Peninsula Land : 2022-23 Secretarial Compliance Report

Dear Madam/ Sir,

Ref: Peninsula Land Limited (Company Code: 503031, NSE: PENINLAND)

Sub: Submission of Annual Secretarial Compliance Report for the year ended 31st

March, 2023- Regulation 24A of SEBI (LODR) Regulations, 2015.

Pursuant to Regulation 24A of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, read with SEBI Circular No. CIR/CFD/CMD1/27/2019 dated oath February 2019, we are enclosing herewith the Annual Secretarial Compliance Report of the Company for the year ended 31st March 2023 issued by Mr Divyesh Vanpariya, proprietor of M/s. DNV & Associates, Practising Company Secretaries.

Please take the above on record.

Yours Sincerely,

For Peninsula Land Limited

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Vi·~I Menon

Com ny Secretary & Compliance Officer Encl.: as above

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DNV & ASSOCIATES

Company Secretaries

38, Shreeji Shopping Arcade, Opp Sanjog Hotel, M G Road, Borivali East, Mumbai - 400066.

Mob: 8082544970 Email: divyeshvanpariya88@gmail.com

Secretarial Compliance Report of Peninsula Land Limited

for the financial year ended March 31, 2023

To,

The Board of Directors,

Peninsula Land Limited

503, 5th Floor, Peninsula Tower-1,

Peninsula Corporate Park,

Ganpatrao Kadam Marg,

Lower Parel, Mumbai - 400013

I, Divyesh N Vanpariya, Proprietor of DNV & Associates, Practicing Company Secretary, have conducted the review of the compliance of the applicable statutory provisions and the adherence togood corporate practices by Peninsula Land Limited (hereinafter referred as 'thelisted entity'), having its Registered Office at 503, 5th Floor, Peninsula Tower-1, Peninsula Corporate Park, Ganpatrao Kadam Marg, Lower Parel, Mumbai - 400013, Secretarial Review was conducted in a manner that provided me/us a reasonable basis for evaluating the corporate conducts/statutory compliances and to provide my/our observations thereon.

Based on my/our verification of the listed entity'sbooks, papers, minutes books, forms and returns filed and other records maintained by the listed entity and also the information provided by the listed entity, its officers, agents and authorized representatives during the conduct of Secretarial Review, I/we hereby report that the listed entity has, during the review period covering the financial year ended on March 31, 2023 complied with thestatutory provisions listed hereunder in the manner and subject to the reporting made hereinafter :

I, Divyesh N Vanpariya, Proprietor of DNV & Associates_have examined:

1. all the documents and records made available to us and explanation provided by Peninsula Land Limited ("the listed entity"),
2. the filings/ submissions made by the listed entity to the stock exchanges,
3. website of the listed entity,
4. any other document/ filing, as may be relevant, which has been relied upon to make this report, for the financial year ended March 31, 2023 ("Review Period") in respect of compliance with the

provisions of :

1. the Securities and Exchange Board of India Act, 1992 ("SEBI Act") and the Regulations, circulars, guidelines issued thereunder; and
2. the Securities Contracts (Regulation) Act, 1956 ("SCRA"), rules made thereunder and the Regulations, circulars, guidelines issued thereunder by the Securities and Exchange Board of India ("SEBI");

The specific Regulations, whose provisions and the circulars/ guidelines issued thereunder, have been examined, include:-

(a)

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1. Securities and Exchange Board of India (Issue of Capital and Disclosure Requirements) Regulations, 2018;
2. Securities and Exchange Board of India (Substantial Acquisition of Shares and Takeovers) Regulations, 2011 ;
3. Securities and Exchange Board of India (Buyback of Securities) Regulations, 2018; (Not applicable to the Company during the Review Period)
4. Securities and Exchange Board of India (Share Based Employee Benefrts and Sweat Equity) Regulations, 2021 ; (Not applicable to the Company during the Review Period)
5. Securities and Exchange Board of India (Issue and Listing of Non-Convertible Securities) Regulations, 2021 ; (Not applicable to the Company during the Review Period)
6. Securities and Exchange Board of India (Prohibition of Insider Trading) Regulations, 2015;
7. other applicable regulations and Circulars I Guidelines issued thereunder.

and based on the above examination, I/We hereby report that, during the Review Period:

1. (a) (0 ) The listed entity has complied with the provisions ofthe above Regulations and circulars/ guidelines issued thereunder, except in respect of matters specified below:

As explained in Point No. 2 below

1. The listed entity has taken the following actions to comply with the observations made in previous reports:

NA

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Compliances related to resignation of statutory auditors from listed entities and their material subsidiaries asper SEBI Circular CIR/CFD/CMD1/114/2019 dated 18th October, 2019:

1. Compliances with the following conditions while appointing/re-appointing an auditor

2. Other conditions relating to resignation of statutory auditor

i. Reporting of concerns by Auditor with respect to the listed entity/its material subsidiary to the Audit Committee:

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• bs 11s/R mnrlis by PCS nro mn11dntoty If t/10 Compllanco status Is provided as 'No' or 'NA'

IL lhi h by report thot, during tho review period the compliance status of the listed entity is appended as

bolow :

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