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01   INTEGRATED      73  STATUTORY      178  FINANCIAL
                                                          STATEMENTS
                                      REPORTS
                  REPORT
                                      Board’s Report

                                                                                     Annexure 6 to Board’s Report
            FORM No. MR-3
            Secretarial Audit Report for the Financial Year ended

            March 31, 2022

            [Pursuant to Section 204(1) of the Companies Act, 2013 and Rule no. 9 of the Companies (Appointment and Remuneration of Managerial
            Personnel) Rules, 2014]

            To,                                                (v)    The following Regulations and Guidelines prescribed under
            The Members,                                           the Securities and Exchange Board of India Act, 1992 (‘SEBI
            Tata Chemicals Limited                                 Act’)
            We have conducted the  secretarial  audit of the  compliance      (a)   The Securities and Exchange Board of India (Substantial
            of applicable statutory provisions and the adherence to good   Acquisition of Shares and Takeovers) Regulations, 2011;
            corporate practices by Tata Chemicals Limited (hereinafter called      (b)  The Securities and Exchange Board of India (Prohibition
            the Company). Secretarial Audit  was conducted  in a manner   of Insider Trading) Regulations, 2015;
            that provided us a reasonable basis for evaluating the corporate      (c)   The Securities and Exchange Board of India (Issue of
            conducts/statutory compliances and expressing our opinion   Capital and Disclosure Requirements) Regulations, 2018
            thereon.                                                   and amendments from time to time; (Not applicable
                                                                       to the Company during the audit period)
            Based on our verification of the Company’s books, papers, minute
            books, forms and returns filed and other records maintained by      (d)  The Securities and Exchange Board of India (Share Based
            the Company, to the extent the information provided  by the   Employee Benefits) Regulations, 2014 and The Securities
            Company, its officers, agents and authorised representatives   and Exchange Board of India (Share Based Employee
            during the conduct of secretarial audit, the explanations and   Benefits and Sweat Equity) Regulations, 2021;  (Not
            clarifications given to us and the representations  made by the   applicable to the Company during the audit period)
            Management and considering the relaxations granted by the      (e)  The  Securities and Exchange  Board of India (Issue
            Ministry of Corporate Affairs and Securities and Exchange Board   and Listing of Debt Securities) Regulations, 2008 and
            of India warranted due to the spread of the COVID-19 pandemic,   The Securities and Exchange Board of India (Issue and
            we hereby report that in our opinion, the Company has, during   Listing of Non-Convertible Securities) Regulations,
            the audit period covering the financial year ended on March 31,   2021;  (Not applicable to the Company during the
            2022, generally complied with the statutory provisions listed   audit period)
            hereunder and also that the Company has proper Board processes      (f)   The Securities and Exchange Board of India (Registrars
            and compliance mechanism in place to the extent, in the manner   to an Issue and Share Transfer Agents) Regulations, 1993
            and subject to the reporting made hereinafter:             regarding the Companies Act and dealing with client;
                                                                       (Not  applicable  to  the  Company  during  the  audit
            We have  examined  the books,  papers, minute books, forms   period)
            and returns filed and other records made available to us and      (g)  The Securities and Exchange Board of India (Delisting of
            maintained by the Company for the financial year ended on March   Equity Shares) Regulations, 2009 and The Securities and
            31, 2022 according to the provisions of:                   Exchange  Board of India (Delisting of Equity Shares)
            (i)   The  Companies  Act,  2013  (the  Act)  and  the  rules  made   Regulations, 2021; (Not applicable to the Company
                thereunder;                                            during the audit period), and
            (ii)   The Securities Contracts (Regulation) Act, 1956 (‘SCRA’) and      (h)  The Securities and Exchange Board of India (Buyback of
                the rules made thereunder;                             Securities) Regulations, 2018; (Not applicable to the
                                                                       Company during the audit period)
            (iii)  The Depositories Act, 1996 and the Regulations and Bye-laws
                framed thereunder;                             (vi)  Other laws applicable specifically to the Company namely:
            (iv)  Foreign Exchange Management Act, 1999 and the rules      1.   Food Safety and Standards Act, 2006, rules  and
                and regulations made thereunder to the extent of Foreign   regulations thereunder;
                Direct Investment, Overseas Direct Investment and External      2.    Legal Metrology Act, 2009 and rules and regulations
                Commercial Borrowings;                                 thereunder;


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