BEFOUND MOVEMENT LIMITED — AGM Information 2023

Sep 5, 2023

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September 5, 2023

To, BSE Limited, P.J. Towers, Dalal Street, Mumbai – 400 001

Scrip Code : 511585 Sub : Notice of Annual General Meeting

Dear Sir / Madam,

In compliance with Regulation 29 of the SEBI (LODR) Regulations, 2015, please find attached herewith notice of Annual General Meeting.

Date of Annual General Meeting - September 30, 2023.

This is for your record and information.

Thanking you,

Yours faithfully,

For Regency Trust Limited

Rajesh Kapoor Managing Director DIN - 02757121

Corp Off: Office No. G -10 Harmony, 3rd Cross Lane, Lokhandwala Complex, Andheri West, Mumbai 400053 Reg Off: 39, R B C Road, Ground Floor, Near DumDum Central Jail, Kolkata – 700028 CIN: L27109WB1988PLC045119 | Email:rtltd2011@gmail.com | Tel: 8108892327 Website: www.regencytrust.co.in

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NOTICE OF ANNUAL GENERAL MEETING

NOTICE is hereby given that the 35[th] Annual General Meeting of the members of Regency Trust Limited is scheduled to be held on Saturday, September 30, 2023 at 9:00 A.M. at the Registered Office of the Company situated at 39, R B C Road, Ground Floor, Near Dum Dum Central Jail, Kolkata – 700028, the Annual General Meeting will be convened through Video Conferencing (“VC’)/Other Audio-Visual Means (“OVAM”) in compliance with the applicable provisions of Companies Act, 2013 and the rules notified there under to transact the following business:

ORDINARY BUSINESS(s):

1. ADOPTION OF ACCOUNTS:

To receive, consider and adopt the standalone audited financial statement of the Company for the financial year ended March 31, 2023 together with the Report of the Board of Directors and the Auditors thereon.

2. APPOINTMENT OF STATUTORY AUDITOR IN PLACE OF RETIRING AUDITOR

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

“RESOLVED THAT pursuant to the provisions of Section 139, Section 142 and other applicable provisions, if any, of the Companies Act, 2013 read with the Companies (Audit and Auditors) Rules, 2014 (including any statutory modification(s) or re-enactment(s) thereof, for the time being in force) and pursuant to the recommendations of the Audit Committee, M/s. L K Ajmera & Associates having FRN: 137051W be and are hereby appointed as Statutory Auditors of the Company for a term of five consecutive years to hold office from the conclusion of this AGM till the conclusion of AGM to be held in the year 2028 on such remuneration as may be mutually agreed upon between the Board of Directors and the Statutory Auditors.

RESOLVED FURTHER THAT any of the Directors of the Company be and is hereby severally authorized to do all such acts, deeds, matters and things as may be necessary, proper or expedient for the purpose of giving effect to this resolution.”

Corp Off: Office No. G -10 Harmony, 3rd Cross Lane, Lokhandwala Complex, Andheri West, Mumbai 400053 Reg Off: 39, R B C Road, Ground Floor, Near DumDum Central Jail, Kolkata – 700028 CIN: L27109WB1988PLC045119 |Email:rtltd2011@gmail.com | Tel: 8108892327 Website: www.regencytrust.co.in

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SPECIAL BUSINESS(s):

3. APPROVAL OF RELATED PARTY TRANSACTION

To consider and, if thought fit, to pass the following Resolution as a Special Resolution

“RESOLVED THAT pursuant to the provisions of Section 188 of the Companies Act, 2013 (‘Act’) and other applicable provisions, if any, read with Rule 15 of the Companies (Meetings of Board and its Powers) Rules, 2014, to the extent applicable, Regulation 23 of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations,2015 (‘the Listing Regulations’), including any statutory modification(s) or re-enactment(s) thereof for the time being in force and the Company’s Policy on Related Party Transactions (‘RPT’) and subject to such approval(s)/consent(s)/ permission(s) as may be necessary from time to time and basis the approval and recommendation of the Audit Committee and the Board of Directors of the Company, approval of the Members of the Company be and is hereby accorded to the Board of Directors(‘the Board’, which term shall include any Committee) or Key Managerial Personnel of the Company to enter into RPT between the company and any ‘Related Party’ under Section 2(76) of the Act and Regulation 2(1)(zb) of the Listing Regulations, for the Financial Year 2024 up to a maximum aggregate value of Rs. 1,00,00,000/- on such terms and conditions as may be mutually agreed between the Company and Related Parties.

RESOLVED FURTHER THAT the Board of Directors of the Company be and is hereby authorized for and on behalf of the Company to take all necessary steps and to do all such acts, deeds, matters, and things which may deem necessary in this behalf.”

For Regency Trust Limited Date: August 31, 2023 Sd/Place: Mumbai Rajesh Kapoor Managing Director and CFO DIN - 02757121

Corp Off: Office No. G -10 Harmony, 3rd Cross Lane, Lokhandwala Complex, Andheri West, Mumbai 400053 Reg Off: 39, R B C Road, Ground Floor, Near DumDum Central Jail, Kolkata – 700028 CIN: L27109WB1988PLC045119 |Email:rtltd2011@gmail.com | Tel: 8108892327 Website: www.regencytrust.co.in

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NOTES:

1. Corporate Members intending to send their authorized representatives to attend the Meeting are requested to send a duly certified copy of Board Resolution on the letterhead of the Company, signed by one of the Directors or Company Secretary or any other authorized signatory, authorizing their representatives to attend and vote on their behalf at the Meeting. Signature on the resolution should match with the Specimen Signature.

2. The Company has appointed M/s. MNB & Co. LLP , Practicing Company Secretaries as Scrutinizer to scrutinize the e-voting process.

3. The result of the e-voting shall be declared by the director of the company on October 3, 2023.

4. Members desiring any information on the accounts of the Company are requested to write to the Company at least seven days before the date of the Meeting to enable the Company to keep the information ready at the Meeting.

5. For the convenience of the Members, for proper conduct of the Meeting and as a measure to save cost, Members are requested to bring their copy of Annual Report along with the Ballot Paper and Attendance Slip to the Meeting and hand over the Slip at the entrance duly signed by them. Duplicate Admission slips will not be provided at the meeting hall.

6. Members who hold shares in dematerialized form are requested to write their Client ID and DP ID Nos. and those who hold shares in physical form are requested to write their Folio No. in the Attendance Slip for attending the Meeting.

7. The Register of Members and Share Transfer Books of the Company shall remain closed from September 24, 2023 to September 26, 2023 (both days inclusive) for the purpose of the Annual General Meeting of the Company.

8. The e-voting period begins on Wednesday, September 27, 2023 at 10.00 a.m. and ends on Friday, September 29, 2023 at 5.00 p.m. During this period, shareholders’ of the Company, holding shares as on the cut-off date i.e. September 23, 2023 may cast their vote electronically. The e-voting module shall be disabled by CDSL for voting thereafter.

9. All documents referred to in this notice are open for inspection at the Registered Office of the Company between 11.00 am to 4.00 pm on any working day till the date of AGM.

10. The facility for voting through polling paper will also be made available at the AGM and the members attending the AGM who have not already cast their votes by remote e-voting shall be

Corp Off: Office No. G -10 Harmony, 3rd Cross Lane, Lokhandwala Complex, Andheri West, Mumbai 400053 Reg Off: 39, R B C Road, Ground Floor, Near DumDum Central Jail, Kolkata – 700028 CIN: L27109WB1988PLC045119 |Email:rtltd2011@gmail.com | Tel: 8108892327 Website: www.regencytrust.co.in

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able to exercise their right at the AGM through polling paper. Members who have cast their votes by remote e-voting prior to AGM may attend the AGM but shall not be entitled to cast their vote again.

1. Pursuant to proviso to Regulation 40(1) of the Regulations, effective 1st April 2019, the Company is not permitted to process requests for transfer of securities, other than transmission or transposition of names in physical form. So, persons holding shares in physical form are requested to take actions for dematerialisation of their holdings to ensure hassle free transactions in the shares.

2. Members may avail nomination facility in respect of their holdings. Those holding shares in physical form may obtain the nomination form from the RTA. Those holding shares in demat form may approach their DP for registering the nominations.

3. Since the AGM will be held through VC/OAVM, the Route Map is not annexed with this Notice.

4. Members may note that as per the Secretarial Standard 2 notified by the Government, no gifts, gift coupons, or cash in lieu of gifts shall be distributed to Members at or in connection with the Meeting and hence there will be no distribution of packaged items in connection with the meeting.

For Regency Trust Limited Date: August 31, 2023 Sd/Place: Mumbai Rajesh Kapoor Managing Director and CFO DIN - 02757121

Corp Off: Office No. G -10 Harmony, 3rd Cross Lane, Lokhandwala Complex, Andheri West, Mumbai 400053 Reg Off: 39, R B C Road, Ground Floor, Near DumDum Central Jail, Kolkata – 700028 CIN: L27109WB1988PLC045119 |Email:rtltd2011@gmail.com | Tel: 8108892327 Website: www.regencytrust.co.in

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EXPLANATORY STATEMENT PURSUANT TO SECTION 102 OF THE COMPANIES ACT, 2013

Item No. 2: Appointment of Statutory Auditor in place of Retiring Auditor

In terms of Section 139 of the Act, the term of M/s. DD & Company (erstwhile M/s. Dinesh H. Agarwal & Company), Chartered Accountants of the Company, will expire on the conclusion of the 35[th] Annual General Meeting (“AGM”) of the Company and the Company is required to appoint new Statutory Auditors to conduct the Statutory Audit of the books of accounts of the Company for the Financial Year 2023-24 onwards.

The Board of Directors of the Company (“the Board”), at its meeting held on August 31, 2023 has, considering the experience and expertise and on the recommendation of the Audit Committee, proposed to the Members the appointment of M/s. L K Ajmera & Associates, Chartered Accountants, (Firm Registration No.137051W), as Statutory Auditors of the Company in place of the Retiring Auditors, for a period of 5 years (from FY 2023-2024 to FY 2027-2028) i.e., commencing from the conclusion of the 35[th] AGM till the conclusion of the 40[th] AGM to be held in the year 2028.

M/s. L K Ajmera & Associates, Chartered Accountants have consented to their appointment as Statutory Auditors and have confirmed that if appointed, their appointment will be in accordance with Section 139 read with Section 141 of the Act.

The remuneration to be paid to the Statutory Auditor shall be mutually agreed between the Board of Directors and the Statutory Auditors, from time to time. There is no material change in the remuneration proposed to be paid to Auditors for the financial year 2023-24 and the remuneration paid to the Retiring Auditors for the financial year 2022-2023.

The Board of Directors recommends the approval of members by way of ordinary resolution.

Memorandum of Interest

None of the directors and key managerial personnel of the Company and their relatives (as defined in the Companies Act, 2013) are concerned or interested in the proposed resolution.

Corp Off: Office No. G -10 Harmony, 3rd Cross Lane, Lokhandwala Complex, Andheri West, Mumbai 400053 Reg Off: 39, R B C Road, Ground Floor, Near DumDum Central Jail, Kolkata – 700028 CIN: L27109WB1988PLC045119 |Email:rtltd2011@gmail.com | Tel: 8108892327 Website: www.regencytrust.co.in

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Item No. 3: Approval of Related Party Transaction

Pursuant to Section 188 of the Companies Act, 2013 (“the Act”), read with Rule 15 of Companies (Meetings of Board and its Powers) Rules, 2014, The related party transaction has been approved by the audit committee and Board of Directors. The following are the related party transaction which requires approval of members:

Name of Related Party	Rajesh Kapoor
Summary of transaction	Loan taken
Nature of Transaction	Loan taken
Amount of Transaction	Rs. 88,03,331/-
Source of Fund	Own funds
Justification of Transaction	Loan taken
Purpose for which the funds will be utilized	Working capital requirement

Except the above related parties, none of the Directors and the Key Managerial Personnel of the Company and their relatives is concerned or interested in the above resolution.

The Board recommends the passing of the resolution set out at the Item No 3 for approval of the members of the company by way of a special resolution.

For Regency Trust Limited Date: August 31, 2023 Sd/Place: Mumbai Rajesh Kapoor Managing Director and CFO DIN - 02757121

Corp Off: Office No. G -10 Harmony, 3rd Cross Lane, Lokhandwala Complex, Andheri West, Mumbai 400053 Reg Off: 39, R B C Road, Ground Floor, Near DumDum Central Jail, Kolkata – 700028 CIN: L27109WB1988PLC045119 |Email:rtltd2011@gmail.com | Tel: 8108892327 Website: www.regencytrust.co.in

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E-voting guidelines

The instructions for e-voting are as under:-

1. As you are aware, in view of the situation arising due to COVID-19 global pandemic, the general meetings of the companies shall be conducted as per the guidelines issued by the Ministry of Corporate Affairs (MCA) vide Circular No. 14/2020 dated April 8, 2020, Circular No.17/2020 dated April 13, 2020 and Circular No. 20/2020 dated May 05, 2020, Circular No. 2/2022 dated May 5, 2022, Circular No. 3/2022 dated May 5, 2022 followed by Circular No. 10/2022 and 11/2022 dated December 28, 2022 and SEBI Circular No. EBI/HO/CFD/CMD2/CIR/P/2022/62 dated May 13, 2022 followed by Circular No. SEBI/HO/CFD/PoD-2/P/CIR/2023/4 dated January 5, 2023, the forthcoming AGM will thus be held through video conferencing (VC) or other audio visual means (OAVM). Hence, Members can attend and participate in the ensuing AGM through VC/OAVM.

2. Pursuant to the provisions of Section 108 of the Companies Act, 2013 read with Rule 20 of the Companies (Management and Administration) Rules, 2014 (as amended) and Regulation 44 of SEBI (Listing Obligations & Disclosure Requirements) Regulations 2015, and MCA Circulars dated April 08, 2020, April 13, 2020 and May 05, 2020, the Company is providing facility of remote e-voting to its Members in respect of the business to be transacted at the AGM. For this purpose, the Company has entered into an agreement with Central Depository Services (India) Limited (CDSL) for facilitating voting through electronic means, as the authorized e-Voting’s agency. The facility of casting votes by a member using remote e-voting as well as the e-voting system on the date of the AGM will be provided by CDSL.

3. The Members can join the AGM in the VC/OAVM mode 15 minutes before and after the scheduled time of the commencement of the Meeting by following the procedure mentioned in the Notice. The facility of participation at the AGM through VC/OAVM will be made available to atleast 1000 members on first come first served basis. This will not include large Shareholders (Shareholders holding 2% or more shareholding), Promoters, Institutional Investors, Directors, Key Managerial Personnel, the Chairpersons of the Audit Committee, Nomination and Remuneration Committee and Stakeholders Relationship Committee, Auditors etc. who are allowed to attend the AGM without restriction on account of first come first served basis.

4. The attendance of the Members attending the AGM through VC/OAVM will be counted for the purpose of ascertaining the quorum under Section 103 of the Companies Act, 2013.

5. Pursuant to MCA Circular No. 14/2020 dated April 08, 2020, Circular No. 20/2020 dated May 05, 2020, Circular No. 2/2022 dated May 5, 2022, Circular No. 3/2022 dated May 5, 2022 followed by Circular No. 10/2022 and 11/2022 dated December 28, 2022 and SEBI Circular No. EBI/HO/CFD/CMD2/CIR/P/2022/62 dated May 13, 2022 followed by Circular No. SEBI/HO/CFD/PoD-2/P/CIR/2023/4 dated January 5, 2023, the facility to appoint proxy to attend and cast vote for the members is not available for this AGM. However, in pursuance of

Corp Off: Office No. G -10 Harmony, 3rd Cross Lane, Lokhandwala Complex, Andheri West, Mumbai 400053 Reg Off: 39, R B C Road, Ground Floor, Near DumDum Central Jail, Kolkata – 700028 CIN: L27109WB1988PLC045119 |Email:rtltd2011@gmail.com | Tel: 8108892327 Website: www.regencytrust.co.in

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Section 112 and Section 113 of the Companies Act, 2013, representatives of the members such as the President of India or the Governor of a State or body corporate can attend the AGM through VC/OAVM and cast their votes through e-voting.

1. In line with the Ministry of Corporate Affairs (MCA) Circular No. 17/2020 dated April 13, 2020, Circular No. 20/2020 dated May 05, 2020, Circular No. 2/2022 dated May 5, 2022, Circular No. 3/2022 dated May 5, 2022 and SEBI Circular No. EBI/HO/CFD/CMD2/CIR/P/2022/62 dated May 13, 2022 the Notice calling the AGM has been uploaded on the website of the Company at www.regencytrust.co.in The Notice can also be accessed from the websites of the Stock Exchange i.e. BSE Limited at www.bse india.com. The AGM Notice is also disseminated on the website of CDSL (agency for providing the Remote e- Voting facility and e-voting system during the AGM) i.e. www.evotingindia.com.

2. The AGM has been convened through VC/OAVM in compliance with applicable provisions of the Companies Act, 2013 read with MCA Circular No. 17/2020 dated April 13, 2020, Circular No. 20/2020 dated May 05, 2020, Circular No. 2/2022 dated May 5, 2022, followed by Circular No. 10/2022 and 11/2022 dated December 28, 2022 Circular No. 3/2022 dated May 5, 2022 and SEBI Circular No. EBI/HO/CFD/CMD2/CIR/P/2022/62 dated May 13, 2022 followed by Circular No. SEBI/HO/CFD/PoD-2/P/CIR/2023/4 dated January 5, 2023. The AGM has been convened through VC/OAVM in compliance with applicable provisions of the Companies Act, 2013 read with MCA Circular No. 14/2020 dated April 8, 2020, MCA Circular No. 17/2020 dated April 13, 2020, Circular No. 20/2020 dated May 05, 2020, Circular No. 2/2022 dated May 5, 2022, Circular No. 3/2022 dated May 5, 2022 followed by Circular No. 10/2022 and 11/2022 dated December 28, 2022 and SEBI Circular No. EBI/HO/CFD/CMD2/CIR/P/2022/62 dated May 13, 2022 followed by Circular No. SEBI/HO/CFD/PoD-2/P/CIR/2023/4 dated January 5, 2023.

THE INTRUCTIONS FOR SHAREHOLDRES FOR REMOTE E-VOTING ARE AS UNDER:

Step 1 : Access through Depositories CDSL/NSDL e-Voting system in case of individual shareholders holding shares in demat mode.

Step 2 : Access through CDSL e-Voting system in case of shareholders holding shares in physical mode and non-individual shareholders in demat mode.

• (i) The voting period begins on Wednesday, September 27, 2023 at 10.00 a.m. and ends on Friday, September 29, 2023 at 5.00 p.m. During this period shareholders’ of the Company, holding shares either in physical form or in dematerialized form, as on the cutoff date i.e. September 23, 2023 may cast their vote electronically. The e-voting module shall be disabled by CDSL for voting thereafter.

Corp Off: Office No. G -10 Harmony, 3rd Cross Lane, Lokhandwala Complex, Andheri West, Mumbai 400053 Reg Off: 39, R B C Road, Ground Floor, Near DumDum Central Jail, Kolkata – 700028 CIN: L27109WB1988PLC045119 |Email:rtltd2011@gmail.com | Tel: 8108892327 Website: www.regencytrust.co.in

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• (ii) Shareholders who have already voted prior to the meeting date would not be entitled to vote at the meeting venue.

• (iii) Pursuant to SEBI Circular No. EBI/HO/CFD/CMD2/CIR/P/2022/62 dated May 13, 2022 Pursuant to SEBI Circular No. SEBI/HO/CFD/CMD/CIR/P/2020/242 dated 09.12.2020, under Regulation 44 of Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015, listed entities are required to provide remote e-voting facility to its shareholders, in respect of all shareholders’ resolutions. However, it has been observed that the participation by the public non-institutional shareholders/retail shareholders is at a negligible level.

Currently, there are multiple e-voting service providers (ESPs) providing e-voting facility to listed entities in India. This necessitates registration on various ESPs and maintenance of multiple user IDs and passwords by the shareholders.

In order to increase the efficiency of the voting process, pursuant to a public consultation, it has been decided to enable e-voting to all the demat account holders , by way of a single login credential, through their demat accounts/ websites of Depositories/ Depository Participants . Demat account holders would be able to cast their vote without having to register again with the ESPs, thereby, not only facilitating seamless authentication but also enhancing ease and convenience of participating in e- voting process.

Step 1 : Access through Depositories CDSL/NSDL e-Voting system in case of individual shareholders holding shares in demat mode.

• (iv) In terms of SEBI Circular No. EBI/HO/CFD/CMD2/CIR/P/2022/62 dated May 13, 2022 In terms of SEBI circular no. SEBI/HO/CFD/CMD/CIR/P/2020/242 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.

Pursuant to abovesaid SEBI Circular , Login method for e-Voting and joining virtual meetings for Individual shareholders holding securities in Demat mode CDSL/NSDL is given below:

Corp Off: Office No. G -10 Harmony, 3rd Cross Lane, Lokhandwala Complex, Andheri West, Mumbai 400053 Reg Off: 39, R B C Road, Ground Floor, Near DumDum Central Jail, Kolkata – 700028 CIN: L27109WB1988PLC045119 |Email:rtltd2011@gmail.com | Tel: 8108892327 Website: www.regencytrust.co.in

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Type of shareholders	Login Method
Individual Shareholders holding securities in Demat mode with CDSL Depository	1. Users who have opted for CDSL Easi / Easiest facility, can login through their existing user id and password. Option will be made available to reach e-Voting page without any further authentication. The users to login to Easi / Easiest are requested to visit cdsl website www.cdslindia.com and click on login icon & New System Myeasi Tab. 2. 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. 3. If the user is not registered for Easi/Easiest, option to register is available at cdsl websitewww.cdslindia.comand click on login & New System Myeasi Tab and then click on registration option. 4. Alternatively, the user can directly access e-Voting page 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 optionwhere the evoting is in progress and also able to directly access the system of all e-Voting Service Providers.
Individual Shareholders holding securities in demat mode with NSDL Depository	1. If you are already registered for NSDL IDeAS facility, please visit the e-Services website of NSDL. Open web browser by typing the following URL:https://eservices.nsdl.com either on a Personal Computer or on a mobile. Once the home page of e-Services is launched, click on the “Beneficial Owner” icon under “Login” which is available under ‘IDeAS’ section. A new screen will open. You will have to enter your User ID and Password. After successful authentication,you will be able to see e-Votingservices. Click on

Corp Off: Office No. G -10 Harmony, 3rd Cross Lane, Lokhandwala Complex, Andheri West, Mumbai 400053 Reg Off: 39, R B C Road, Ground Floor, Near DumDum Central Jail, Kolkata – 700028 CIN: L27109WB1988PLC045119 |Email:rtltd2011@gmail.com | Tel: 8108892327 Website: www.regencytrust.co.in

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	“Access to e-Voting” under e-Voting services and you will be able to see e-Voting page. Click on company name or e-Voting service provider name and you will be re-directed to e-Voting service provider website for casting your vote during the remote e-Voting period or joining virtual meeting & voting during the meeting. 2. If the user is not registered for IDeAS e-Services, option to register is available athttps://eservices.nsdl.com. Select “Register Online for IDeAS “Portal or click at https://eservices.nsdl.com/SecureWeb/IdeasDirectReg.jsp 3. 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 name and you will be redirected to e-Voting service provider website for casting your vote during the remote e- Voting period or joining virtual meeting & voting during the meeting.
Individual Shareholders (holding securities in demat mode) login through their Depository Participants (DP)	You can also login using the login credentials of your demat account through your Depository Participant registered with NSDL/CDSL for e- Voting facility. After Successful login, you will be able to see e-Voting option. Once you click on e-Voting option, you will be redirected to NSDL/CDSL Depository site after successful authentication, wherein you can see e-Voting feature. Click on company name or e-Voting service provider name and you will be redirected to e-Voting service provider website for casting your vote during the remote e-Voting period orjoiningvirtual meeting& votingduringthe meeting.

Important note: Members who are unable to retrieve User ID/ Password are advised to use Forget User ID and Forget Password option available at abovementioned website.

Corp Off: Office No. G -10 Harmony, 3rd Cross Lane, Lokhandwala Complex, Andheri West, Mumbai 400053 Reg Off: 39, R B C Road, Ground Floor, Near DumDum Central Jail, Kolkata – 700028 CIN: L27109WB1988PLC045119 |Email:rtltd2011@gmail.com | Tel: 8108892327 Website: www.regencytrust.co.in

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Helpdesk for Individual Shareholders holding securities in demat mode for any technical issues related to login through Depository i.e. CDSL and NSDL

**Login type **	Helpdesk details
Individual Shareholders holding securities in Demat mode with CDSL	Members facing any technical issue in login can contact CDSL helpdesk by sending a request at helpdesk.evoting@cdslindia.comor contact at toll free no. 1800 22 55 33
Individual Shareholders holding securities in Demat mode with NSDL	Members facing any technical issue in login can contact NSDL helpdesk by sending a request at evoting@nsdl.co.in or call at toll free no.: 022-4886 7000 and 022-2499 7000

Step 2 : Access through CDSL e-Voting system in case of shareholders holding shares in physical mode and non-individual shareholders in demat mode.

• (v) Login method for e-Voting and joining virtual meetings for Physical shareholders and shareholders other than individual holding in Demat form.

• 1) The shareholders should log on to the e-voting website www.evotingindia.com.

• 2) Click on “Shareholders” module.

• 3) Now enter your User ID

  • i. For CDSL: 16 digits beneficiary ID,

  • ii. For NSDL: 8 Character DP ID followed by 8 Digits Client ID,

  • iii. Shareholders holding shares in Physical Form should enter Folio Number registered with the Company.

• 4) Next enter the Image Verification as displayed and Click on Login.

• 5) If you are holding shares in demat form and had logged on to www.evotingindia.com and voted on an earlier e-voting of any company, then your existing password is to be used.

• 6) If you are a first time user follow the steps given below:

Corp Off: Office No. G -10 Harmony, 3rd Cross Lane, Lokhandwala Complex, Andheri West, Mumbai 400053 Reg Off: 39, R B C Road, Ground Floor, Near DumDum Central Jail, Kolkata – 700028 CIN: L27109WB1988PLC045119 |Email:rtltd2011@gmail.com | Tel: 8108892327 Website: www.regencytrust.co.in

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	For Physical shareholders and other than individual shareholders holding shares in Demat.
PAN	Enter your 10 digit alpha-numeric *PAN issued by Income Tax Department (Applicable for both demat shareholders as well as physical shareholders) • Shareholders who have not updated their PAN with the Company/Depository Participant are requested to use the sequence number sent by Company/RTA or contact Company/RTA.
Dividend Bank Details ORDate of Birth (DOB)	Enter the Dividend Bank Details or Date of Birth (in dd/mm/yyyy format) as recorded in your demat account or in the company records in order to login. • If both the details are not recorded with the depository or company please enter the member id / folio number in the Dividend Bank details field

• (vi) After entering these details appropriately, click on “SUBMIT” tab.

• (vii) Shareholders holding shares in physical form will then directly reach the Company selection screen. However, shareholders holding shares in demat form will now reach ‘Password Creation’ menu wherein they are required to mandatorily enter their login password in the new password field. Kindly note that this password is to be also used by the demat holders for voting for resolutions of any other company on which they are eligible to vote, provided that company opts for e-voting through CDSL platform. It is strongly recommended not to share your password with any other person and take utmost care to keep your password confidential.

• (viii) For shareholders holding shares in physical form, the details can be used only for e- voting on the resolutions contained in this Notice.

• (ix) Click on the EVSN for the relevant REGENCY TRUST LTD on which you choose to vote.

• (x) On the voting page, you will see “RESOLUTION DESCRIPTION” and against the same the option “YES/NO” for voting. Select the option YES or NO as desired. The option YES implies that you assent to the Resolution and option NO implies that you dissent to the Resolution.

• (xi) Click on the “RESOLUTIONS FILE LINK” if you wish to view the entire Resolution details.

Corp Off: Office No. G -10 Harmony, 3rd Cross Lane, Lokhandwala Complex, Andheri West, Mumbai 400053 Reg Off: 39, R B C Road, Ground Floor, Near DumDum Central Jail, Kolkata – 700028 CIN: L27109WB1988PLC045119 |Email:rtltd2011@gmail.com | Tel: 8108892327 Website: www.regencytrust.co.in

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• (xii) After selecting the resolution you have decided to vote on, click on “SUBMIT”. A confirmation box will be displayed. If you wish to confirm your vote, click on “OK”, else to change your vote, click on “CANCEL” and accordingly modify your vote.

• (xiii) Once you “CONFIRM” your vote on the resolution, you will not be allowed to modify your vote.

• (xiv) You can also take a print of the votes cast by clicking on “Click here to print” option on the Voting page.

• (xv) If a demat account holder has forgotten the login password then Enter the User ID and the image verification code and click on Forgot Password & enter the details as prompted by the system.

• (xvi) There is also an optional provision to upload BR/POA if any uploaded, which will be made available to scrutinizer for verification.

(xvii) Additional Facility for Non – Individual Shareholders and Custodians – For Remote Voting only.

• Non-Individual shareholders (i.e. other than Individuals, HUF, NRI etc.) and Custodians are required to log on to www.evotingindia.com and register themselves in the “Corporates” module.

• A scanned copy of the Registration Form bearing the stamp and sign of the entity should be emailed to helpdesk.evoting@cdslindia.com.

• After receiving the login details a Compliance User should be created using the admin login and password. The Compliance User would be able to link the account(s) for which they wish to vote on.

• The list of accounts linked in the login should be mailed to helpdesk.evoting@cdslindia.com and on approval of the accounts they would be able to cast their vote.

• A scanned copy of the Board Resolution and Power of Attorney (POA) which they have issued in favour of the Custodian, if any, should be uploaded in PDF format in the system for the scrutinizer to verify the same.

• Alternatively Non Individual shareholders are required to send the relevant Board Resolution/ Authority letter etc. together with attested specimen signature of the duly authorized signatory who are authorized to vote, to the Scrutinizer and to the Company at the email address viz; rtltd2011@gmail.com, if they have voted from individual tab & not uploaded same in the CDSL e-voting system for the scrutinizer to verify the same.

Corp Off: Office No. G -10 Harmony, 3rd Cross Lane, Lokhandwala Complex, Andheri West, Mumbai 400053 Reg Off: 39, R B C Road, Ground Floor, Near DumDum Central Jail, Kolkata – 700028 CIN: L27109WB1988PLC045119 |Email:rtltd2011@gmail.com | Tel: 8108892327 Website: www.regencytrust.co.in

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INSTRUCTIONS FOR SHAREHOLDERS ATTENDING THE AGM THROUGH VC/OAVM & E- VOTING DURING MEETING ARE AS UNDER:

1. The procedure for attending meeting & e-Voting on the day of the AGM/ EGM is same as the instructions mentioned above for e-voting.

2. The link for VC/OAVM to attend meeting will be available where the EVSN of Company will be displayed after successful login as per the instructions mentioned above for e-voting.

3. Shareholders who have voted through Remote e-Voting will be eligible to attend the meeting. However, they will not be eligible to vote at the AGM/EGM.

4. Shareholders are encouraged to join the Meeting through Laptops / IPads for better experience.

5. Further shareholders will be required to allow Camera and use Internet with a good speed to avoid any disturbance during the meeting.

6. Please note that Participants Connecting from Mobile Devices or Tablets or through Laptop connecting via Mobile Hotspot may experience Audio/Video loss due to Fluctuation in their respective network. It is therefore recommended to use Stable Wi-Fi or LAN Connection to mitigate any kind of aforesaid glitches.

7. Shareholders who would like to express their views/ask questions during the meeting may register themselves as a speaker by sending their requesting in advance atleast 7 days prior to meeting mentioning their name, demat account number/folio number, email id, mobile number at RTA email id. The shareholders who do not wish to speak during the AGM but have queries may send their queries in advance 7 days prior to meeting mentioning their name, demat account number/folio number, email id, mobile number at rtltd2011@gmail.com. These queries will be replied to by the company suitably by email. On receipt of request from shareholder, company's RTA shall share a link with shareholder for joining the meeting before 48 hours before of the date of AGM.

8. Those shareholders who have registered themselves as a speaker will only be allowed to express their views/ask questions during the meeting.

9. Only those shareholders, who are present in the AGM/EGM through VC/OAVM facility and have not casted their vote on the Resolutions through remote e-Voting and are otherwise not barred from doing so, shall be eligible to vote through e-Voting system available during the EGM/AGM.

10. If any Votes are cast by the shareholders through the e-voting available during the EGM/AGM and if the same shareholders have not participated in the meeting through VC/OAVM facility, then the votes cast by such shareholders shall be considered invalid as the facility of e-voting during the meeting is available only to the shareholders attending the meeting.

Corp Off: Office No. G -10 Harmony, 3rd Cross Lane, Lokhandwala Complex, Andheri West, Mumbai 400053 Reg Off: 39, R B C Road, Ground Floor, Near DumDum Central Jail, Kolkata – 700028 CIN: L27109WB1988PLC045119 |Email:rtltd2011@gmail.com | Tel: 8108892327 Website: www.regencytrust.co.in

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PROCESS FOR THOSE SHAREHOLDERS WHOSE EMAIL/MOBILE NO. ARE NOT REGISTERED WITH THE COMPANY/DEPOSITORIES.

1. For Physical shareholders- please provide necessary details like 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 rtltd2011@gmail.com or support@purvashare.com.

2. For Demat shareholders - Please update your email id & mobile no. with your respective Depository Participant (DP)

3. For Individual Demat shareholders – Please update your email id & mobile no. with your respective Depository Participant (DP) which is mandatory while e-Voting & joining virtual meetings through Depository

If you have any queries or issues regarding attending AGM & e-Voting from the CDSL e-Voting System, you can write an email to helpdesk.evoting@cdslindia.com or contact at toll free no. 1800 22 55 33.

All grievances connected with the facility for voting by electronic means may be addressed to Mr. Rakesh Dalvi, Sr. Manager, (CDSL) Central Depository Services (India) Limited, A Wing, 25th Floor, Marathon Futurex, Mafatlal Mill Compounds, N M Joshi Marg, Lower Parel (East), Mumbai - 400013 or send an email to helpdesk.evoting@cdslindia.com or toll free no. 1800 22 55 33.

Corp Off: Office No. G -10 Harmony, 3rd Cross Lane, Lokhandwala Complex, Andheri West, Mumbai 400053 Reg Off: 39, R B C Road, Ground Floor, Near DumDum Central Jail, Kolkata – 700028 CIN: L27109WB1988PLC045119 |Email:rtltd2011@gmail.com | Tel: 8108892327 Website: www.regencytrust.co.in