1 FIRST FINANCIAL SERVICES LTD Regd Office: 52,F-3,1 Floor,Diamond Block,Gandhi Main Road,Sri Krishna Vatika Appt., Puzhul,Thiruvallur,Chennai-600066

Phone :+91 9176898788, E-mail: firstfinancialserviceslimited@ gmail.com;Website:www. ffslonline.com

CIN NO:L85100TN1984PLC011231

03" August, 2020

To,

The Manager - Corporate Service Department

BSE Limited,

Phiroze Jeejeebhoy Towers,

Dalal Street, Mumbai — 400 001.

Scrip Code —: 511369 -First Financial Services Limited

Dear Sir(S),

Sub: Compliance Certificate under Regulation 24(A) of SEBI (LODR) Regulations, 2015

In terms of Regulation 24(A) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, the Annual Secretarial Compliance Report is enclosed herewith issued by

Somani & Associates, Practising Company Secretary, for the financial year ended on 31* March, 2020.

Kindly take the same on your record and oblige.

Thanking you,

Yours faithfully,

For First Financial Services Limited,

Sd/-

Nirmal Singh Mertia

Whole Time Director

(DIN: 03584434)

Encl: As above

Somani & Associates

(Practicing Company Secretaries)

Email id: somani.poonam1@gmail.com (Ph: +91-9769921765)

To,

Directors,

First Financial Services Limited,

Sub: Secretarial Compliance Report of First Financial Services Limited for the year ended

March 31, 2020.

I, Poonam Somani, have examined:

(a) all the documents and records made available to us and explanation provided by

First Financial Services Limited (“the listed entity’),

(b) the filmgs/ submissions made by the listed entity to the stock exchanges,

(c) website of the listed entity,

(d) any other document/ filing, as may be relevant, which has been relied upon to make

this certification,

for the year ended March 31, 2020 (“Review Period”) in respect of compliance with the

provisions of :

(a) the Securities and Exchange Board of India Act, 1992 (“SEBI Act”) and the

Regulations, circulars, guidelines issued thereunder; and

(b) 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 (““SEBIT’”);

The specific Regulations, whose provisions and the circulars/ guidelines issued thereunder, have

been examined, include: -

(a) Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015;

(b) Securities and Exchange Board of India (ssue of Capital and Disclosure Requirements) Regulations, 2018- Not Applicable

(c) Securities and Exchange Board of India (Substantial Acquisition of Shares and

Takeovers) Regulations, 2011;

(d) Securities and Exchange Board of India (Buyback of Securities)

Regulations, 2018- Not Applicable

(e) Securities and Exchange Board of India (Share Based Employee Benefits) Regulations, 2014- Not Applicable

(f) Securities and Exchange Board of India (Issue and Listing of Debt Securities)

Regulations, 2008- Not Applicable

(g) Securities and Exchange Board of India(Issue and Listing of Non-

Convertible and Redeemable Preference Shares) Regulations,2013- Not Applicable

(h) Securities and Exchange Board of India (Prohibition of Insider Trading)

Regulations, 2015 and circulars/ guidelines issued thereunder,

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

Add: 206,Chandak Paloma,Off Aarey Road,Vishweshwer Nagar ,Goregaon (East), Mumbai-

400063.

Somani & Associates

(Practicing Company Secretaries)

Email id: somani.poonam1@gmail.com (Ph: +91-9769921765)

(a) The listed entity has mostly complied with the provisions of the above Regulations and

circulars/ guidelines issued there under, except in respect of matters specified below:-

Sr.No Compliance Deviations Observations/

Requirement Remarks of the

(Regulations/ Practicing

circulars / Company

guidelines including Secretary

1. (Regulation 6 & Others of SEBIThe Company hasnot (The Company has not (Listing Obligation andappointed a Qualified appointed a Qualified

[Disclosure Requirements)Company Secretary and |Company Secretary and Regulations, 2015. (Chief Financial Officer. (Chief Financial Officer.

2. (Regulation 14 of SEBI (ListingAnnual Listing Fees toAnnual Listing Fees to

Obligation and ODisclosureBSE Ltd. has not beenIBSE Ltd. has not been paid|

Requirements) Regulations Jpaid for F.Y. 2019-20. for F.Y. 2019-20

2015

3. [Regulation 34 & 36 of SEBIISubmission of AnnualSubmission of Annual

(Listing Obligation andReport on BSE websiteReport on BSE website

[Disclosure Requirements)was delayed. Proof offwas delayed. Proof off

Regulations, 2015 dispatch of Annual reportdispatch of Annual report

to shareholders —_ wasto shareholders was|

lunavailable. junavailable.

4. Regulation 40, 44 of SEBI[Delayed submission offDelayed submission _ of

(Listing Obligation andAGM Voting Results, onecAGM Voting Results, one

[Disclosure Requirements)instance of — delayedinstance of delayed

Regulations, 2015 submission of certificatesubmission of certificate

under Regulation 40(9)under Regulation 40(9) and|

land delayed issue of sharedelayed issue of share certificates lodged forcertificates lodged for

lexchange. lexchange.

5. |Regulation 31 and others offShareholding pattern andShareholding pattern and

SEBI (LODR), Regulations, 2015 and

Regulation 76 SEBI

(Depositories and Participants

Regulations, 2018 capital reconciliation} certificate for the quarter

lended 31/12/2019 were submitted in financial

year 2020-21. Delayed

Filing.

Independent director

Selvaraj Arumai Selvami Iwas paid rent. capital reconciliation]

certificate for the quarter

ended 31/12/2019 were submitted in financial year

2020-21. Delayed Filing.

Independent director]

Selvaraj Arumai Selvam|

Iwas paid rent.

Note: The Company’s status is being shown as suspended- Surveillance

measures on the website of BSE i.e. http:/Avww. bseindia.com.

(b) The listed entity has maintained proper records under the provisions of the above

Regulations and circulars/ guidelines issued thereunder in so far as 1t appears from my/our

Add: 206,Chandak Paloma, Off Aarey Road,Vishweshwer Nagar ,Goregaon (East), Mumbai-

400063.

Somani & Associates

(Practicing Company Secretaries)

Email id: somani.poonam1@gmail.com (Ph: +91-9769921765)

examination of those records.

(c) The following are the details of actions taken against the listed entity/ its

promoters/ directors/ material subsidiaries either by SEBI or by Stock Exchanges during

the financial year 2019-20 (including under the Standard Operating Procedures issued by

SEBI through various circulars) under the aforesaid Acts/ Regulations and circulars/

guidelines issued thereunder:

Sr. | Action taken by Details of Details of action | Observations/

No. Violation taken E.g, fines, | remarks of the

warning letter, Practicing

debarment, etc. | Company

Secretary, if any.

1. SEBI (Securities Exchange | Violation under | In the final order | First Financial Board of India, vide its order | SEBI( passed on 02 | Services Limited

dated 02/04/2018, | Prohibition of April, 2018, | has been

excercising it power under | Fraudulent and SEBI has | prohibited from

section 19 read with section | Unfair prohibited First | accessing the

11(1), 1144) and 11B SEBI | Trade Practices Financial securities market

Act, 1992, restrained First | relating to Services Limited | and further

Financial Services Limited | Securities Market | from accessing | prohibited from

from accessing the securities | ), Regulation the securities | buying, selling or

market and further prohibit | 2003 market and | otherwise dealing

them from buying, selling or further prohibit | in securities, otherwise dealing in them from | directly or

securities, directly or buying, selling or | indirectly for a indirectly, or being otherwise dealing | period of 3 years

associated with the securities

market in any manner,

whatsoever, for a period of

three years from the date of

said order ie. 02nd April,

2018. However, Further

company filed an appeal to

SAT and SAT, vide its final

order dated on 27.09.2019,

ordered that it was observed

that 3 years already elapsed from the impugned exparte

order dated 19/12/2014 and

restriction on buying or

selling the securities will

come to an end. in securities,

directly or

indirectly, or

being associated

with the

securities market

in any manner,

whatsoever, for a

period of three

years from the

date of said order Le. 02nd April,

2018. However,

Further company

filed an appeal to

SAT and SAT,

vide its final

order dated on

27.09.2019,

ordered that it

was observed

that 3 years already elapsed

from the impugned exparte

w.e.f, 02™ April,

2018. After the

SAT’s Order the

restrictions were

ended.

400063.

Add: 206,Chandak Paloma, Off Aarey Road,Vishweshwer Nagar ,Goregaon (East), Mumbai-

Somani & Associates

(Practicing Company Secretaries)

Email id: somani.poonam1@gmail.com (Ph: +91-9769921765)

order dated

19/12/2014 and

restriction on

buying or selling

the securities will

come to an end.

2. BSE Limited

Non-payment of

Annual Listing Fees

Vide the mail

dated

25/02/2020,

company was

informed that

action to be

initiated as per

the circular of

BSE

LIST/COMP/OP

S/ 16 /2019-

2020 Not applicable

(d) The listed entity has taken the following actions to comply with the observations made in

previous reports:

Regulations, 2015, Non appointment of

CFO designated|

depository. management , they planning to remove

non compliance

and actions are in|

process

Sr. Observations Observations made | Actions taken Comments of the

No. | of the in the secretarial by the listed Practicing Practicing compliance report entity, if any Company

Company for the year Secretary on the Secretary in the ended... actions taken by

previous reports (The years are to the listed entity

be mentioned) 1. Regulation 6, 14] For the financial year} As per the Most of the non!

19, 36, 40, 44, 33) 2018-19 information and} compliance are still]

&30, of SEB] explanation continuing.

(LODR) provided by the

For Somani & Associates

( Company Secretraies)

POONAM SOMANI

Poonam Somani

Add: 206,Chandak Paloma, Off Aarey Road,Vishweshwer Nagar ,Goregaon (East), Mumbai-

400063.

Somani & Associates

(Practicing Company Secretaries)

Email id: somani.poonam1@gmail.com (Ph: +91-9769921765)

(Proprietor)

FCS No.: 9364

C PNo.: 8642

Place: Mumbai

Date: 03/08/2020

UDIN : F009364B000541995

Add: 206,Chandak Paloma, Off Aarey Road,Vishweshwer Nagar