circular dated | Deviations | Actions taken by | Name of Other Regulatory Body | Type of Action (Advisory/Clarification/Fine/Show Cause Notice/ Warning, etc.) | Details of other action taken | Details of violation | Fine Amount | Observations of the practicing Company secretary in the previous reports | Observations made in the secretarial compliance report for the year ended.(the years are to be mentioned) | Comments of the practicing company secretary on the actions taken by the listed entity. | Remedial actions, if any, taken by the listed entity | Management Response | Remarks |
| 1 | Circular No. 20230127-37 dated 27th January, 2023 issued by BSE | Circular No. 20230127-37 dated 27th January, 2023 issued by BSE | 27-01-2023 | Delay filing in XBRL of Prior Intimation of the Board Meeting to be held on 24/02/2023 | Other Regulatory Body | No regulatory Body has taken any action. | Other | - | - | | XBRL of Intimationof Board Meeting to be held on 24/02/2023 was filed delayed by 6 Days. | For the year ended 31-03-2023 | The Company on became aware of the same filed the XBRL of Intimation of Board Meeting to be held on 24/02/2023 which was filed delaved by 6 Days. | The Management is taking steps to ensure that all the filing are made timelv. | The company had already filed Intimation of Board Meeting in pdf format on 17.02.2023. However, at a later stage they come to know about the requirement of filing the same in XBRL format as well. Hence, they filed intimation in XBRL mode delayed. | - |
| 2 | Regulation 31(2) of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 | Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 | 31(2) | Promoters shareholding were not completely in dematerialized form | Other Regulatory Body | No regulatory Body has taken any action. | Other | - | - | | 2,08,750 shares of Promoters were held in Physical Form | For the year ended 31-03-2023 | After Corporate initiated by the Company all of the promoter's shares were dematerialized. | Management initiated corporate action process in both the Depositories i.e. NSDL and CDSL and all of the promoter's shares were dematerialized. | Our Promoter had purchased 2,08,750 shares from public shareholders which were Lock-in shares. Pursuant to which the company had initiated the corporate action process in both the Depositories i.e. NSDL and CDSL. The corporate action in NSDL was completed on 31.03.2023 and the shares got debited from the transferee's account and NSDL had issued the DNR for the physical shares. After that the company had started the corporate action process in CDSL which got completed | - |
Affirmation |
| Sr No | Regulation | Compliance status (Yes/No/NA) | Observations /Remarks by PCS* |
| 1 | Secretarial Standards:
The compliances of the listed entity are in accordance with the applicable Secretarial Standards (SS) issued by the Institute of Company Secretaries India (ICSI) | Yes | |
| 2 | Adoption and timely updation of the Policies |
| (a) | All applicable policies under SEBI Regulations are adopted
with the approval of board of directors of the listed entities | Yes | |
| (b) | All the policies are in conformity with SEBI Regulations and
has been reviewed & timely updated as per the
regulations/circulars/guidelines issued by SEBI | Yes | |
| 3 | Maintenance and disclosures on Website |
| (a) | The Listed entity is maintaining a functional website | Yes | |
| (b) | Timely dissemination of the documents/ information under
a separate section on the website | Yes | |
| (c) | Web-links provided in annual corporate governance reports
under Regulation 27(2) are accurate and specific which re-directs to the relevant document(s)/ section of the website | NA | The company is SME listed company hence Regulation 27(2) is exempted. |
| 4 | Disqualification of Director:
None of the Director of the Company are disqualified under
Section 164 of Companies Act, 2013 | Yes | |
| 5 | Details related to Subsidiaries of listed entities:
(a) Identification of material subsidiary companies
(b) Requirements with respect to disclosure of material as well as other subsidiaries | NA | The Company doesn't have any Subsidiary Company. |
| 6 | Preservation of Documents:
The listed entity is preserving and maintaining records as prescribed under SEBI Regulations and disposal of records as per Policy of Preservation of Documents and Archival policy prescribed under SEBI LODR Regulations | Yes | |
| 7 | Performance Evaluation:
The listed entity has conducted performance evaluation of the
Board, Independent Directors and the Committees at the start
of every financial year as prescribed in SEBI Regulations | Yes | |
| 8 | Related Party Transactions |
| (a) | The listed entity has obtained prior approval of Audit
Committee for all Related party transactions | Yes | |
| (b) | In case no prior approval obtained, the listed entity shall
provide detailed reasons along with confirmation whether
the transactions were subsequently
approved/ratified/rejected by the Audit committee | NA | All related party transaction were done with prior approval of audit committee. |
| 9 | Disclosure of events or information:
The listed entity has provided all the required disclosure(s) under Regulation 30 along with Schedule III of SEBI LODR Regulations within the time limits prescribed thereunder | No | Decision of appointment of Cost Auditor were disclosed to stock exchange after thirty minutes of conclusion of meetings. |
| 10 | Prohibition of Insider Trading:
The listed entity is in compliance with Regulation 3(5) & 3(6)
SEBI (Prohibition of Insider Trading) Regulations, 2015 | Yes | On the basis of quarterly compliance certificate issued by the Company Secretary all the entries are updated in the software. |
| 11 | Actions taken by SEBI or Stock Exchange(s), if any:
No Actions taken against the listed entity/ its promoters/directors/ subsidiaries either by SEBI or by Stock Exchanges (including under the Standard Operating Procedures issued by SEBI through various circulars) under SEBI Regulations and circulars/ guidelines issued thereunder (or)
The actions taken against the listed entity/ its promoters/ directors/ subsidiaries either by SEBI or by Stock Exchanges are specified in the last column | Yes | |
| 12 | Resignation of statutory auditors from the listed entity or its material subsidiaries:
In case of resignation of statutory auditor from the listed entity or any of its material subsidiaries during the financial year, the listed entity and / or its material subsidiary(is) has / have complied with paragraph 6.1 and 6.2 of section V-D of chapter V of the Master Circular on compliance with the provisions of the LODR Regulations by listed entities | NA | As there is no resignation of Auditor, these clauses are not applicable. |