Aarti Industries Ltd — Capital/Financing Update 2021

Jun 24, 2021

AARTI INDUSTRIES LIMITED

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CERTIFIED TRUE COPY OF THE RESOLUTION PASSED AT THE MEETING OF "FUND RAISING COMMITTEE" HELD ON THURSDAY, JUNE 24, 2021, AT THE HEAD OFFICE OF THE COMPANY AT 4:30 PM.

1. Committee resolution approving the preliminary placement document and the application form

"RESOLVED THAT pursuant to the authority delegated by the board of directors of the Company ("Board") by way of its resolution dated May 18 , 2021 and the approval of the shareholders of the Company by way of a special resolution passed on June 14, 2021, for the issue of equity shares of the Company of face value of Rs. 5 each (the "Equity Shares"), for an aggregate amount of up to Rs. 1500 crores (including premium), to qualified institutional buyers ("QIBs") by the Company in terms of Chapter VI of the Securities and Exchange Board of India (Issue of Capital and Disclosure) Regulations, 2018 as amended from time to time ("SEBI ICDR Regulations"), Sections 42 and other applicable provisions of the Companies Act, 2013, the Companies (Prospectus and Allotment of Securities) Rules, 2014, each as amended and any other applicable law (the "Issue"), the Fund Raising Committee do hereby approve the preliminary placement document ("PPD") and the application form (the "Application Form"), for the Issue, a draft of which was placed on table, duly initialed by the Company Secretary for the purpose of identification, containing the requisite information as prescribed under the applicable provisions of the SEBI ICDR Regulations, the Companies Act, 2013 read with the rules made thereunder, as amended and applicable other applicable laws and regulations."

"RESOLVED FURTHER THAT that the PPD the Application Form be filed with the National Stock Exchange of India Limited ("NSE") and BSE Limited ("BSE") (BSE and NSE, together the "Stock Exchanges") and such other authorities or persons as may be required, in accordance with the Companies Act, 2013, SEBI ICDR Regulations and all other applicable laws and regulations."

"RESOLVED FURTHER THAT the Chairman & Managing Director Shri Rajendra V Gogri, Vice Chairman & Managing Director, Shri Rashesh C. Gogri, Chief Financial Officer, Shri Chetan B Gandhi and the Company Secretary, Shri Raj Sarraf, as authorized representatives of the Company, be and are hereby severally authorized to approve and adopt any subsequent changes, corrections, updates, alterations, revisions, modifications or amendments required for the finalization of the PPD and the Application Form prior to filing with Stock Exchanges to settle or give instructions and directions for settling any questions, difficulties or doubts that may arise in this regard and to give effect to such changes, corrections, updates, alterations, revisions, modifications, deletions or amendments as may be deemed fit and proper in the best interest of the Company in accordance with the applicable laws and regulations and in consultation with the legal advisors and the global coordinators & book running lead managers appointed for the Issue."

"RESOLVED FURTHER THAT the Directors of the Company be and are hereby severally authorised to sign the PPD and the Application Form on behalf of the Company, make such confirmations and declaration on behalf of the Company as ma be required in relation to the PPD and the Application Form."

www.aarti-industries.com I CIN: L24110GJ1984PLC007301 Admin. Office : 71, Udyog Kshetra, 2nd Floor, Mulund Goregaon Link Road, Mulund (W), Mumbai - 4 T : 022-67976666, F : 022-2565 3234 I E : info@aarti-industries.com