Page 107 - DJML Annual Report 24-25

DJ MEDIAPRINT & LOGISTICS LIMITED
CORPORATE OVERVIEW STATUTORY REPORTS FINANCIAL STATEMENTS

Annexure I (g) The Securities and Exchange Board of India (Delisting of Equity Shares) Regulations, 2009; and
(Not applicable to the Company during the Audit Period)
(h) The Securities and Exchange Board of India (Buy-back of Securities) Regulations, 2018; (Not applicable to
the Company during the Audit Period)
For the Financial Year Ended 31 March, 2025 (i) The Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015.
st
[Pursuant to Section 204(1) of the Companies Act, 2013 and Rule 9 of the Companies (j) The Securities and Exchange Board of India (Depositories and Participants) Regulations, 2018.
(Appointment and Remuneration of Managerial Personnel) Rules, 2014]
(vi) Other laws as may be applicable specifically to the Company:
To, Also at: (a) The Environment (Protection) Act, 1986 and the Rules thereunder
st
DJ Mediaprint & Logistics Limited, UP Warehouse, Mafco Yard, 1 Floor,
CIN: L60232MH2009PLC190567 Plot No. 4 to 9, Sector - 18, Vashi, Navi Mumbai, (b) The Factories Act, 1948 and the Rules thereunder
24, 1 Floor, Palkhiwala House, 1st Dhobhi Talao Lane, 400703, Maharashtra, India (c) Minimum Wages Act, 1948 and the Rules thereunder
st
Tara Manzil, Mumbai, 400002, Maharashtra, India
(d) The Employees’ Provident Funds and Miscellaneous Provisions Act, 1952 and the Rules thereunder
I, Abbas Jawadwala, Company Secretary in Practice, working in the name and style of M/s. Abbas Jawadwala &
Associates, Firm of Company Secretaries, have conducted the Secretarial Audit of the compliance of applicable I have also examined compliance with the applicable clauses of the following:
statutory provisions and the adherence to good corporate practices by DJ Mediaprint & Logistics Limited (“the (i) Secretarial Standards issued by The Institute of Company Secretaries of India
Company”). The Secretarial Audit was conducted in a manner that provided me a reasonable basis for evaluating (ii) The Listing Agreement entered with National Stock Exchange of India Limited and Bombay Stock Exchange
the corporate conducts/statutory compliances and expressing my opinion thereon. During the period under review, the Company has complied with the provisions of the Act, Rules,

Based on my verification of DJ Mediaprint & Logistics Limited’s books, papers, minute books, forms and returns Regulations, Guidelines, Standards, etc. mentioned above.
filed and other records maintained by the Company and also the information provided by the Company, its officers, I further report that:
agents, and authorized representatives during the conduct of the secretarial audit, I hereby report that in my opinion,
the Company has, during the audit period covering the financial year ended on March 31, 2025, complied with the The Board of Directors of the Company is duly constituted with a proper balance of Executive Directors,
statutory provisions listed hereunder and also that the Company has proper Board-processes and compliance Non-Executive Directors, and Independent Directors. Changes in the composition of the Board of Directors
mechanisms in place to the extent, in the manner, and subject to the reporting made hereinafter: during the period under review were carried out in compliance with the provisions of the Act.
Adequate notice was given to all directors to schedule Board Meetings, along with agenda and detailed
I have examined the books, papers, minute books, forms and returns filed and other records maintained
by DJ Mediaprint & Logistics Limited for the financial year ended on March 31, 2025, according to the notes at least seven days in advance, and a system exists for seeking and obtaining further information
provisions of: and clarifications on the agenda items before the meeting for meaningful participation.

(i) The Companies Act, 2013 and the rules made thereunder Dissenting members’ views were not required to be captured and recorded in the minutes of Board
(ii) The Securities Contracts (Regulation) Act, 1956 (‘SCRA’) and the rules made thereunder Meetings and Committee Meetings as there was no such instance.
(iii) The Depositories Act, 1996 and the Regulations and Bye-laws framed thereunder; I further report that based on the review of systems and processes adopted by the Company and the
certificate for compliance of various applicable laws submitted by the Company Secretary and other
(iv) Foreign Exchange Management Act, 1999 and the rules and regulations made thereunder to the extent of officials of the Company on a quarterly basis and placed before the Board of Directors, there are adequate
Foreign Direct Investment, Overseas Direct Investment, and External Commercial Borrowings systems and processes in the Company commensurate with its size and operations to monitor and ensure
(v) The following Regulations and Guidelines prescribed under the Securities and Exchange Board of India Act, compliance with applicable laws, rules, regulations, and guidelines.
1992 (‘SEBI Act’): I further report that during the audit period, the Company has not undertaken any events/actions having
(a) The Securities and Exchange Board of India (Substantial Acquisition of Shares and Takeovers) a major bearing on the Company’s affairs in pursuance of the above-referred laws, rules, regulations,
Regulations, 2011; guidelines, standards, etc.
(b) The Securities and Exchange Board of India (Prohibition of Insider Trading) Regulations, 2015; This report is to be read with the letter of even date which is annexed as Annexure A and forms an integral
part of this report.
(c) The Securities and Exchange Board of India (Issue of Capital and Disclosure Requirements) Regulations, For Abbas Jawadwala & Associates
2018; Practicing Company Secretary
(d) The Securities and Exchange Board of India (Share Based Employee Benefits and Sweat Equity) Abbas Jawadwala
Regulations, 2021; (Not applicable to the Company during the Audit Period) Proprietor
(e) The Securities and Exchange Board of India (Issue and Listing of Non- Convertible Securities) Regulations, Membership No.: 40723
2021; (Not applicable to the Company during the Audit Period) COP: 24937
UDIN: A040723G00064905
(f) The Securities and Exchange Board of India (Registrars to an Issue and Share Transfer Agents)
Regulations, 1993 regarding the Companies Act and dealing with client; (Not applicable to the Company Date: June 23, 2025
during the Audit Period) Place: Thane

104 Annual Report 2024-25 Annual Report 2024-25 105