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BLS International Services Ltd Proxy Solicitation & Information Statement 2025

May 27, 2025

60423_rns_2025-05-27_f0806412-a8b8-4ccb-8d6d-4d1619bd3478.pdf

Proxy Solicitation & Information Statement

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May 27, 2025

National Stock Exchange of India Ltd.,
Exchange Plaza, C-1 Block G, Bandra Kurla Complex
Bandra [E], Mumbai – 400051
BSE Ltd.,
Phiroze Jeejeebhoy Towers,
Dalal Street, Fort, Mumbai - 400 001
NSE Scrip Symbol: BLS BSE Scrip Code: 540073

Subject: Postal Ballot Notice

Dear Sir / Madam,

Pursuant to Regulation 30 of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 (‘Listing Regulations’), we wish to inform that the Board of Directors at their meeting held on Thursday, May 15, 2025 had approved the Postal Ballot Notice for seeking approval of the Members of the Company on the below mentioned resolutions through remote e-voting process only:

Resolution
No.
Items
1. APPOINTMENT OF MRS. (DR.)SAVITA(DIN: 08764773) AS NON - EXECUTIVE INDEPENDENT
DIRECTOR OF THE COMPANY
2. APPROVAL OF CHANGE IN DESIGNATION & TERMS OF APPOINTMENT OF MR. KARAN
AGGARWAL (DIN: 02030873) FROM EXECUTIVE DIRECTOR (KMP) TO NON-EXECUTIVE NON-
INDEPENDENT DIRECTOR(NON-KMP)OF THE COMPANY

The Calendar of Events for the proposed Postal Ballot activity are as follows:

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S. No. Particulars Date
1. Date of Meeting of Board of Directors for approving the May 15, 2025
Postal Ballot Notice and appointment of Scrutinizer
2. Cut-off Date for reckoning E-voting rights May 23, 2025
3. Date of completion of dispatch of Postal Ballot notice May 27, 2025
4. Publication of Notice in newspaper May 28, 2025
5. Date of Commencement of e-voting May 28, 2025
6. Last date for e-voting June 26, 2025
7. Date of Declaration of Results of Postal Ballot On or Before June 30, 2025
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Tuesday, May 27, 2025 to all those Members, whose e-mail addresses are registered with M/s BEETAL Financial & Computer Services Pvt Limited (“Beetal”), the Registrar and Transfer Agent of the Company/ Depository Participants and whose names appear in the Register of Members/List of Beneficial Owners as received from the National Securities Depository Limited (" NSDL ") and Central Depository Services (India) Limited (" CDSL ") as on Friday, May 23, 2025 (the " Cut-off date ").The voting rights of the members shall be in proportion to their shares of the paid-up equity share capital of the Company as on the Cut-off Date i.e Friday, May 23, 2025.

The Company has engaged the services of CDSL for providing e-voting facility to all its members. The details of the procedure and instruction to cast the vote electronically forms part of the ‘Note no. 14’ in the Note section of the Postal Ballot Notice.

Members are requested to note that the voting period will commence from Wednesday, May 28, 2025 at 9.00 A.M. (IST ) and end on Thursday, June 26, 2025 at 5.00 P.M. (IST) . The e-voting module shall be disabled by CDSL for voting thereafter.

The Postal Ballot Notice is also be available on the Company’s website www.blsinternational.com, websites of the Stock Exchanges i.e. BSE Limited (BSE), National Stock Exchange of India Limited (NSE), and on the website of CDSL at www.cdslindia.com.

For BLS International Services Limited

Digitally signed DHARAK by DHARAK ARVINDBH ARVINDBHAI MEHTA AI MEHTA Date: 2025.05.27 20:15:29 +05'30' ………………………

Dharak A. Mehta Company Secretary and Compliance Officer ICSI Membership No.: FCS12878

Encl: as above

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BLS INTERNATIONAL SERVICES LIMITED

CIN - L51909DL1983PLC016907

Reg. Off : G-4B-1, Mathura Road, Extension Mohan Co-Operative Indl. Estate, New Delhi, 110044 Tel: +91 11-23310658, Fax: +91 11 23755264,

Website: www.blsinternational.com , E-mail: [email protected]

NOTICE FOR POSTAL BALLOT AND E-VOTING

[Notice pursuant to Section 110 of the Companies Act, 2013, as amended, read with Rule 20 and Rule 22 of the Companies (Management and Administration) Rules, 2014]

E-voting Start Date: May 28, 2025 E-voting Last Date: June 26, 2025

To

The Members

BLS International Services Limited,

Notice is hereby given in terms of the provisions of Section 110 and other applicable provisions, if any, of the Companies Act, 2013 (‘‘the Act ’’) read with Rules 20 and 22 of the Companies (Management and Administration) Rules, 2014 (‘‘the Rules ’’) (including any statutory modification(s), clarification(s), substitution(s) or re-enactment(s) thereof for the time being in force) and Regulation 44 of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015, as amended (the “ Listing Regulations ”) and in accordance with the guidelines prescribed by the Ministry of Corporate Affairs (“ MCA ”) for holding general meetings/conducting postal ballot process through e-voting vide General Circular Nos. 09/2024 dated September 19, 2024, read with General Circular Nos. 14/2020 dated April 8, 2020, 17/2020 dated April 13, 2020, 22/2020 dated June 15, 2020, 33/2020 dated September 28, 2020, 39/2020 dated December 31, 2020, General Circular No. 10/2021 dated June 23, 2021 and 20/2021 dated December 8, 2021, 03/2022 dated May 05, 2022, 11/2022 dated December 28, 2022, 09/2023 dated September 25, 2023 and all other applicable circulars, if any, issued by the MCA and Circular No. SEBI/HO/CFD/CMD1/CIR/ P/2020/79 dated May 12, 2020, Circular No. SEBI/HO/CFD/CMD2/CIR /P/2021/11 dated January 15, 2021 , Circular SEBI/HO/CFD/CMD2/CIR/P/2022/62 dated May 13, 2022, Circular SEBI/HO/CFD/PoD-2/ P/CIR/2023/4 dated January 05, 2023, Circular SEBI/HO/DDHS/P/CIR/2023/0167 dated October 07, 2023 and Circular No. SEBI/HO/CFD/CFD-PoD-2/P/CIR/2024/133 dated October 03, 2024 issued by Stock Exchange Board of India (Collectively ‘SEBI Circulars’ ) and Secretarial Standard on General Meetings (“ SS-2 ”) issued by the Institute of Company Secretaries of India and other applicable laws and regulations that the resolutions appended below are proposed to be passed by the Members of BLS International Services Limited (“the Company”). The Resolutions in respect of the matter as set out in the accompanying Postal Ballot Notice are proposed to be transacted through postal ballot only by way of remote electronic voting (‘‘Postal Ballot’’).

The resolution(s) proposed to be passed by way of Postal Ballot and the Explanatory Statement setting out the material facts concerning the said resolutions and the reasons thereof, are annexed hereto for your consideration.

In compliance with the requirements of the MCA Circulars, Members are required to communicate their assent or dissent through the remote e-voting system only. You are requested to carefully read all the instructions given in the Notes. E-voting shall commence on Wednesday, May 28, 2025 at 9:00 AM (IST) and end on Thursday, June 26, 2025 at 5:00 PM (IST) .

Pursuant to the Rule 22 (5) of the Rules, the Board at its meeting held on May 15, 2025, has appointed Mr. Vijay Yadav, Practicing Company Secretary, (Certificate of Practice No: 16806) as the scrutinizer (“Scrutinizer”) for conducting the E-voting process in a fair and transparent manner. The Scrutinizer shall submit his report to the Chairman of the Company or to any other person authorised by him after completion of scrutiny of the e-voting and, the results of the voting shall be declared on or before Monday, June 30, 2025 . The results along with the Scrutinizer’s Report will be placed on the Company’s website i.e. www.blsinternational.com and on the e-voting website of CDSL i.e. https://evotingindia.com . The same shall simultaneously be communicated to the BSE Limited (BSE), National Stock Exchange of India Limited (NSE), on which the shares of the Company are listed.

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SPECIAL BUSINESS:

Resolution No. 1

APPOINTMENT OF MRS. (DR.) SAVITA (DIN: 08764773) AS NON - EXECUTIVE INDEPENDENT DIRECTOR OF THE COMPANY:

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

“RESOLVED THAT pursuant to the provisions of Section 149, 150 and 152 and other applicable provisions, if any, of the Companies Act, 2013 and the Companies (Appointment and Qualification of Directors) Rules, 2014, read with Schedule IV of the Act and other applicable provisions, sections, rules of the Act, Regulation 17 , 25(2A) and any other applicable provisions of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 (‘Listing Regulations’) (including any statutory modifications or re-enactment thereof for the time being in force), the consent of the members of the Company be and is hereby accorded for appointment of Mrs. (Dr.) Savita (DIN: 08764773), as an Independent Director of the Company, who was appointed as an Additional Director (Non-Executive Independent Director) by the Board of Directors of BLS International Services Limited (“the Company”) based on the recommendation of the Nomination and Remuneration Committee with effect from May 16, 2025 under section 161 of the Companies Act, 2013, and who has submitted a declaration that she meets the criteria of independence as provided under Section 149(6) of the Act and Regulation 16(1)(b) of the Listing Regulations and whose office shall not be liable to retire by rotation, to hold office for the period of 5 consecutive years with effect from May 16, 2025 up to May 15, 2030 (both days inclusive) and in respect of whom the Company has received a notice in writing under Section 160 of the Companies Act, 2013 from a member proposing her candidature to the office of Director of the Company on such remuneration as may be recommended by the Nomination and Remuneration Committee and the Board of Directors from time to time which shall be subject to provisions of the Act.

RESOLVED FURTHER THAT Mr. Shikhar Aggarwal, Joint Managing Director (DIN: 06975729) and/or Mr. Dharak Mehta, Company Secretary of the Company be and are hereby severally authorized to do all such acts, deeds, matters and things including but not limited to filing of necessary forms/documents with the appropriate authorities and to execute all such deeds, documents, instruments, and writings as it may in its sole and absolute discretion deem necessary or expedient and to settle any question, difficulty or doubt that may arise in regard thereto.”

Resolution No. 2

APPROVAL OF CHANGE IN DESIGNATION & TERMS OF APPOINTMENT OF MR. KARAN AGGARWAL (DIN: 02030873) FROM EXECUTIVE DIRECTOR (KMP) TO NON-EXECUTIVE NON-INDEPENDENT DIRECTOR - (NON KMP) OF THE COMPANY

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

“RESOLVED THAT pursuant to recommendation of Nomination and Remuneration Committee, the Board of Directors of the Company and in accordance with the provisions of Section 152, 197 and other applicable provisions, if any, read with schedule V of the Companies Act, 2013 and rules & regulations made there under, Regulation 17 and any other applicable provisions of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 (‘Listing Regulations’) (including any statutory modifications or re-enactment thereof for the time being in force), consent of the members of the Company be and is hereby accorded to re-designate Mr. Karan Aggarwal (DIN: 02030873) as Non-Executive Non-Independent Director (Non-KMP) of the Company, whose office shall be liable to be retire by rotation, with effect from May 15, 2025, upon expressing his desire to relinquish his position of Executive Director (KMP) of the Company.

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RESOLVED FURTHER THAT pursuant to Section 197, 198 and other applicable provisions, if any, read with Schedule V of the Companies Act, 2013 and the Companies (Appointment and Qualification of Directors) Rules, 2014, the Companies (Appointment and Remuneration of Managerial Personnel Rules), 2014 framed thereunder, Regulation 17(6)(ca) and any other applicable provision of Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 (including any statutory modification or re-enactment thereof for the time being in force), the consent of the members of the Company be and is hereby accorded for the payment of remuneration upto Rs. 30,00,000/- (Rupees Thirty Lakhs only) per financial year, in the nature of Commission to Mr. Karan Aggarwal, in the category of Non- Executive Director (Non-KMP), notwithstanding it exceeds fifty percent of the total remuneration payable to all Non-Executive Directors of the Company for the Financial Year 2025-2026 in addition to the sitting fees payable to him, as per terms and conditions of the Companies Act, 2013, for attending the meetings of the company and reimbursement of other expenses not forming part of Commission or incidental thereto.

RESOLVED FURTHER THAT notwithstanding anything hereinabove stated, where in any financial year during the tenure of Mr. Karan Aggarwal as the Non-Executive Non-Independent Director of the Company, the Company incurs loss or its profits are inadequate, the Company shall pay to Mr. Karan Aggarwal minimum remuneration upto Rs. 30,00,000/- (Rupees Thirty Lakhs only) per financial year, by way of commission in terms of Part II of Schedule V of the said Act.

RESOLVED FURTHER THAT the consent of the members be and is hereby accorded to the Board (including Nomination and Remuneration Committee thereof) to alter, vary and modify the said terms and conditions including remuneration by way of commission upto Rs. 30,00,000/- per annum in such manner as may be agreed upon between the Board and Mr. Karan Aggarwal pursuant to Schedule V of the said Act and Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 including any amendment(s) and/or any statutory modification(s) thereto and to do all such acts, deeds, matters and things as in its absolute discretion it may consider necessary, expedient or desirable to give effect to the above resolution.

RESOLVED FURTHER THAT any of the Director / Company Secretary of the Company be and are hereby severally authorized to do all such acts, deeds and things as are incidental thereto or as may be deemed necessary or desirable to give effect to this resolution.”

Registered Office : G-4B-1, Mathura Road, Extension Mohan Co-Operative Indl.Estate, New Delhi, Delhi, 110044

Place: New Delhi Date: May 15, 2025

By Order of the Board For BLS International Services Limited

Sd/Dharak Mehta Company Secretary & Compliance Officer ICSI M. No. – FCS12878

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NOTES:

  1. The Explanatory Statement pursuant to Section 102 (1) of the Companies Act, 2013 (‘‘the Act’’) read with Rule 22 of the Companies (Management and Administration) Rules, 2014 (‘‘the Rules’’), as amended, setting out the material facts concerning the said Resolutions and the reasons thereof is annexed hereto and forms part of this Postal Ballot Notice (‘‘Notice’’) for your consideration.

  2. The MCA vide its Relevant Circulars, has permitted Companies to conduct the Postal Ballot by sending the Notice in electronic form only. Accordingly, this Postal Ballot Notice is being sent only through electronic mode to those Members whose email addresses are registered with the Company/ Depository Participant (DP)/ Company’s Registrar and Transfer Agent (RTA). The Communication of the assent or dissent of the members would take place through the process of remote e-voting.

Members may note that the Postal Ballot Notice will also be available on the Company’s website at www.blsinternational.com , websites of the Stock Exchanges i.e. BSE Limited and National Stock Exchange of India Limited at www.bseindia.com and www.nseindia.com respectively, and on the website of CDSL at https://evotingindia.com and also on the website of our RTA at https://www.mcsregistrars.com.

  1. As per Section 110 and other applicable provisions of the Act read with Rule 22 of the Rules, cut-off date for the purpose of reckoning the Voting rights and sending the notice is Friday, May 23, 2025 (“Cut-off Date”). Only those members whose names are recorded in the Register of Members or in the Register of Beneficial Owners maintained by the depositories as on the Cut-off date (including those members who may not have received this Notice due to non-registration of their email ID with the Company or DPs) shall be entitled to vote by way of remote e-voting in accordance with the process laid down in this Notice. A person who is not a Member/ Beneficial Owner as on the Cut-off Date should treat this Notice for information purposes only.

  2. In compliance with the provisions of Sections 108 and 110 of the Act read with the Rules made thereunder, Regulation 44 of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015, as amended (‘‘the Regulations’’) and in accordance with the MCA Circulars, the Company has engaged Central Depository Services Ltd (“CDSL”) as the agency for facilitating remote e-voting to enable the Members to cast their votes electronically (“remote e-voting”). In accordance with the MCA Circulars, the Members can vote only through remote e-voting.

The Company has engaged Central Depository Services Ltd (“CDSL”) to provide e-voting facility for its members. The procedure for e-voting is given below. The e-voting facility is available at www.evoting.cdsl.com from Wednesday, May 28, 2025 at 9:00 AM (IST) and end on Thursday, June 26, 2025 at 5:00 PM (IST) . The e-voting module will be blocked by CDSL at 5.00 PM (IST) on June 26, 2025 and voting shall not be allowed beyond the said date and time.

The voting rights of the members shall be in proportion to their share in the paid up equity share capital of the Company as on the Cut-off date. Once the vote on the resolution is cast by the member, the member shall not be allowed to change it subsequently or cast the vote again.

  1. This Notice along with the instructions regarding e-voting is being sent only by e-mail to all those Members, whose e-mail address is registered with the Company or with the Depositories/Depository Participants and whose names appear in the Register of Members/list of Beneficial Owners as on the Cut-off Date Friday May 23, 2025, in accordance with the guidelines prescribed by the Ministry of Corporate Affairs (“MCA”) for holding general meetings/conducting postal ballot process through e-voting vide General Circular Nos. 14/2020 dated April 8, 2020, 17/2020 dated April 13, 2020, 22/2020 dated June 15, 2020, 33/2020 dated September 28, 2020 39/2020 dated

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December 31, 2020 and General Circular No. 10/2021 dated June 23, 2021 (‘‘MCA Circulars’’). The Notice shall also be uploaded on the website of the Company i.e. www.blsinternational.com and on the e-voting website of CDSL i.e. https://evotingindia.com

  1. All the Members of the Company as on the Cut-off Date (including those Members who may not have received this Notice due to non-registration of their e-mail address with the Company or the Depositories/Depository Participants) shall be entitled to vote in accordance with the process specified in Note No. 14 As per the MCA Circulars and in view of non-availability of proper postal and courier services, physical copy of Postal Ballot Notice, Postal Ballot Form and pre-paid business reply envelope are not being sent to the Members for this Postal Ballot.

  2. Dispatch of the Notice shall be deemed to be completed on Tuesday, May 27, 2025.

  3. E-voting shall commence on Wednesday, May 28, 2025 at 9:00 AM (IST) and end on Thursday, June 26, 2025 at 5:00 PM (IST) The e-voting module shall be disabled by CDSL for voting thereafter. All the material documents referred to in the notice and explanatory statement will be available for inspection at the Registered Office of the Company during office hours on all working days from the date of dispatch of the Notice till last date of voting i.e Thursday, June 26, 2025.

  4. The Board of Directors of the Company has appointed Mr. Vijay Yadav, (Certificate of Practice No: 16806) partner of M/s AVS & Associates, Practicing Company Secretaries as ‘Scrutinizer’ for conducting the Postal Ballot process in a fair and transparent manner.

  5. Upon completion of scrutiny of e-voting, the Scrutinizer shall submit his report within two working days after the end of remote e-voting period, to the Chairman or any other person authorized by him. The results of the Postal Ballot will be announced by the Chairman or the authorized person within two working days from the closure of the voting period.

  6. The results along with Scrutinizer’s Report, shall be displayed at the Registered office and Corporate Office of the Company and placed on the Company’s website at www.blsinternational.com and the website of CDSL at the earliest after the result is declared. The results shall be simultaneously communicated to the stock exchange where the securities of the Company are listed.

  7. The resolution, if passed by the requisite majority shall be deemed to have been passed as if the same has been passed at a general meeting of the members convened in that behalf on the last date specified by the company for remote e-voting i.e Thursday, June 26, 2025.

  8. Members are requested to carefully read the below instructions in connection with remote e-voting:

  9. a. Pursuant to SEBI circular no. SEBI/HO/CFD/ CMD/CIR/P/2020/242 dated December 9, 2020, e-voting facility has been enabled for all the individual demat account holders, by way of single login credential, through their demat accounts/ websites of Depositories/ Depository Participants (‘DP’) in order to increase the efficiency of the voting process.

  10. E-voting Service Provider (ESP) thereby not only facilitating seamless authentication but also ease and convenience of participating in e-voting process. Members are advised to update their mobile number and e-mail ID with their DPs to access e-voting facility.

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14. THE INTRUCTIONS OF SHAREHOLDERS FOR E-VOTING ARE AS UNDER:

  • (i) The Company has engaged the services of Central Depository Services Ltd (“CDSL”) for the purpose of providing remote e-voting facility to its Members. The voting period begins on Wednesday , May 28, 2025 and ends on Thursday, June 26, 2025 . During this period shareholders’ of the Company, holding shares either in physical form or in dematerialized form, as on the cut-off date (record date) of Friday, May 23, 2025 may cast their vote electronically. Remote e-Voting will be blocked immediately thereafter and no e-voting will be allowed beyond the said date and time.

  • (ii) 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.

  • (iii) 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 for Individual shareholders holding securities in Demat mode CDSL/NSDL is given below:

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Type of Login Method
shareholders
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
Individual
any further authentication. The URL for users to login to Easi / Easiest are
Shareholders
https://web.cdslindia.com/myeasi/home/login or visit www.cdslindia.com and click
holding
on Login icon and select New System Myeasi.
securities in
Demat mode
2) After successful login the Easi / Easiest user will be able to see the e-Voting option for
with CDSL
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 i.e.
CDSL/NSDL/KARVY/LINKINTIME, 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
https://web.cdslindia.com/myeasi/Registration/EasiRegistration.
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
or click on https://evoting.cdslindia.com/Evoting/EvotingLogin 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.
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
Individual
either on a Personal Computer or on a mobile. Once the home page of e-Services is
Shareholders
launched, click on the “Beneficial Owner” icon under “Login” which is available under
holding
‘IDeAS’ section. A new screen will open. You will have to enter your User ID and
securities in
Password. After successful authentication, you will be able to see e-Voting services.
demat mode
Click on “Access to e-Voting” under e-Voting services and you will be able to see
with NSDL
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.
2) If the user is 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.jsp
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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.
4) For OTP based login you can click
on https://eservices.nsdl.com/SecureWeb/evoting/evotinglogin.jsp. You will have to
enter your 8-digit DP ID,8-digit Client Id, PAN No., Verification code and generate OTP.
Enter the OTP received on registered email id/mobile number and click on login. 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 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.
Individual You can also login using the login credentials of your demat account through your
Shareholders Depository Participant registered with NSDL/CDSL for e-Voting facility. After
(holding Successful login, you will be able to see e-Voting option. Once you click on e-Voting
securities in option, you will be redirected to NSDL/CDSL Depository site after successful
demat mode) authentication, wherein you can see e-Voting feature. Click on company name or
login through e-Voting service provider name and you will be redirected to e-Voting service provider
their website for casting your vote during the remote e-Voting period.
Depository
Participants
(DP)
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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.

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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 [email protected]
contact at toll free no. 1800 21 09911
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 [email protected] or call at : 022-
4886 7000 and 022-2499 7000
  • (iv) Login method for Remote e-Voting 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

    • a. For CDSL: 16 digits beneficiary ID,

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

    • c. 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:

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For Physical shareholders and other than individual shareholders holding shares in Demat.
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For Physical shareholders and other than individual shareholders holding shares in Demat. 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.

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Dividend Bank
Details OR Date 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.
  • (v) After entering these details appropriately, click on “SUBMIT” tab.

  • (vi) 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.

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

  • (viii) Click on the EVSN for the relevant on which you choose to vote.

  • (ix) 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.

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

  • (xi) 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.

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

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

  • (xiv) 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.

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

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(xvi) 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 [email protected].

  • 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 will be mapped automatically & can be delink in case of any wrong mapping.

  • It is mandatory that 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 mandatory 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; [email protected] (designated email address by company) , if they have voted from individual tab & not uploaded same in the CDSL e-voting system for the scrutinizer to verify the same.

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 Company/RTA email id.

  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 e-Voting from the CDSL e-Voting System, you can write an email to [email protected] or contact at toll free no. 1800 21 09911

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 [email protected] or call at toll free no. 1800 21 09911

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EXPLANATORY STATEMENT PURSUANT TO SECTION 102 (1) OF THE COMPANIES ACT, 2013:, IN RESPECT OF SPECIAL BUSINESS SET OUT IN THE POSTAL BALLOT NOTICE

Item No. 1:

In accordance with the Nomination and Remuneration policy of the Company and after considering the desired attributes for an Independent Director and evaluating the skills, background and experience of Mrs. (Dr.) Savita (DIN: 08764773) and on the recommendation of the Nomination and Remuneration Committee (NRC), the Board of Directors of the Company at its meeting held on May 15, 2025, appointed her as an Additional Director in the capacity of Non-Executive Independent Director of the Company with effect from May 16, 2025, in accordance with the provisions of Section 161 of the Companies Act, 2013 ("the Act") and Articles of Association of the Company who shall holds office up to the date of ensuing General Meeting or for a period of three months from the date of appointment by the Board of Directors, whichever is earlier and is eligible for being appointed as an Independent Director of the Company, subject to the approval of the Shareholders.

Pursuant to Section 149, 152 and other applicable provisions of the Act, read with Schedule IV to the Act and the Companies (Appointment and Qualification of Directors) Rules, 2014 and Regulation 17 & 25(2A) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 ("Listing Regulations"), an Independent Director shall hold office for a term of up to five consecutive years and shall not be liable to retire by rotation. The Company has received a notice in writing from a member under Section 160 of the Act proposing the candidature of Mrs. (Dr.) Savita (DIN: 08764773) for appointment as a Non-Executive Independent Director of the Company.

Mrs. (Dr.) Savita is an accomplished academician and independent board director with over 15 years of combined experience in higher education, research, and governance. She is currently serving as an Independent Director at Morepen Laboratories Ltd. and Guest Faculty in the Department of Commerce, University of Delhi. She has a proven leadership in academic departments and an active contributor to national and international research forums. She had published 12+ research papers in UGC CARE/Scopus- indexed journals and edited volumes and presented papers at 10+ national and international seminars. She had her research areas: Sustainable Development, Knowledge Management, Green Products and Behavioral Finance. She Got 2[nd] Rank in M.com (Pre), MDU Rohtak (2006) and Qualified UGC NET on first attempt and upgraded from JRF to SRF.

The NRC has considered her diverse skills, capabilities, expertise in research and governance. On the recommendation of NRC, the Board of Directors is of the opinion that in view of the background and experience of Mrs. (Dr.) Savita, it would be in the interest of the Company to appoint her as Non – Executive Independent Director of the Company. The Company has received her consent to act as a Non-Executive Independent Director of the Company along with a declaration to the effect that she meets the criteria of independence as prescribed under Section 149(6) of the Act and Regulation 16(1)(b) of the Listing Regulations and an intimation to the effect that she is not disqualified from being appointed as a Director in terms of Section 164(2) of the Act as well as not debarred from appointment by any order of SEBI or any other authority. Further, she has confirmed that she is in compliance with Rules 6(1) and 6(2) of the Companies (Appointment and Qualification of Directors) Rules, 2014, with respect to her registration with the data bank of independent directors maintained by the Indian Institute of Corporate Affairs.

In terms of Regulation 25(8) of SEBI Listing Regulations, she has confirmed that she is not aware of any circumstance or situation which exists or may be reasonably anticipated that could impair or impact her ability to discharge her duties.

In the opinion of the Board, she fulfills the conditions specified in the Act and the Listing Regulations for appointment as Non- Executive Independent Director and is independent of the management of the Company. The Board is of the view that her association would be of immense benefit to the Company considering her experience as stated above.

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The terms and conditions of appointment of the Independent Director shall be open for inspection by the Members at the Registered Office of the Company, and a copy of the same shall also be available at the Registered Office of the Company on all working days, during business hours up to the last date of e-voting for this Postal Ballot. Mrs. (Dr.) Savita (DIN: 08764773) is not related to any other Director of the Company.

A copy of the draft letter of appointment of Non- Executive Independent Director setting out the terms and conditions of appointment is available for inspection by the members on the website of the Company at link www.blsinternational.com

The relevant details of Mrs. (Dr.) Savita as required under Regulation 36(3) of the Listing Regulations and Secretarial Standard – 2 are provided in the annexure-1 to this notice.

None of the Directors and Key Managerial Personnel of the Company or their relatives (except to the extent of their shareholding in the Company) except Mrs. (Dr.) Savita is concerned or interested, financially or otherwise, in the resolution set out at Item No. 1 of the Notice.

Further, it is proposed to authorize Mr. Shikhar Aggarwal, Joint Managing Director and/or Mr. Dharak Mehta, Company Secretary & Compliance Officer of the Company to complete all the regulatory formalities as prescribed by SEBI, Stock Exchanges on which the Company’s shares are listed and/or any other regulatory or statutory authority in connection with the appointment of Non-Executive Independent Director.

Accordingly, the Board recommends the appointment of Mrs. (Dr.) Savita as a Non-Executive Independent Director of the Company, not liable to retire by rotation, for a period of five consecutive years commencing from May 16, 2025 to May 15, 2030 and hence further recommends that Resolutions No.1 to be passed as Special Resolution by the Members of the Company through Postal Ballot based on the rationale including terms and conditions set out in the Resolution.

Item No. 2

The members are hereby informs that upon receipt of request from Mr. Karan Aggarwal that due to his other commitment, he will be unable to continue serving as Executive Director (KMP) of BLS International Services Limited (“the Company”) in accordance with Section 203 and other applicable provisions of the Companies Act, 2013. Accordingly, he had expressed his desire to change his designation in the Company from Executive Director (KMP) to Non-Executive Director (Non-KMP) to the Company. Nomination and Remuneration Committee and Board of Directors of the Company has considered his request and recommended to the shareholders to change in his terms of appointment in the Company from Executive Director (KMP) of the Company to Non-Executive NonIndependent Director (Non-KMP) of the Company with effect from May 15, 2025, liable to retire by rotation.

The Members are further informs that Mr. Karan Aggarwal (DIN: 02030873) was appointed as an Executive Director (KMP) by the Board on June 13, 2017. Furthermore, he was re-appointed as Executive Director (KMP) of the Company to hold office for a period of three years with effect from June 13, 2023.

The detailed profiles of Mr. Karan Aggarwal as required under Regulation 36(3) of the Listing Regulations and Secretarial Standards on General Meetings issued by the Institute of Company Secretaries of India, are enclosed herewith as Annexure-1 which forms part of this Notice.

The Board of Directors on the recommendation of Nomination and Remuneration Committee at its meeting held on May 15, 2025, has recommended for approval of members the change in nature of remuneration payable to Mr. Karan Aggarwal from salary to by way of commission upto Rs. 30 lacs per annum, pursuant to provisions of section 197, Schedule V of the Companies Act, 2013 are enclosed herewith as Annexure-2 and Regulation 17(6) of

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SEBI (LODR) Regulations, 2015. Further, no stock options shall be granted pursuant to Regulation 17(6)(c) of SEBI (LODR) Regulations, 2015.

The Shareholders may note that the remuneration by way of commission as stated above shall be in addition to the sitting fees, which shall be in terms of and in compliance of the Companies Act, 2013, payable to him for attending the meetings of the Board or Committees thereof and reimbursement of other expenses not forming part of commission or incidental thereto.

Accordingly, the Board recommends the Resolutions No.2 to be passed as Special Resolution by the Members of the Company through Postal Ballot, based on the rationale including terms and conditions set out in the Resolution aforesaid.

Except Mr. Karan Aggarwal (himself), Mr. Diwakar Aggarwal, Mr. Shikhar Aggarwal, none of the other Directors, Key Managerial Personnel of the Company or their relatives, are in any way concerned or interested financially or otherwise in the Resolution set out at Item no. 2 of this notice, except to the extent of their shareholding, if any, in the Company.

Registered Office : G-4B-1, Mathura Road, By Order of the Board Extension Mohan Co-Operative Indl. Estate, For BLS International Services Limited New Delhi - 110044

Place: New Delhi Date: May 15, 2025

Sd/Dharak Mehta Company Secretary & Compliance Officer ICSI M. No. – FCS12878

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Annexure-1

Information of Director pursuant to Regulation 36(3) of the SEBI (Listing Obligation and Disclosure Requirements) Regulations, 2015 and in accordance with the provisions of Companies Act, 2013 read with Secretarial Standard- 2

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Name Mrs. (Dr.) Savita Mr. Karan Aggarwal
DIN 08764773 02030873
Date of Birth 10/09/1984 08/10/1986
Age 40 Years 38 Years
Qualifications Ph.D. in Commerce, Maharshi Dayanand Graduate in Finance & Management
University, Rohtak (2014) from University of Bradford, UK, and has
UGC NET Qualified – June 2007, UGC-NET completed the specialisation course in
& JRF Qualified – Dec 2007, Finance from Harvard University.
B.Com & M.com from Maharshi
Dayanand University
Brief Profile (including Mrs. (Dr.) Savita is an accomplished A graduate in Finance & Management
Experience and Expertise in academician and independent board from University of Bradford, UK, and has
specific functional area) director with over 15 years of combined completed the specialisation course in
experience in higher education, research, Finance from Harvard University. He has
and governance. She is currently serving a decade-long experience across
as an Independent Director at Morepen diversified fields and has also been
Laboratories Ltd. and Guest Faculty in the involved in leading multiple
Department of Commerce, University of organisations, such as, BLS Polymers,
Delhi. She has a proven leadership in BLS Ecotech and BLS International. He is
academic departments and an active instrumental in setting up new
contributor to national and international subsidiaries and managing all their
research forums. She had published 12+ finances.
research papers in UGC CARE/Scopus-
indexed journals and edited volumes and
presented papers at 10+ national and
international seminars. She had her
research areas: Sustainable
Development, Knowledge Management,
Green Products and Behavioral Finance.
She Got 2 [nd] Rank in M.com (Pre), MDU
Rohtak (2006) and Qualified UGC NET on
first attempt and upgraded from JRF to
SRF.
Name (s) of the other Morepen Laboratories Ltd. 1. BLS Polymers Limited
Companies in which 2. BLS Finvest Limited
Directorship held 3. JLB Finvest Private Limited
4. JU Finvest Private Limited
5. New Line Finance & Investment
Private Limited
6. SLW Media Private Limited
Membership/Chairmanship AC - Member CSR – Member
of Committees in the NRC - Member
Company SRC– Member
CSR– Member
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==> picture [525 x 530] intentionally omitted <==

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The skills and capabilities As mentioned in the Explanatory N.A.
required for the role and Statement annexed to the Notice.
the manner in which the
proposed person meets
such requirements
Membership/ Morepen Laboratories Ltd. BLS Polymers Limited
Chairmanship of
Committees in other SRC- Member CSR – Member
Companies CSR – Member NRC- Member
AC- Member
Terms and conditions of As per the resolution and the explanatory As per the resolution and the explanatory
appointment statement annexed to the Notice. statement annexed to the Notice.
Details of remuneration Only Sitting Fees and reimbursement of Commission of upto Rs. 30 Lakhs, Sitting
sought to be paid other expenses to be paid. Fees and reimbursement of other
expenses
Date of first appointment 16/05/2025 13/06/2017
on the Board of the
Company
Remuneration last drawn, if N.A. Rs. 30,00,000
any
Listed entities from which No such Companies No such Companies
the person has resigned in
the past three years
No. of Equity Shares held in Nil Nil
the Company directly or on
a beneficial basis for any
other persons
No. of Board meetings N.A. Five (5) out of Five (5) Board meetings
attended during the year held during FY 2024-25.
held in FY 2024-25
Relationship with other None Mr. Karan Aggarwal is relative of
directors, Manager, Key Mr. Diwakar Aggarwal and Mr. Shikhar
Managerial Personnel of Aggarwal
the Company
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Annexure-2

STATEMENT CONTAINING ADDITIONAL INFORMATION AS REQUIRED AS PER SECTION II OF PART II OF SCHEDULE V OF THE COMPANIES ACT, 2013:

I. GENERAL INFORMATION

  • (i) Nature of Industry: BLS International Services Limited is operating in single segment i.e. Visa outsourcing and other allied services.

  • (ii) Date or expected date of commencement of commercial production - The Company was incorporated on November 07, 1983 and commenced its business on November 17, 1983

  • (iii) In case of new companies, expected date of commencement of activities as per project approved by financial institutions appearing in the prospectus – Not Applicable

  • (iv) Financial performance based on given indicators –

(Rs. in Lakhs)

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Current Year Previous Year
Particulars
31.03.2025 31.03.2024
Revenue from operation 13848.63 11864.22
Other Income 4666.43 3546.26
Total Income 18,515.06 15,410.48
Profit before Interest & finance charges, depreciation & 4021.87 4800.88
taxation
Less: Interest Cost 383.07 147.75
Less: Depreciation 1327.23 631.78
Profit before taxation 2311.57 4,021.35
Total Tax Liability 115.10 320.26
Profit after taxation 2196.47 3,701.09
Total other Comprehensive Income -22.94 -5.19
Total Comprehensive Income for the year 2173.53 3,695.90
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*Profit before interest & finance charges, depreciation & taxation includes other income

(v) Foreign investments or collaborations, if any –

During the F.Y. 2024-25, there is no foreign direct investment in the Company except to the extent shares held by FPI/FII acquired through open market. There is no foreign collaboration in the Company.

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II. INFORMATION ABOUT THE APPOINTEE

  • (i) Background details - Mr. Karan Aggarwal, aged 38 years, has done graduation in Finance & Management from University of Bradford, UK and has completed the specialization course in Finance from Harvard University.

  • (ii) Past remuneration – During the F.Y. 2024-25, the Company has paid of Rs. 30 Lakhs per annum including statutory benefits and perquisites.

(iii) Recognition or awards - Nil

  • (iv) Job profile and his suitability - Mr. Karan Aggarwal possesses leadership qualities, industry knowledge, strategic thinking, corporate governance and experience in overall general management including strategic and financial planning of the Company and taking into consideration his relevant experience he is best suited for the assigned role.

  • (v) Remuneration proposed – The remuneration by way of commission proposed to be paid to Mr. Karan Aggarwal, Non - Executive Director with effect from May 15, 2025 shall be upto Rs. 30 lacs per annum in addition to Sitting Fees and reimbursement of other expenses payable to him. There is no stock options shall be granted under Regulation 17(6)(c) of SEBI (LODR) Regulations, 2015.

  • (vi) Comparative remuneration profile with respect to industry, size of the company, profile of the position and person (in case of expatriates the relevant details would be with respect to the country of his origin) - The proposed remuneration commensurate with size and nature of the business of the Company and the responsibilities of Mr. Karan Aggarwal. The remuneration does differ from Company to Company in the industry depending of the respective operations.

  • (vii) Pecuniary relationship directly or indirectly with the Company, or relationship with the managerial personnel or other director, if any - Apart from the remuneration by way of commission, sitting fees and reimbursement of expenses payable to him as Non- Executive Director as stated above and Mr. Karan Aggarwal being Nephew of Mr. Diwakar Aggarwal and being cousin brother of Mr. Shikhar Aggarwal, does not have any other pecuniary relationship directly or indirectly with the Company and its managerial personnel.

III. OTHER INFORMATION

(i) Reasons of loss or inadequate profits

The coronavirus pandemic has crippled not only India’s but also global economy. Like many industries, the Tour and Travels industry too has been hited hard. Due to geopolitical tensions & conflicts, war, health challenges related to COVID-19 and economic uncertainties could weigh on tourism’s recovery in the months ahead that too impacted the business of the Company. BLS international Services Limited being part of the said industry, may be suffered major disruption in its operations across the globe, which may be resulted into having inadequate profit/ loss in future to making payment of the managerial remuneration under Section 197 and any other applicable section and schedule V of the Companies Act, 2013.

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Therefore, the Company is passing a Special Resolutions pursuant to the proviso to the sub-section (1) of Section 197 and schedule V of the Companies Act, 2013 and as a matter of abundant precaution, as the profitability of the Company may be adversely impacted in future due to Coronavirus pandemic, war and other economic slowdown reasons etc. during the period for which managerial remuneration is payable to Non-Executive Director of the Company under the Companies Act, 2013 read with schedule V of the Act.

(ii) Steps taken or proposed to be taken for improvement

The Company has embarked on a series of strategic and operational measures that is expected to result in the improvement in the present position. The inherent strengths of the Company, especially its reputation as a premium service provider, powerful brand and across globe visa application centres are also expected to enable the Company to position itself during adversities. The Company has also strategically planned to enhance provision of service and increase profits and has put in place measures to reduce cost and improve the bottom-line.

(iii) Expected increase in productivity and profits in measurable terms

The Company is conscious about improvement in performance of the Company and undertakes constant measures to improve the same. However, it is difficult in present scenario to predict profits in measurable terms. For the year ended March 31, 2025, net profit stood at Rs. 2683.76 Lakhs as per Section 198 of Companies Act, 2013.

IV. DISCLOSURES

All the relevant information required to be disclosed in the Board of Directors’ Report under the heading “Corporate Governance” will be enclosed to the Annual Report 2025-26.

Registered Office : G-4B-1, Mathura Road, By Order of the Board Extension Mohan Co-Operative Indl. Estate, For BLS International Services Limited New Delhi - 110044

Place: New Delhi Date: May 15, 2025

Sd/Dharak Mehta Company Secretary & Compliance Officer ICSI M. No. – FCS12878

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