PGHH_AR_2020

Annual Report 2019-20 67 Company Overview Board's Report MD&A Corporate Governance Financial Statements Procter & Gamble Hygiene and Health Care Limited Certificate on Non-Disqualification of Directors under SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 To The Members of Procter & Gamble Hygiene and Health Care Limited 1. We have bee n engaged to issue certificate that none of the directors on the board of the Procter & Gamble Hygiene and Health Care Limited (“Company”) having CIN L24239MH1964PLC012971 have been debarred or disqualified from being appointed or continuing as directors of companies by the Board/Ministry of Corporate Affairs or any such statutory authority in terms of Para 10 (i) of Part C of Schedule V read with Regulations 34(3) and 53 (f) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 (Listing Regulations): 2. We have examined the following: (a) The declaration given by each of the Directors of the Company with respect to their interest in other entities as Director or otherwise along with names of their relatives in pursuance of Section 184 of the Companies Act, 2013 and taken on record by the Company, (b) Declarations given by all the Directors of the Company confirming that they are not disqualified to hold the Office of Directors as on 30 th June, 2020 in pursuance of Section 164 of the Companies Act, 2013 and taken on record by the Company, (c) The particulars of Directors of the Company as displayed on the web portal of the Ministry of Corporate Affairs and (d) General Search on the website of the Securities and Exchange Board of India. 3. Based on the above verification and to the best of our information and according to the explanations provided to us, we are of the opinion that none of the following Directors on the Board of the Company have been debarred or disqualified from being appointed or continuing as Directors of Companies by the Board/Ministry of Corporate Affairs or any such statutory authority as on 30 th June, 2020: No. Name of the Directors DIN 1 Mr. Rajendra Ambalal Shah 00009851 2 Mr. Bansidhar Sunderlal Mehta 00035019 3 Mr. Pramod Agarwal 00066989 4 Ms. Meena Ganesh 00528252 5 Mr. Anil Kumar Ishwar Dayal Gupta 02588131 6 Mr. Karthik Natarajan 06685891 7 Ms. Sonali Dhawan 06808527 8 Mr. Ghanashyam Hegde 08054712 9 Mr. Madhusudan Gopalan 08158357 10 Mr. Gagan Sawhney 08279568 4. It should be noted that our responsibility is to express a reasonable assurance in the form of an opinion as to the qualification/eligibility of each of the Directors of the Company to hold the office as Director in the Companies in accordance with the generally accepted procedure and the process of due-diligence followed based on the available information on best efforts basis as on 30 th June, 2020 and it is neither an audit nor an expression of opinion on the personal credentials of the Directors of the Company. For DHOLAKIA & ASSOCIATES LLP (Company Secretaries) CS Bhumitra V. Dholakia Designated Partner FCS-977 CP No. 507 Place : Mumbai Date : August 25, 2020 UDIN : F000977B000614733

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