Atul Ltd 2021-22

26 Atul Ltd | Annual Report 2021-22 venture and associate companies | entities and joint operation which were reported earlier. 11. Related party transactions All the transactions entered into with the related parties were in ordinary course of business and on arm’s length basis. Details of such transactions are given at page number 156. No transactions were entered into by the Company that required disclosure in Form AOC-2. 12. Corporate social responsibility Composition of the Corporate Social Responsibility (CSR) Committee, the CSR Policy and the CSR Report are given at page number 34. 13. Annual return Annual return for 2021-22 is available on the website of the Company at: www.atul.co.in/investors/annual-general-meetings/ 14. Auditors Statutory Auditors Deloitte Haskins & Sells LLP, Chartered Accountants (DHS) were appointed as the Statutory Auditors of the Company at the 40th Annual General Meeting (AGM) held on July 28, 2017, until the conclusion of the 45th AGM. The first term of five years of DHS is expiring at the ensuing AGM. Pursuant to Section 139 of the Companies Act, 2013 and Rules made thereunder, the Company can reappoint DHS for a second term of five years. Accordingly, based on the recommendation of the Audit Committee, the Board at its meeting held on April 26, 2022, recommended the reappointment of DHS, as the Statutory Auditors of the Company for second term of five years. DHS will hold the office for a period of five consecutive years from the conclusion of the 45th AGM of the Company till the conclusion of the 50th AGM to be held in the year 2027, subject to the approval of the members of the Company at the ensuing AGM. DHS have given their consent to act as the Auditors and confirmed their eligibility for reappointment. The Auditor’s Report for the financial year ended March 31, 2022, does not contain any qualification, reservation or adverse remark. The report is enclosed with the Financial Statements in this annual report. Cost Auditors TheCompany hasmaintained cost records as required under the Act. The members ratified the appointment of R Nanabhoy & Co as the Cost Auditors for 2021-22 on July 31, 2021. Secretarial Auditors SPANJ & Associates, Company Secretaries, continue to be the Secretarial Auditors for 2021-22 and their report is given at page number 40. 15. Directors’ responsibility statement Pursuant to Section 134(5) of the Act, the Directors confirm that, to the best of their knowledge and belief: 15.1. In preparation of the annual accounts for the financial year ended March 31, 2022, the applicable accounting standards have been followed and there are no material departures. 15.2. The accounting policies were selected and applied consistently and judgements and estimates thus made were reasonable and prudent so as to give a true and fair view of the state of affairs of the Company at the end of the financial year and of the profit and loss of the Company for that period. 15.3. Proper and sufficient care was taken for the maintenance of adequate accounting records in accordance with the provisions of the Act for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities. 15.4. The attached annual accounts for the year ended March 31, 2022, were prepared on a going concern basis. 15.5. Adequate internal financial controls to be followed by the Company were laid down and they were adequate and operating effectively. 15.6. Proper systems were devised to ensure compliance with the provisions of all applicable laws and the same were adequate and operating effectively. 16. Directors 16.1. Appointments | Reappointments | Cessations i) According to Article 86 of the Articles of Association of the Company, Mr Gopi Kannan Thirukonda retires by rotation and being eligible, offers himself for reappointment at the AGM scheduled on July 29, 2022. ii) Subject to the approval of the members in the AGM: a) Mr Bharathy Mohanan was reappointed as a Whole-time Director from January 01, 2023 till May 25, 2025. b) Mr Pradeep Banerjee was appointed as an Independent Director effective May 01, 2022, for a period of five years. In the opinion of the Board, the Independent Directors possess integrity, rich experience and expertise relevant to the Company. 16.2. Policy on appointment and remuneration is displayed on the website of the Company at www.atul.co.in/investors/policies The salient features of the Policy are as under:

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