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3P LAND HOLDINGS LTD. Proxy Solicitation & Information Statement 2025

Dec 31, 2025

63070_rns_2025-12-31_bf514e56-1900-40f2-ab3f-623d498b3863.pdf

Proxy Solicitation & Information Statement

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3P LAND HOLDINGS LIMITED

Registered Office

JWP: 74 31[st] December, 2025

The Manager, Listing Department, BSE Limited , Phiroze Jeejeebhoy Towers, Dalal Street, Mumbai – 400 001. Scrip Code: 516092

The Manager, Listing Department, National Stock Exchange of India Ltd., Exchange Plaza, 5[th] Floor, Plot No. C/1, G Block, Bandra Kurla Complex, Bandra (E), Mumbai – 400 051. Scrip Code: 3PLAND

Dear Sir/Madam,

Subject: Notice of Postal Ballot – Disclosure under Regulation 30 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 (‘Listing Regulations’).


Pursuant to Regulation 30 of the Listing Regulations, we have enclosed a copy of the Postal Ballot Notice dated 25[th] October, 2025 together with the Explanatory Statement thereto, seeking approval of the members of the Company by way of electronic voting (remote e ‐ voting) in accordance with the relevant circulars issued by the Ministry of Corporate Affairs (MCA) and the Securities & Exchange Board of India for:

Sr.
No.
Description of Resolution Category
1. Approval for Material Related Party Transaction for the
Renewal of the Leave and License Agreement with Pudumjee
Paper Products Limited.
Ordinary
Resolution

In Compliance with the relevant MCA Circulars, the Notice of Postal Ballot containing instruction is being sent only through electronic mode (i.e. through e-mail) to those Members whose names appear on the Register of Members/List of Beneficial Owners as received from the Depositories i.e. National Securities Depository Limited (“NSDL”) / Central Depository Services (India) Limited (“CDSL”) as on Friday, 26[th] December, 2025 (Cut-off Date) and whose email addresses are registered with the Company on the said date and the hard copy of the Postal Ballot Notice along with Postal Ballot Forms and pre-paid business envelope will not be sent to the Members for this Postal Ballot and the Members are required to communicate their assent or dissent through the remote e-voting system only.

Registered Office: Thergaon, Chinchwad, Pune-411033 Tel: +91-20-30613333, Fax : +91-20-3061 3388 E-Mail : [email protected]. CIN L74999MH1999PLC013394 GSTIN:- 27AAACP0487B1ZQ Corporate Office: Jatia Chambers, 60, Dr. V.B.Gandhi Marg, Kalaghoda. Mumbai-400001 India. Tel: +91-22-30213333, 22674485, 66339300, Fax: +91-22-22658316. E-Mail: [email protected] Web Site : www.pudumjeeindustries.com.

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3P LAND HOLDINGS LIMITED

Registered Office

Pursuant to Section 108 and other applicable provisions of the Companies Act, 2013, read with the Companies (Management and Administration) Rules, 2014, as amended, and Regulation 44 of SEBI Regulations, the Company is providing Remote e-voting facility to enable Members of the Company to cast their votes electronically on the matter set forth in the Notice. The Company has appointed M/s. National Securities Depository Limited, for facilitating Remote e-voting to enable the Members to cast their votes electronically, during the below mentioned period:

The Date and Time of commencement
of remote e-voting:
Thursday, 01stJanuary, 2026 at 09:00 a.m.
(IST).
The Date and Time of end of remote
e-voting:
Friday, 30thJanuary, 2026 at 05:00 p.m.
(IST) and the facility shall be forthwith
blocked.

Members of the Company who have not yet registered their email address are requested to get their email addresses registered by following the procedure mentioned in the Notice.

The result of the Postal Ballot through remote e-voting only will be announced on or before Saturday, 31[st] January, 2026.

The said notice is also available on the website of the Company at www.3pland.com.

Kindly acknowledge the receipt and take the same on your record.

Thanking you,

Yours Faithfully,

For 3P Land Holdings Limited

Digitally signed by Jagadish Jagadish Waman Patil Waman Patil Date: 2025.12.31 17:20:04 +05'30' J. W. Patil Company Secretary and Compliance Officer ICSI Membership No.: A9586 Encl.: Postal Ballot Notice

Registered Office:

Thergaon, Chinchwad, Pune-411033 Tel: +91-20-30613333, Fax : +91-20-3061 3388 E-Mail : [email protected]. CIN L74999MH1999PLC013394 GSTIN:- 27AAACP0487B1ZQ Corporate Office: Jatia Chambers, 60, Dr. V.B.Gandhi Marg, Kalaghoda. Mumbai-400001 India. Tel: +91-22-30213333, 22674485, 66339300, Fax: +91-22-22658316. E-Mail: [email protected] Web Site : www.pudumjeeindustries.com.

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3P LAND HOLDINGS LIMITED

Registered Office: Thergaon, Chinchwad, Pune-411033 Tel: +91-20-30613333, Fax: +91-20-3061 3388 E-Mail : [email protected]; Web Site : www.3pland.com. CIN: L74999MH1999PLC013394; GSTIN:-27AAACP0487B1ZQ Corporate Office: Jatia Chambers, 60, Dr. V.B.Gandhi Marg, Kalaghoda. Mumbai-400001 India. Tel: +91-22-30213333, 22674485, 66339300, Fax: +91-22-22658316. E-Mail: [email protected]

NOTICE OF POSTAL BALLOT [Pursuant to Section 110 of the Companies Act, 2013 read with the Companies (Management and Administration) Rules, 2014]

Dear Member(s),

Notice is hereby given that pursuant to the provisions of Sections 108 and 110 and all other applicable provisions, if any, of the Companies Act, 2013 (“Act”), read together with Rules 20 and 22 of the Companies (Management and Administration) Rules, 2014 (including any statutory modification(s) or re-enactment(s) thereof, for the time being in force) (“Rules”), Regulation 44 of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 (“SEBI LODR Regulations”), General Circular Nos. 14/2020 dated April 08, 2020, 17/2020 dated April 13, 2020, 20/2020 dated May 05, 2020, 22/2020 dated June 15, 2020, 33/2020 dated September 28, 2020, 39/2020 dated December 31, 2020, 10/2021 dated June 23, 2021, 20/2021 dated December 08, 2021, 3/2022 dated May 05, 2022, 11/2022 dated December 28, 2022, 09/2023 dated September 25, 2023, 09/2024 dated September 19, 2024 and 03/2025 dated September 22, 2025 issued by the Ministry of Corporate Affairs, Government of India (“MCA Circulars”), Secretarial Standard on General Meetings (“SS-2”) issued by the Institute of Company Secretaries of India and any other applicable law, rules and regulations (including any statutory modification(s) or re-enactment(s) thereof, for the time being in force), the resolution set out below is proposed to be passed by the Members of 3P Land Holdings Limited (the “Company”) by means of Postal Ballot, only by way of remote e-voting (“evoting”) process.

In terms of the MCA Circulars and in compliance with Regulation 44 of the SEBI LODR Regulations and pursuant to the provisions of Sections 108 and 110 of the Companies Act, 2013 read with the Rules framed thereunder, the manner of voting on the proposed resolution is restricted only to e-voting, i.e. by casting votes electronically instead of submitting postal ballot forms. The instructions for e-voting are appended to this Notice.

Accordingly, in compliance with the requirements of the MCA Circulars, the Postal Ballot Notice is being sent only through electronic mode to those Members whose email address is registered with Satellite Corporate Services Private Limited, the Company’s Registrar and Share Transfer Agent, and / or the Depository Participant(s) and therefore, the hard copy of the Postal Ballot Notice along with Postal Ballot Forms and pre-paid business envelope will not be sent to the Members for this Postal Ballot and the Members are required to communicate their assent or dissent through the remote e-voting system only.

The Board of Directors of the Company recommends approval of the Members for the Resolution appended below. The Explanatory Statement pursuant to Section 102 of the Act pertaining to the said Resolution setting out material facts and the reason for the Resolution is annexed hereto.

You are requested to peruse the proposed Resolution along with its Explanatory Statement and thereafter record your assent or dissent by means of remote e-voting facility provided by the Company.

SPECIAL BUSINESS:

To consider and, if thought fit, to pass, with or without modification(s), the following Resolution as an Ordinary Resolution:

Item No. 1:

"RESOLVED THAT pursuant to the applicable provisions of the Companies Act, 2013 (including any statutory amendment(s) or re-enactment(s) thereof, for the time being in force, if any), and the provisions of Section 188 of the Companies Act, 2013 and Regulation 23 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 and other applicable regulations, if any, as amended from time to time, consent of the Shareholders of the Company be and is hereby accorded to the Board of Directors of the Company (hereinafter referred to as "the Board" which term shall be deemed to include any Committee of the Board constituted to exercise its powers, including the powers conferred by this resolution) to renew the Leave and License Agreement with Pudumjee Paper Products Limited, a Related Party, in respect of land together with structures standing thereon admeasuring about 4.63 acres situated at Thergaon, Pune - 411033 for a period of 5 years from 01[st] February, 2026 to 31[st] January, 2031 as per the broad details set out in the explanatory statement annexed to this notice.

RESOLVED FURTHER THAT for the purpose of giving effect to this Resolution the Board of Director(s)/ Key Managerial Personnel(s) of the Company, be and are hereby, severally, authorised to do all such acts, deeds, matters and things as it may, deem necessary, and to execute all necessary documents".

By Order of the Board of Directors For 3P Land Holdings Limited

Date: 25[th] October, 2025 Place: Pune

J. W. Patil Company Secretary and Compliance Officer ICSI Membership No. A9586)

Notes:

  1. The Explanatory Statement pursuant to the provisions of Section 102 read with Section 110 and other applicable provisions of the Companies Act, 2013 (the “Act”) and rules made thereunder, setting out material facts and reasons for the proposed resolutions is annexed hereto.

  2. In Compliance with the applicable MCA Circulars, the Notice of Postal Ballot (“the Notice”) containing instruction is being sent only through electronic mode (i.e. through e-mail) to those Members whose names appear on the Register of Members/List of Beneficial Owners as received from the Depositories i.e. National Securities Depository Limited (“NSDL”) / Central Depository Services (India) Limited (“CDSL”) as on Friday, 26[th] December, 2025 (hereinafter called as “Cut-off Date”) and whose email addresses are registered with the Company/Depositories on the said date.

  3. A copy of this Notice of Postal Ballot will also be available on the Company’s website at www.3pland.com, and on the Website of the Stock Exchange i.e. BSE Limited at www.bseindia.com and National Stock Exchange of India Ltd at www.nseindia.com, and on the Website of National Securities Depositories Limited (NSDL) at www.evoting.nsdl.com.

  4. Members whose name is appearing on the Register of Members / List of Beneficial Owners as on the Cut-Off date shall be eligible for Remote e-voting. A person who is not member on Cut-Off date should treat this notice for information purpose only.

  5. Documents referred to in the Notice and the explanatory statement shall be available for inspection by the Members through e-mail. The Members are requested to send an e- mail to [email protected] for the same.

  6. The Board of Directors of the Company has appointed Mr. Pankaj Bhanudas Yeole (Membership No.:50196 & Certificate of Practice No.: 19127) Practising Company Secretary as Scrutinizer for conducting the Postal Ballot process (through remote e- voting only) in a fair and transparent manner.

  7. In compliance with provisions of Sections 108, 110 and other applicable provisions of the Act, read with the Companies (Management and Administration) Rules, 2014, as amended (“Rules”), Secretarial Standards-2 and Regulation 44 of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 (“SEBI Listing Regulations”), the Company is providing Remote e-voting facility to enable Members of the Company to cast their votes electronically on the matters included in this Notice. The Company has appointed National Securities Depository Limited (hereinafter called as “NSDL”) for facilitating Remote e-voting to enable the Members to cast their votes electronically instead of dispatching Postal Ballot Form.

  8. The remote e-voting period commences from Thursday, the 01[st] January, 2026 (09:00 a.m. IST) to Friday, the 30[th] January, 2026 (05:00 p.m. IST). During this period, Members of the Company, holding shares either in physical form or in dematerialised form, as on the Cut-Off Date i.e., Friday, 26[th] December, 2025, may cast their vote electronically. The Remote e-voting module shall be disabled by NSDL for voting thereafter and the voting shall not be allowed beyond the said date and time.

  9. The Resolution, if passed by the requisite majority, shall be deemed to be passed on the last date specified for e-voting, i.e. Friday, the 30[th] January, 2026 and as if it has been passed at a General Meeting of the Members.

  10. A Member cannot exercise his/her vote through proxy on Postal Ballot. However, Institutional Members / Corporate Members (i.e. other than Individuals, HUF, NRI, etc.) are required to send scanned copy (PDF/JPG format) of the relevant Board Resolution/Authority letter, etc., authorising its representative to vote through remote e-voting. The said Board Resolution/Authorisation shall be sent to the Scrutinizer through registered e-mail address to [email protected], with a copy marked to [email protected].

  11. Upon completion of the scrutiny of electronic votes, the Scrutinizer will submit his report to the Chairman or Company Secretary of the Company. The result of the Postal Ballot will be announced on or before Saturday, 31[st] January, 2026. The said results would be displayed at the Registered Office of the Company and on its website at http://www.3pland.com/ and on the website of National Securities Depositories Limited (NSDL) at www.evoting.nsdl.com and simultaneously communicated to the BSE Limited at www.bseindia.com and National Stock Exchange of India Ltd at www.nseindia.com.

  12. Members holding shares in dematerialised form are requested to register/update their KYC details including email address with their respective Depository Participants. Members holding shares in physical form are requested to register/update their KYC details including email address by submitting duly filled and signed Form ISR-1 alongwith such other documents prescribed in the Form ISR-1 to the RTA of the Company i.e. M/s. Satellite Corporate Services Private Limited, A 106 & 107, Dattani Plaza, East West Compound, Andheri Kurla Road, Safed Pool Sakinaka, Mumbai - 400072. Form ISR-1 is available on the website of the Company at http://www.3pland.com/ and on the website of RTA at https://www.satellitecorporate.com/index.php.

In case members have registered their email address, they may send the scan soft copies of the form(s) along with the relevant documents, duly e-signed, from their registered email id to [email protected] or upload KYC documents with e- sign on RTA's website at the link: http://www.satellitecorporate.com.

  1. The procedure for remote e-voting is as under:

Step 1 (A): Access to NSDL e-voting system in case of individual Shareholders holding shares in demat mode

Step 1 (B): Access to NSDL e-voting system in case of shareholders other than Individual shareholders holding securities in demat mode and shareholders holding securities in physical mode .

THE INSTRUCTIONS FOR MEMBERS FOR REMOTE E-VOTING ARE AS UNDER:-

- How do I vote electronically using NSDL e Voting system?

The way to vote electronically on NSDL e-Voting system consists of “Two Steps” which are mentioned below:

- Step 1: Access to NSDL e Voting system

- A) Login method for e Voting for Individual shareholders holding securities in demat mode

In terms of SEBI circular dated December 9, 2020 on e-Voting facility provided by Listed Companies, Individual shareholders holding securities in demat mode are allowed to vote through their demat account maintained with Depositories and Depository Participants. Shareholders are advised to update their mobile number and email Id in their demat accounts in order to access e-Voting facility.

Login method for Individual shareholders holding securities in demat mode is given below:

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Type of shareholders Login Method
Individual 1. Existing IDeAS user can visit the e-Services website of
Shareholders holding NSDL Viz. https://eservices.nsdl.com either on a
securities in demat Personal Computer or on a mobile. On the e-Services
mode with NSDL. home page click on the “ Beneficial Owner” icon under
“Login” which is available under ‘IDeAS’ section, this
will prompt you to enter your existing User ID and
Password. After successful authentication, you will be
able to see e-Voting services under Value added services.
Click on “Access to e-Voting” under e-Voting services
and you will be able to see e-Voting page. Click on
----- End of picture text -----

company name or e-Voting service provider i.e. NSDL and you will be re-directed to e-Voting website of NSDL for casting your vote during the remote e-Voting period.

  1. If you are not registered for IDeAS e-Services, option to register is available at https://eservices.nsdl.com. Select “Register Online for IDeAS Portal” or click at https://eservices.nsdl.com/SecureWeb/IdeasDirectReg.j sp.

  2. Visit the e-Voting website of NSDL. Open web browser by typing the following URL: https://www.evoting.nsdl.com/ either on a Personal Computer or on a mobile. Once the home page of e-Voting system is launched, click on the icon “Login” which is available under ‘Shareholder/Member’ section. A new screen will open. You will have to enter your User ID (i.e. your sixteen digit demat account number hold with NSDL), Password/OTP and a Verification Code as shown on the screen. After successful authentication, you will be redirected to NSDL Depository site wherein you can see e-Voting page. Click on company name or e-Voting service provider i.e. NSDL and you will be redirected to e-Voting website of NSDL for casting your vote during the remote e-Voting period.

  3. Shareholders/Members can also download NSDL Mobile App “ NSDL Speede ” facility by scanning the QR code mentioned below for seamless voting experience.

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  • Individual 1. Users who have opted for CDSL Easi / Easiest facility, Shareholders holding can login through their existing user id and password. securities in demat Option will be made available to reach e-Voting page mode with CDSL without any further authentication. The users to login Easi /Easiest are requested to visit CDSL website www.cdslindia.com and click on login icon & New System Myeasi Tab and then user your existing my easi username & password.

  • After successful login the Easi / Easiest user will be able to see the e-Voting option for eligible companies where the evoting is in progress as per the information provided by company. On clicking the evoting option, the user will be able to see e-Voting page of the e-Voting service provider for casting your vote during the remote e-Voting period or joining virtual meeting & voting during the meeting. Additionally, there is also links provided to access the system of all e-Voting Service Providers, so that the user can visit the e-Voting service providers’ website directly.

  • If the user is not registered for Easi/Easiest, option to register is available at CDSL website www.cdslindia.com and click on login & New System Myeasi Tab and then click on registration option.

  • Alternatively, the user can directly access e-Voting page

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by providing Demat Account Number and PAN No. from a
e-Voting link available on www.cdslindia.com home page.
The system will authenticate the user by sending OTP on
registered Mobile & Email as recorded in the Demat
Account. After successful authentication, user will be
able to see the e-Voting option where the evoting is in
progress and also able to directly access the system of all
e-Voting Service Providers.
Individual You can also login using the login credentials of your demat
Shareholders (holding account through your Depository Participant registered with
securities in demat NSDL/CDSL for e-Voting facility. upon logging in, you will be
mode) login through able to see e-Voting option. Click on e-Voting option, you will be
their depository redirected to NSDL/CDSL Depository site after successful
participants authentication, wherein you can see e-Voting feature. Click on
company name or e-Voting service provider i.e. NSDL and you
will be redirected to e-Voting website of NSDL for casting your
vote during the remote e-Voting period
Important note: Members who are unable to retrieve User ID/ Password are advised to
use Forget User ID and Forget Password option available at above mentioned website.
Helpdesk for Individual Shareholders holding securities in demat mode for any
technical issues related to login through Depository i.e. NSDL and CDSL.
Login typeogin typein typetype Helpdesk detailselpdesk detailslpdesk detailspdesk detailsk detailsdetailsilss
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Login typeogin typein typetype Helpdesk detailselpdesk detailslpdesk detailspdesk detailsk detailsdetailsilss
Individual Shareholders Members facing any technical issue in login can contact
holding securities in demat NSDL helpdesk by sending a request at
mode with NSDL [email protected] or call at 022 - 4886 7000
Individual Shareholders Members facing any technical issue in login can contact
holding securities in demat CDSL helpdesk by sending a request at
mode with CDSL [email protected] or contact at toll free no.
1800 22 55 33
B) Login Method for e-Voting for shareholders other than Individual shareholders
holding securities in demat mode and shareholders holding securities in physical
mode.
How to Log-in to NSDL e-Voting website?
1. Visit the e-Voting website of NSDL. Open web browser by typing the following URL:
https://www.evoting.nsdl.com/ either on a Personal Computer or on a mobile.
2. Once the home page of e-Voting system is launched, click on the icon “Login”
which is available under ‘Shareholder/Member’ section.
3. A new screen will open. You will have to enter your User ID, your Password/OTP
and a Verification Code as shown on the screen.
Alternatively, if you are registered for NSDL eservices i.e. IDEAS, you can log-in at
https://eservices.nsdl.com/ with your existing IDEAS login. Once you log-in to
NSDL eservices after using your log-in credentials, click on e-Voting and you can
proceed to Step 2 i.e. Cast your vote electronically.
4. Your User ID details are given below :
Manner of holding shares i.e. Demat Your User ID is:
(NSDL or CDSL) or Physical
a) For Members who hold shares in 8 Character DP ID followed by 8 Digit
demat account with NSDL. Client ID
For example if your DP ID is IN300
and Client ID is 12
then your user
*----- End of picture text -----

5. ID is IN30012***.
b) For Members who hold shares in
demat account with CDSL.
16 Digit Beneficiary ID
For example if your Beneficiary ID is
12** then your user ID is
12**
c) For Members holding shares in
Physical Form.
EVEN
Number
followed
by
Folio
Number registered with the company
For example if folio number is 001
and EVEN is 101456 then user ID is
101456001
  • If you are already registered for e-Voting, then you can use your existing password to login and cast your vote.

  • a) If you are using NSDL e-Voting system for the first time, you will need to retrieve the ‘initial password’ which was communicated to you. Once you retrieve your ‘initial password’, you need to enter the ‘initial password’ and the system will force you to change your password.

  • b) How to retrieve your ‘initial password’?

    • (i) If your email ID is registered in your demat account or with the company, your ‘initial password’ is communicated to you on your email ID. Trace the email sent to you from NSDL from your mailbox. Open the email and open the attachment i.e. a .pdf file. Open the .pdf file. The password to open the .pdf file is your 8 digit client ID for NSDL account, last 8 digits of client ID for CDSL account or folio number for shares held in physical form. The .pdf file contains your ‘User ID’ and your ‘initial password’. If your email ID is not registered, please follow steps mentioned below in process for those shareholders whose email ids are not registered.
  • If you are unable to retrieve or have not received the “Initial password” or have forgotten your password:

  • a) Click on “ Forgot User Details/Password ?”(If you are holding shares in your demat account with NSDL or CDSL) option available on www.evoting.nsdl.com.

  • b) Physical User Reset Password ?” (If you are holding shares in physical mode) option available on www.evoting.nsdl.com.

  • c) If you are still unable to get the password by aforesaid two options, you can send a request at [email protected] mentioning your demat account number/folio number, your PAN, your name and your registered address etc.

  • d) Members can also use the OTP (One Time Password) based login for casting the votes on the e-Voting system of NSDL.

  • After entering your password, tick on Agree to “Terms and Conditions” by selecting on the check box.

  • Now, you will have to click on “Login” button

  • After you click on the “Login” button, Home page of e-Voting will open.

- Step 2: Cast your vote electronically on NSDL e Voting system.

- How to cast your vote electronically on NSDL e Voting system?

  1. After successful login at Step 1, you will be able to see all the companies “EVEN” in which you are holding shares and whose voting cycle is in active status.

  2. Select “EVEN” of company for which you wish to cast your vote during the remote e- Voting period”.

  3. Now you are ready for e-Voting as the Voting page opens.

  4. Cast your vote by selecting appropriate options i.e. assent or dissent, verify/modify the number of shares for which you wish to cast your vote and click on “Submit” and also “Confirm” when prompted.

  5. Upon confirmation, the message “Vote cast successfully” will be displayed.

  6. You can also take the printout of the votes cast by you by clicking on the print option on the confirmation page.

  7. Once you confirm your vote on the resolution, you will not be allowed to modify your vote.

General Guidelines for shareholders

  1. Institutional shareholders (i.e. other than individuals, HUF, NRI etc.) are required to send scanned copy (PDF/JPG Format) of the relevant Board Resolution/ Authority letter etc. with attested specimen signature of the duly authorized signatory(ies) who are authorized to vote, to the Scrutinizer by e-mail [email protected] with a copy marked to [email protected],in. Institutional shareholders (i.e. other than individuals, HUF, NRI etc.) can also upload their Board Resolution / Power of Attorney / Authority Letter etc. by clicking on "Upload Board Resolution / Authority Letter" displayed under "e-Voting" tab in their login.

  2. It is strongly recommended not to share your password with any other person and take utmost care to keep your password confidential. Login to the e-voting website will be disabled upon five unsuccessful attempts to key in the correct password. In such an event, you will need to go through the “Forgot User Details/Password?” or “Physical User Reset Password?” option available on www.evoting.nsdl.com to reset the password.

  3. In case of any queries, you may refer the Frequently Asked Questions (FAQs) for Shareholders and e-voting user manual for Shareholders available at the download section of www.evoting.nsdl.com or call on.: 022 - 4886 7000 or send a request to Ms. Pallavi Mhatre at [email protected].

Process for those shareholders whose email ids are not registered with the depositories for procuring user id and password and registration of e mail ids for e- voting for the resolutions set out in this notice :

  1. In case shares are held in physical mode please provide Folio No., Name of shareholder, scanned copy of the share certificate (front and back), PAN (self attested scanned copy of PAN card), AADHAR (self attested scanned copy of Aadhar Card) by email to [email protected] or [email protected].

  2. In case shares are held in demat mode, please provide DPID-CLID (16 digit DPID + CLID or 16 digit beneficiary ID), Name, client master or copy of Consolidated

Account statement, PAN (self attested scanned copy of PAN card), AADHAR (self attested scanned copy of Aadhar Card) to [email protected] or [email protected]. If you are an Individual shareholders holding securities in demat mode, you are requested to refer to the login method explained at step 1 (A ) i.e. Login method for e-Voting for Individual shareholders holding securities in demat mode .

  1. Alternatively shareholder/members may send a request to [email protected] for procuring user id and password for e-voting by providing above mentioned documents.

  2. In terms of SEBI circular dated December 9, 2020 on e-Voting facility provided by Listed Companies, Individual shareholders holding securities in demat mode are allowed to vote through their demat account maintained with Depositories and Depository Participants. Shareholders are required to update their mobile number and email ID correctly in their demat account in order to access e-Voting facility.

By Order of the Board of Directors For 3P Land Holdings Limited

Date: 25[th] October, 2025 Place: Pune

J. W. Patil Company Secretary and Compliance Officer ICSI Membership No. A9586)

ANNEXURE TO THE NOTICE

The following explanatory statement sets out all the material facts relating to Item of business as mentioned in Item No. 1 in the accompanying Notice dated 25[th] October, 2025.

Item No. 1:

In terms of the provisions of Section 188 and other applicable provisions of the Companies Act, 2013, read with Regulation 23 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 (“SEBI LODR Regulations”), all material Related Party Transactions require prior approval of the Shareholders of the Company.

The Company proposes to enter into a Leave and License Agreement, which qualifies as a Material Related Party Transaction. The proposed transaction is in the ordinary course of business of the Company and not at arm’s length basis.

The Audit Committee and the Board of Directors of the Company, at their respective meetings held on 25[th] October, 2025 have considered, reviewed, and approved the proposed transaction, subject to the approval of the Shareholders of the Company.

In accordance with the provisions of the SEBI LODR Regulations, all related parties shall abstain from voting on the resolution, irrespective of whether they are concerned or interested in the said transaction.

Accordingly, pursuant to the applicable provisions of the Companies Act, 2013 and the SEBI LODR Regulations, the approval of the Shareholders is being sought for the proposed Related Party Transaction of the Leave and License Agreement.

The disclosures as required under the Companies (Meetings of Board and its Powers) Rules, 2014 and SEBI Master Circular No. SEBI/HO/CFD/CFD-PoD-2/P/CIR/2025/93 dated 26[th] June, 2025, issued by the Securities and Exchange Board of India, are provided below.

Sr. No.
Particulars of the information
Information provided by the management
Sr. No.
Particulars of the information
Information provided by the management
Sr. No.
Particulars of the information
Information provided by the management
Basic details of the related party:
1.
Name of the Related Party
Pudumjee Paper Products Limited
2.
Country of incorporation of the related
party
India
3.
Nature of business of the related party
Pudumjee Paper Products Limited is in the
business of manufacture of paper and
hygieneproducts.
Relationship and ownership of the related party:
1. Relationship
between
the
listed
entity/subsidiary
(in
case
of
transaction involving the subsidiary)
and the related party – including
nature of its concern (financial or
otherwise) and the following:

Shareholding
of
the
listed
entity/ subsidiary (in case of
transaction
involving
the
subsidiary), whether direct or
indirect, in the related party.

Where the related party is a
partnership firm or a sole
proprietorship concern or a
body corporate without share
capital,
then
capital
contribution, if any, made by
the listed entity/ subsidiary (in
case of transaction involving

Pudumjee Paper Products Limited is
part of the Promoter Group of the
Company.

Mr.
Arun
Kumar
Jatia,
Executive
Chairman and Promoter of Pudumjee
Paper Products Limited is also Promoter
of the Company and also holds 5.16% of
Equity Shares in the Company.

Mrs. Vasudha Jatia, Daughter of Mr.
Arun Kumar Jatia, Executive Chairman
and
Promoter
of
Pudumjee
Paper
Products Limited is Non-Executive Non-
Independent Director of the Company
and also a part of Promoter Group. She
does not hold any shares directly in the
company.

3P Land Holdings Limited holds 14.28 %
of EquityShares in Pudumjee Paper

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the subsidiary). Products Limited.
 Shareholding of the related  Pudumjee Paper Products Limited does
party, whether direct or not hold any Equity Shares of the
indirect, in the listed entity/ Company.
subsidiary (in case of
transaction involving the  The Total shareholding of promoter
subsidiary). group & related parties in the Company
is 73.30% apprx.
Explanation: Indirect shareholding shall
mean shareholding held through any
person, over which the listed
entity/Subsidiary/ related party has
control.
While calculating indirect shareholding,
shareholding held by relatives shall
also be considered.
Details of previous transactions with the related party:
1. Total amount of all the transactions
undertaken by the listed entity or S. Nature of FY-2024-
subsidiary with the related party No Transactions 2025 (Rs. In
during the last financial year: Lakhs)
1 Lease Rent 29.74
Received
Explanation: Details need to be
2 Supply of 177.00
disclosed separately for listed entity services
and its subsidiary. for sales and
marketing
3 Dividend 81.40
Received
4 Reimbursement 3.26
of Common
services Paid
Total 291.40
2. Total amount of all the transactions Rs. 184.77 Lakhs.
undertaken by the listed entity or
subsidiary with the related party in the
current financial year up to the
quarter immediately preceding the
quarter in which the approval is
sought.
3. Any default, if any, made by a related No related party defaults occurred during
party concerning any obligation the last financial year.
undertaken by it under a transaction
or arrangement entered into with the
listed entity or its subsidiary during
the last financial year.
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Amount of the proposed transaction(s):
1. Amount of the proposed transactions
being placed for approval in the
Financial Annual Value (Rs.)
meeting of the Audit Committee/
shareholders. Year Excluding applicable
taxes, if any.
FY-2025-26
(2 months) 9,26,000
FY-2026-27 56,02,300
FY-2027-28 58,82,416
FY-2028-29 61,76,542
FY-2029-30 64,85,370
FY-2030-31
(10 months) 56,27,800
Total 3,07,00,428
2. Whether the proposed transactions Yes
taken together with the transactions
undertaken with the related party
during the current financial year
would render the proposed transaction
a material RPT?
3. Value of the proposed transactions as
a percentage of the listed entity’s Financial Year Percentage
annual consolidated turnover for the FY-2025-26 2.07%
immediately preceding financial year. (2 months)
FY-2026-27 12.53%
FY-2027-28 13.15%
FY-2028-29 13.81%
FY-2029-30 14.50%
FY-2030-31 12.58%
(10 months)
The percentage is based on the annual
consolidated turnover for the immediately
preceding financial year of the Company.
4. Value of the proposed transactions as Not Applicable
a percentage of subsidiary’s annual
standalone turnover for the
immediately preceding financial year
(in case of a transaction involving the
subsidiary and where the listed entity
is not a party to the transaction).
5. Value of the proposed transactions as
a percentage of the related party’s Financial Year Percentage
annual consolidated turnover (if FY-2025-26 0.01%
consolidated turnover is not available, (2 months)
calculation to be made on standalone
FY-2026-27 0.07%
turnover of related party) for the
FY-2027-28 0.07%
immediately preceding financial year,
if available. FY-2028-29 0.08%
FY-2029-30 0.08%
FY-2030-31 0.07%
(10 months)
The percentage is based on the annual
standalone turnover for the immediately
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preceding financial year of the Pudumjee
Paper Products Limited.
6. Financial performance of the related
party for the immediately preceding Particulars FY-2024-2025 (Rs.
financial year: In Lakhs)
Explanations: The above information is Turnover 80,908.00
to be given on standalone basis. If Profit After Tax 9,576.00
Net Worth 40,341.75
standalone is not available, provide on
consolidated basis.
Basic details of the proposed transaction:
1. Specific type of the proposed Leave and License Agreement for area
transaction (e.g. sale of admeasuring 4.63 acres or thereabout
goods/services, purchase of bearing Survey Nos. 25(17), 25(18) and
goods/services, giving loan, borrowing 26(1+2+4+5/2) together with the structures
etc.) standing thereon situated at Thergaon,
Pune – 411033 for the period of 5 years
2. Details of each type of the proposed w.e.f. 01 [st] February, 2026 to 31 [st] January,
transaction 2031 at a License fee of Rs. 4,63,000/- per
month (plus applicable taxes, if any) with an
yearly increase of not exceeding 5% after
completion of each year and terms and
conditions agreed between the Company
and Pudumjee Paper Products Limited.
3. Tenure of the proposed transaction 5 Years (01 [st] February, 2026 to 31 [st]
(tenure in number of years or months January, 2031)
to be specified)
4. Whether omnibus approval is being Not Applicable
sought?
5. Value of the proposed transaction
during a financial year. If the proposed Financial Annual Value (Rs.)
transaction will be executed over more Year Excluding applicable
than one financial year, provide taxes, if any.
estimated break-up financial year- FY-2025-26
wise. (2 months) 9,26,000
FY-2026-27 56,02,300
FY-2027-28 58,82,416
FY-2028-29 61,76,542
FY-2029-30 64,85,370
FY-2030-31
(10 months) 56,27,800
Total 3,07,00,428
6. Justification as to why the RPTs The land is an industrial land and in the
proposed to be entered into are in the opinion of the Government is subject to the
interest of the listed entity Urban Land (Ceiling and Regulation) Act,
1976. The first Leave and License agreement
was pursuant to the demerger order of the
Bombay High Court. The Leave and License
Agreement benefits 3P Land Holdings
Limited by providing a steady income from
its 4.63 acres property in Thergaon, while
retaining ownership and control over the
land. It also enables Pudumjee Paper
Products Limited to continue its paper
manufacturing operations at the site,
ensuring business continuity and continued
optimal use of the premises.
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7. Details of the promoter(s)/ director(s) /  Mr. Arun Kumar Jatia, Executive
key managerial personnel of the listed Chairman and Promoter of Pudumjee
entity who have interest in the Paper Products Limited is also Promoter
transaction, whether directly or of the Company and also holds 5.16% of
indirectly. Equity Shares in the Company.
Explanation: Indirect interest shall  Mrs. Vasudha Jatia, Daughter of Mr.
mean interest held through any person Arun Kumar Jatia, Executive Chairman
over which an individual has control. and Promoter of Pudumjee Paper
Products Limited is Non-Executive Non-
Independent Director of the Company
and also a part of Promoter Group.
a. Name of the director / KMP Mrs. Vasudha Jatia
b. Shareholding of the director / KMP, Mrs. Vasudha Jatia, Non-Executive Non-
whether direct or indirect, in the Independent Director of the Company is a
related party part of Promoter Group of Pudumjee Paper
Products Limited, and daughter of Mr. Arun
Kumar Jatia who holds 4.68% of Equity
Share Capital of Pudumjee Paper Products
Limited.
8. A copy of the valuation or other Not Applicable.
external party report, if any, shall be
placed before the Audit Committee
9. Other information relevant for decision The proposed transaction ensures steady
making. income without transfer of ownership and is
not prejudicial to the interests of the
Company or its shareholders.
Disclosure only in case of transactions relating to transactions relating to sale, lease or
disposal of assets of subsidiary or of unit, division or undertaking of the listed entity or
disposal of shares of subsidiary or associate:
1. Bidding or other process, if any, applied for None
choosing a party for sale, lease or disposal of
assets of subsidiary or of unit, division or
undertaking of the listed entity.
2. Basis of determination of price. The license fee has been
determined based on historical
arrangements between the parties
as decided by the management of
both parties considering location
advantages of the property and
restricted use of the land for
industrial purpose only.
3. Reasons for sale, lease or disposal of assets of The Leave and License
subsidiary or of unit, division or undertaking of arrangement enables optimal and
the listed entity or disposal of shares of continuous utilization of the
subsidiary or associate. industrial land and structures
standing thereon while ensuring
steady and predictable rental
income for the Company.
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4. Reasons for sale, lease or disposal of assets of Not Applicable
subsidiary or of unit, division or undertaking of
the listed entity or disposal of shares of
subsidiary or associate.
Particulars FY FY FY
2024- 2023- 2022-
2025 2024 2023
(INR) (INR) (INR)
- - - -
5. Expected financial impact on the consolidated Not Applicable, as there is no sale
turnover, net worth and net profits of the listed or disposal of assets and the
entity or its subsidiary due to sale of the transaction is limited to a Leave
subsidiary / undertaking. and License arrangement.
a. Expected impact on turnover -
b. Expected impact on net worth -
c. Expected impact on net profits -
Disclosure only in case of transactions relating to sale, lease or disposal of assets of
subsidiary or of unit, division or undertaking of the listed entity or disposal of shares of
subsidiary or associate:
1. Details of earlier sale, lease or disposal of assets The proposed transaction does not
of the same subsidiary or of the unit, division or involve lease of any unit, division
undertaking of the listed entity or disposal of or undertaking of the Company.
shares of the same subsidiary or associate to However the earlier Leave and
any related party during the preceding twelve License Arrangement was for a
months. period of 5 Years w.e.f. 01 [st]
February, 2021 to 31 [st] January,
2026. The monthly License fee for
the last year stood at
Rs.2,10,000/-.
2. Whether the transaction would result in issue No. The proposed transaction does
of securities or consideration in kind to a not involve issuance of any
related party? If yes, please share the relevant securities or consideration in kind
details. to the related party.
3. Would the transaction result in eliminating a No. The proposed transaction does
segment reporting by the listed entity or any of not result in elimination of any
its subsidiary? business segment of the Company
or its subsidiary.
4. Does it involve transfer of key intangible assets No. The proposed transaction does
or key customers which are critical for not involve transfer of any
continued business of the listed entity or any of intangible assets, intellectual
its subsidiary? property, or key customers critical
for the continued business of the
Company or its subsidiary.
5. Are there any other major non-financial reasons The transaction supports long-
for going ahead with the proposed transaction? term strategic objectives of efficient
asset utilization without dilution of
ownership and helps to maintain
status of the land as industrial
land till The Urban Land (Ceiling
and Regulation) Act, 1976 issues
are resolved.
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The Resolution at Item No. 1 of the Notice is recommended by the Board to be passed as an Ordinary Resolution.

None of the Directors, Key Managerial Personnel of the Company and their relatives except mentioned above are concerned or interested, monetarily or otherwise, in proposed Ordinary Resolution.

By Order of the Board of Directors For 3P Land Holdings Limited

Date: 25[th] October, 2025 Place: Pune

J. W. Patil Company Secretary and Compliance Officer ICSI Membership No. A9586)