Coastal Corporation Limited — Proxy Solicitation & Information Statement 2021

Jan 13, 2021

==> picture [452 x 101] intentionally omitted <==

13[th] January 2021

Corporate Relations Department BSE Limited, Ground Floor, P. J. Towers, Fort, Mumbai-400001.

Dear Sir

Sub: Notice of the Extra Ordinary General Meeting ("EGM") of Coastal Corporation Limited Scrip Code: 501831

Pursuant to Regulation 30 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, and any other applicable provisions, please find enclosed herewith, a copy of the Notice for convening the EGM of the shareholders of the Company to be held on Thursday, February 11, 2021 at 10 :00 a.m. IST at the Registered Office of the Company at 15 - 1 - 37 / 3, Jayaprada Apartments, Nowroji Road, Maharanipeta, Visakhapatnam, Andhra Pradesh, 530002 .

The Notice of the EGM is also available on the Company's website at wwwcoastalcorp.co.in. This is for the information of the exchange and the members.

Thanking You, Yours faithfully

==> picture [455 x 106] intentionally omitted <==

Encl: As above

==> picture [67 x 80] intentionally omitted <==

Coastal Corporation Limited

CIN:L63040AP1981PLC003047

Extra-ordinary General Meeting

on THURSDAY, 11[th ] FEBRUARY 2021 at 10.00 A.M. at the Registered Office of the Company at D.No. 15-1-37/3, Jayaprada Apartments,

Nowroji Road, Maharanipeta,

Visakhapatnam – 530002, Andhra Pradesh, India.

Phone: 0891-2567118

Email: cclinvestors@gmail.com

Website: www.coastalcorp.co.in

1

==> picture [264 x 264] intentionally omitted <==

----- Start of picture text -----

THIS PAGE HAS BEEN INTENTIONALLY LEFT BLANK
----- End of picture text -----

2

==> picture [52 x 23] intentionally omitted <==

==> picture [58 x 14] intentionally omitted <==

==> picture [57 x 11] intentionally omitted <==

==> picture [58 x 9] intentionally omitted <==

==> picture [56 x 11] intentionally omitted <==

==> picture [55 x 15] intentionally omitted <==

==> picture [52 x 12] intentionally omitted <==

==> picture [52 x 9] intentionally omitted <==

C IN No.L63040AP198 1 PLC0030 4 7 15 - 1- 3 7 / 3, Jayaprada Apart m ents. No w roji Road, M aharanip e ta,Visakh a patnam, A n dhra Prad e sh, 53000 2 Phone: 0891-2 5 67118 Email: cclinves t ors@gmail.com; Website: www. c oastalcorp . co.in

NOTICE

NOTICE is hereb y given that an Extra- o rdinary Ge n eral Meeting of the M embers of Coastal Corpor a tion Limit e d will be h e ld on Thu r sday, the 1 1th day of February, 2 021 at 10.00 a.m. at the R egistered Office of t h e Compan y at 15 - 1 - 37 / 3, J a yaprada A partments, Nowroji Road, M aharanip e ta,Visakh a patnam, A n dhra Pra d esh, 5300 0 2 to tra n sact the f ollowing busine s ses:

SPECIAL BUSINESS

1. Issue of Convertible Equity Warrants on preferential basis to Promoter and Promoter Group.

To con s ider and if thought fit, to pass, w i th or witho u t modifica t ion(s), the f ollowing r e solution as a Special Resolution :

RESOLVED THAT pursuant to the provisions o f Section 42, 62 an d other a p plicable provisi o ns, if any, of the C ompanies Act 2013 read with the rules made the r e-under (including any statutory modi f ications) o r the re-en a ctment the r eof for the time being in force (‘Act’) a nd in acc o rdance with the Securities and E xchange B oard of India (Issue o f Capital and Di s closure R e quirement s ) Regulations, 2018, as amended (the ‘ICDR Regulations’) and S e curities a n d Exchan g e Board o f India ( S ubstantial Acquisitio n s and Ta k eovers) Regula t ions, 2011, as am e nded (the ‘Takeover Regulations’) a n d Securit i es and Excha n ge Board of India ( L isting Obli g ation and Disclosur e Require m ents) Reg u lations, 2015, a s amend e d (the ‘LODR Regulations’) a nd other rules, reg u lations, g u idelines notifica t ions and c irculars iss u ed there- u nder from time to tim e by the G o vernment of India, the Re s erve Bank of India, S ecurities a n d Exchan g e Board o f India ( ‘SEBI’ ) and a n y other guideli n es and cl a rifications issued by a ny other a p propriate a uthorities w hether in India or abroad , from time to time, t o the exten t applicabl e including t he enabling provisio n s of the Memor a ndum an d Articles o f Associati o n of the Company, a n d subject to such a p provals, concer n s, permis s ions and sanctions a s may be n ecessary o r required, from regu l atory or other a p propriate a uthorities, including but not limit e d to SEBI a nd subjec t to such c o nditions and m odification s as may be pres c ribed whil e granting such ap p rovals, c o nsents, permis s ions and s anctions a nd which m ay be ag r eed to by the Board of Directo r s of the Company (herein a fter referr e d to as ‘The Board’ ) which ter m shall be deemed to include any exi s ting Com m ittee(s) constituted / t o be constituted by th e Board to e xercise its powers, includi n g the po w ers conf e rred by this resolu t ion, subject to any other alt e rations, modific a tions, conditions, co r rections, changes an d variation s that may be decide d by the Board a bsolute di s cretion, the consent of the Me m bers of th e Compan y be and i s hereby accord e d to the B oard to cr e ate, issue, offer and allot, from time to ti m e in one or more tranch e s 15,00,0 0 0 (Fiftee n Lakhs) Convertible Equit y Warrant s (‘Warrants’) on preferential basis t o Promote r and Promoter Group as mentio n ed below at an issue price of Rs. 1 8 7/- (Rup e es One hundred a nd Eight y Seven only) each aggreg a ting to Rs.28, 0 5,00,000/- ( Rupees T w enty Eight Crores Five lakhs O nly) or such higher p rice as

3

may be arrived at in accordance with the ICDR Regulations, on preferential allotment basis to the following persons ('Proposed Allottees'/'Warrant holders') in such manner and on such other terms and conditions, as the Board may, in its absolute discretion, think fit.

fit.
Sl. No.	Name of the Proposed Allottee	Category	No. of Warrants
1	T. Valsaraj	Promoter	7,75,000
2	Jeeja Valsaraj	Promoter	1,75,000
3	Kambhampati Hari Babu(HUF)	Promoter Group	90,000
4	Kambhampati Hari Babu	Promoter	2,50,000
5	Jayasree.K	Promoter Group	1,00,000
6	Chandana Kambhampati	Promoter Group	10,000
7	Chetana Chukkapalli	Promoter Group	1,00,000

RESOLVED FURTHER THAT the Equity Shares allotted on exercise of the Warrants shall upon conversion rank pari passu with the existing shares of the Company and in such form and manner and upon such terms and conditions as may be determined by the Board in accordance with the ICDR Regulations or other applicable laws as may be prevailing at that time.

RESOLVED FURTHER THAT in accordance with the provisions of Chapter V and Regulation 164 of ICDR Regulations, read with SEBI circular dated 1st July, 2020, the Relevant Date for the purpose of calculating the price for the issue of Warrants is 12[th] January, 2021.

RESOLVED FURTHER THAT the said Warrants shall be issued and allotted by the Company to the allottees within a period of 15 days from the date of passing of this resolution provided that where the allotment of the said Warrants is pending on account of pendency of any approval for such allotment by any regulatory authority or the Central Government, the allotment shall be completed within a period of 15 days from the date of such approval.

RESOLVED FURTHER THAT without prejudice to the generality of the above, the issue of Warrants shall be subject to following terms:

• I) The Equity Shares to be so allotted on exercise of the Warrants shall be in dematerialised form and shall be subject to the provisions of the Memorandum and Articles of Association of the Company and shall rank pari-passu in all respects including dividend, with the existing Equity Shares of the Company. The Warrants may be exercised into Equity Shares as aforesaid by the Warrant holders at any time before the expiry of 18 months from the date of allotment of the Warrants.

• II) A Warrant subscription price equivalent to 25% (i.e. the upfront amount) of the issue price will be payable at the time of subscription to the Warrants, as prescribed by Regulation 169 of the ICDR Regulations, which will be kept by the Company to be adjusted and appropriated against the issue price of the Equity Shares. A Warrant exercise price equivalent to the 75% of the issue price of the Equity Shares shall be payable by the Warrant holder(s) at the time of exercising the Warrants.

• Ill) The issue of the Warrants as well as Equity Shares arising from the exercise of the Warrants shall be governed by the regulations and guidelines issued by SEBI or any other statutory authority as the case may be or any modifications thereof.

4

• IV) In the event the Warrant holder(s) does not exercise the Warrants within 18 months from the date of allotment, the Warrants shall lapse and the amount paid shall stand forfeited by the Company.

• V) The Warrants and the Equity Shares allotted pursuant to exercise of such warrants shall be subject to a lock-in for such period as specified under Chapter V of ICDR Regulations.

RESOLVED FURTHER THAT the Board be and is hereby authorised to issue and allot such number of Equity Shares of the Company as may be required to be issued and allotted upon exercise of the option in the Warrants held by the Warrant holders.

RESOLVED FURTHER THAT for the purpose of giving effect to this Resolution, the Board be and is hereby authorised to do all such acts, deeds, matters and things as it may in its absolute discretion deem necessary, desirable and expedient for such purpose, including without limitation, issuing clarifications, resolving all questions of doubt, effecting any modifications or changes to the foregoing(including modification to the terms of the issue), entering into contracts, arrangements, agreements, documents (including for appointment of agencies, intermediaries and advisors for the Issue) and to authorize all such persons as may be necessary, in connection therewith and incidental thereto as the Board in its absolute discretion shall deem fit without being required to seek any fresh approval of the members of the Company and to settle all questions, difficulties or doubts that may arise in regard to the offer, issue and allotment of the Warrants and Equity Shares and listing thereof with the Stock Exchanges as appropriate and utilisation of proceeds of the Equity Shares, take all other steps which may be incidental, consequential, relevant or ancillary in this connection and to effect any modification to the foregoing and the decision of the Board shall be final and conclusive.

RESOLVED FURTHER THAT the Board be and is hereby authorized to delegate all or any of the powers herein conferred to Committee of Directors/ any Director(s)/Company Secretary / any Officer(s) of the Company to give effect to the aforesaid resolution.

2. Grant of Employee Stock Options to Employees of the Company

To consider and if though fit, to pass, with or without modification(s), the following resolution as a Special Resolution:

RESOLVED THAT in accordance with the provisions contained in the Memorandum and Articles of Association and pursuant to the provisions of Section 62, and all other applicable provisions, if any, of the Companies Act, 2013 ( the ‘Act’ ) and the rules made there-under and the provisions contained in the Securities and Exchange Board of India (Share Based Employee Benefits) Regulations, 2014 (the ‘Regulations’) and such other applicable laws (including any statutory modification(s) or re-enactment of the Act or the Regulations, for the time being in force), the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 (‘ Listing Regulations ’), as amended, the Foreign Exchange Management Act, 1999, as amended and other applicable regulations, rules and circulars / guidelines in force, from time to time and subject to such other approvals, permissions and sanctions as may be necessary and subject to such conditions and modifications as may be prescribed or imposed while granting such approvals, permissions and sanctions which may be agreed by the Board of Directors of the Company (hereinafter referred to as ‘the Board’ which term shall deem to include any committees thereof, including the Nomination and Remuneration Committee/Compensation Committee (hereinafter referred to as ‘ the Committee’ ) to exercise its powers, including the powers conferred by this resolution), consent of the Members of the Company be and is hereby accorded to the Board to offer, issue, and allot 1,00,000 (One Lakh) options exercisable into equivalent number of Equity Shares of face value Rs. 10/- each fully paid up, under CCL ESOP Scheme -2021 (‘the

5

Plan’ or ‘the Scheme’) to or to the benefit of such person(s) who are permanent employees of the Company, whether working in India or outside India, and / or to the directors of the Company, whether whole-time or not but excluding an independent director and to such other persons as may be decided by the Board and / or permitted under the regulations (hereinafter referred to as ‘ Eligible Employees ’) but does not include an employee who (a) is a promoter or a person belonging to the promoter group or (b) a director(s) who either himself or through his relative or through anybody corporate, directly or indirectly, holds more than 10% of the outstanding equity shares of the Company, as may be permissible under the Regulations as amended from time to time in one or more tranches on such terms and conditions as may be fixed or determined by the Nomination and Remuneration Committee in accordance with the provisions of the law or regulations issued by the relevant authority.

RESOLVED FURTHER THAT the Board or the Nomination and Remuneration Committee be and is hereby authorized to issue and allot equity shares upon exercise of Options from time to time in accordance with the Scheme and such equity shares shall rank pari passu in all respects with the then existing equity shares of the Company.

RESOLVED FURTHER THAT in case of any corporate action(s) such as rights issues, bonus issues, change in capital structure, merger and sale of division/undertaking or other re-organisation, change in capital and others, the Board be and is hereby authorised to do all such acts, deeds, matters and things as it may deem fit in its absolute discretion and as permitted under applicable laws, so as to ensure the fair and equitable benefits under the Scheme are passed on to the Eligible Employees.

RESOLVED FURTHER THAT in case the equity shares of the Company are either subdivided or consolidated, then the number of equity shares to be allotted and the price of acquisition payable by the option grantees under the Scheme shall automatically stand augmented or reduced, as the case may be, in the same proportion as the present face value of Rs. 10/- per equity share, bears to the revised face value of the equity shares of the Company after such sub-division or consolidation, without affecting any other rights or obligations of the said allottees.

RESOLVED FURTHER THAT the Board be and is hereby authorized to take necessary steps for listing of the Securities allotted under the Plan on the Stock Exchanges as per the provisions of Listing Regulations and other applicable laws and regulations.

RESOLVED FURTHER THAT the Board be and is hereby authorized to make any modification(s), change(s), variation(s), alteration(s) or revision(s) in the terms and conditions of the Plan from time to time including, but not limited to, amendment(s) with respect to vesting period and schedule, exercise price, exercise period, eligibility criteria or to suspend, withdraw, terminate or revise the Plan, in compliance with applicable regulations.

RESOLVED FURTHER THAT for the purpose of giving effect to any creation, offer, issue, allotment of securities, the Board be and is hereby authorized on behalf of the Company to evolve, decide upon and bring in to effect the Scheme and make any modifications, changes, variations, alterations or revisions in the said Scheme from time to time in its sole discretion in conformity with the provisions of the Act, the Memorandum and Articles of Association of the Company and any other applicable laws or to suspend, withdraw or revive the Scheme from time to time as may be specified by any statutory authority and to do all such acts, deeds, matters and things as it may in its absolute discretion deem fit or necessary or desirable for such purpose and with power on behalf of the Company to settle any questions, difficulties or doubts that may arise in this regard without requiring the Board to secure any further consent or approval of the Members of the Company.

6

RESOLVED FURTHER THAT subject to applicable provisions of the Act and other applicable laws, the Board be and is hereby authorised to delegate all or any powers conferred herein, to any committee of directors or chairman or managing director of the Company with a power to further delegate to any executives or officer of the Company to do all such acts, deeds, matters and things as also to execute such documents, writings etc. as may be necessary in this regard.

3. Grant of Employee Stock Options to Employees of Subsidiaries

To consider and if though fit, to pass, with or without modification(s), the following resolution as a Special Resolution:

RESOLVED THAT in accordance with the provisions contained in the Memorandum and Articles of Association and pursuant to the provisions of Section 62, and all other applicable provisions, if any, of the Companies Act, 2013 (the ‘Act’) and the rules made there-under and the provisions contained in the Securities and Exchange Board of India (Share Based Employee Benefits) Regulations, 2014 (‘the Regulations’) and such other applicable laws (including any statutory modification(s) or re-enactment of the Act or the Regulations, for the time being in force) , the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 (‘ Listing Regulations ’), as amended, the Foreign Exchange Management Act, 1999, as amended and other applicable regulations, rules and circulars / guidelines in force, from time to time and subject to such other approvals, permissions and sanctions as may be necessary and subject to such conditions and modifications as may be prescribed or imposed while granting such approvals, permissions and sanctions which may be agreed by the Board of Directors of the Company (hereinafter referred to as ‘ the Board’ which term shall be deemed to include any committees thereof, including the Nomination and Remuneration Committee/Compensation Committee to exercise its powers, including the powers conferred by this resolution), consent of the Members of the Company be and is hereby accorded to the Board to extend the benefits of the ‘CCL ESOP Plan - 2021 (the ‘Plan’ or the ‘Scheme’) referred in Item No. 2 of this notice to the benefit of the permanent employee(s) of any existing and future subsidiary company(ies) of the Company whether in or outside India, as may be permissible under the Regulations from time to time, subject to the overall limits specified under the Plan.

RESOLVED FURTHER THAT the Board or the Nomination and Remuneration Committee be and is hereby authorized to issue and allot equity shares upon exercise of Options from time to time in accordance with the Scheme and such equity shares shall rank pari passu in all respects with the then existing equity shares of the Company.

RESOLVED FURTHER THAT in case of any corporate action(s) such as rights issues, bonus issues, change in capital structure, merger and sale of division/undertaking or other re-organisation, change in capital and others, the Board be and is hereby authorised to do all such acts, deeds, matters and things as it may deem fit in its absolute discretion and as permitted under applicable laws, so as to ensure the fair and equitable benefits under the Scheme are passed on to the eligible employees.

RESOLVED FURTHER THAT in case the equity shares of the Company are either subdivided or consolidated, then the number of equity shares to be allotted and the price of acquisition payable by the option grantees under the Scheme shall automatically stand augmented or reduced, as the case may be, in the same proportion as the present face value of Rs. 10/- per equity share, bears to the revised face value of the equity shares of the Company after such sub-division or consolidation, without affecting any other rights or obligations of the said allottees.

7

RESOLVED FURTHER THAT the Board be and is hereby authorized to take necessary steps for listing of the Securities allotted under the Plan on the Stock Exchanges as per the provisions of Listing Regulations and other applicable laws and regulations.

RESOLVED FURTHER THAT the Board be and is hereby authorized to make any modification(s), change(s), variation(s), alteration(s) or revision(s) in the terms and conditions of the Plan from time to time including, but not limited to, amendment(s) with respect to vesting period and schedule, exercise price, exercise period, eligibility criteria or to suspend, withdraw, terminate or revise the Plan, in compliance with applicable regulations.

RESOLVED FURTHER THAT for the purpose of giving effect to any creation, offer, issue, allotment of securities, the Board be and is hereby authorized on behalf of the Company to evolve, decide upon and bring in to effect the Scheme and make any modifications, changes, variations, alterations or revisions in the said Scheme from time to time in its sole discretion in conformity with the provisions of the Act, the Memorandum and Articles of Association of the Company and any other applicable laws or to suspend, withdraw or revive the Scheme from time to time as may be specified by any statutory authority and to do all such acts, deeds, matters and things as it may in its absolute discretion deem fit or necessary or desirable for such purpose and with power on behalf of the Company to settle any questions, difficulties or doubts that may arise in this regard without requiring the Board to secure any further consent or approval of the Members of the Company.

RESOLVED FURTHER THAT subject to applicable provisions of the Act and other applicable laws, the Board be and is hereby authorised to delegate all or any powers conferred herein, to any committee of directors or chairman or managing director of the Company with a power to further delegate to any executives or officer of the Company to do all such acts, deeds, matters and things as also to execute such documents, writings etc. as may be necessary in this regard.

By order of the Board For Coastal Corporation Limited

Sd/T. Valsaraj Managing Director DIN: 00057558

Registered Office: 15- 1- 37 / 3, Jayaprada Apartments, Nowroji Road, Maharanipeta,Visakapatnam, Andhra Pradesh, 530002 CIN No.L63040AP1981PLC003047

NOTES:

1. The statement pursuant to Section 102(1) of the Companies Act, 2013 with respect to the special business set out in the Notice is annexed.

2. A MEMBER ENTITLED TO ATTEND AND VOTE AT THE MEETING IS ENTITLED TO APPOINT A PROXY TO ATTEND AND VOTE INSTEAD OF HIMSELF/HERSELF AND SUCH PROXY NEED NOT BE A MEMBER OF THE COMPANY.

8

1. The instrument appointing the proxy, duly completed,must be deposited at the Company's Registered Office not less than 48 hours before commencement of the meeting. A proxy form for the EGM is enclosed.

2. Pursuant to Section 105 of the Companies Act,2013 read with the Companies (Management and Administration) Rules, 2014 a person shall not act as proxy for more than fifty (50) members and holding in the aggregate not more than 10% of the total share capital of the Company carrying voting rights. A member holding more than 10% of the total share capital of the Company carrying voting rights may appoint a single person as proxy and such person shall not act as proxy for any other person or shareholder.

3. Corporate members intending to send their authorised representative(s) to attend the meeting are requested to send a certified copy of the Board Resolution authorising their representatives to attend and vote on their behalf at the meeting to the Company.

4. During the period beginning 24 hours before the time fixed for the commencement of the meeting and ending with the conclusion of the meeting, a member would be entitled to inspect the proxies lodged at any time during the business hours of the Company, provided that not less than three days of notice in writing is given to the Company.

7. Voting through electronic means -

A. In compliance with the provisions of Section 108 of the Companies Act, 2013 read with Rule 20 of the Companies (Management and Administration) Rules, 2014 and Regulation 44(1) of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, the Company is pleased to offer e-voting facility to its Members in respect of the businesses to be transacted at the Extra-ordinary General Meeting ('EGM') . The Company has engaged the services of Central Depository Services (India) Limited ('CDSL') as the Authorised Agency to provide e-voting facilities.

B. Members are requested to note that the business may be transacted through electronic voting system and the Company is providing facility for voting by electronic means. It is hereby clarified that it is not mandatory for a Member to vote using the e-voting facility. A Member may avail of the facility at his/her/its discretion, as per the instructions provided herein:

Instructions:

The instructions for members voting electronically are asunder:

(i) The voting period begins on:

The voting period begins on:	The voting period begins on:
E-Voting Start Date & Time		E-Voting End Date &Time
	08.02.2021 at 9.00 A.M	10.02.2021 at 5.00 P.M

During this period members' of the Company, holding shares either in physical form or in dematerialized form, as on the cut-off date 4[th] February, 2021, may

9

cast their vote electronically. The e-voting module shall be disabled by CDSL for voting thereafter.

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

• (iii) The members should log on to the e-voting website www.evotingindia.com.

• (iv) Click on Shareholders I Members.

(v) 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. Members holding shares in Physical Form should enter Folio Number registered with the Company.

• (vi) Next Enter the Image Verification as displayed and Click on Login.

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

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

If you are a first time user follow the steps given below:	If you are a first time user follow the steps given below:
For Members holding shares in Demat Form and Physical Form
PAN	Enter your 10 digit alpha-numeric PAN issued by Income Tax Department. (Applicable for both demat shareholders as well as physical shareholders) Members who have not updated their PAN with the Company/Depository Participant are requested to use the first two letters of their name and 8 digits of client ID or folio number, if folio number is less than 8 digits enter the applicable number of 0's before folio number.
Dividend Bank Details or(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 as mentioned in instruction (v).

10

• (ix) After entering these details appropriately, click on"SUBMIT" tab.

• (x) Members holding shares in physical form will then directly reach the Company selection screen. However, members 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 on 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.

• (xi) For Members holding shares in physical form, the details can be used only for e-voting on there solutions contained in this Notice.

• (xii) Click on the EVSN of "Coastal Corporation Limited"

• (xiii) 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.

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

• (xv) 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.

• (xvi) Once you "CONFIRM" your vote on the resolution, you will not be allowed to modify your vote.

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

• (xviii) If Demat account holder has forgotten the changed 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.

• (xix) Members can also cast their vote using CDSL's mobile app m-Voting available for android based mobiles. The m-Voting app can be downloaded from Google Play Store. Apple and Windows phones users can download the app from the AppStore and the Windows Phone Store respectively. Please follow the instructions as prompted by the mobile app while voting on your mobile.

• (xx) Note for Non - Individual Shareholders and Custodians

• Non-Individual shareholders (i.e. other than Individuals, HUF, NRI etc.) and Custodian are required to log on to www.evotingindia.com and register themselves as Corporates.

11

• 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.

C Any person, who acquires shares of the Company and become Member of the Company after dispatch of the Notice and holding shares as on the cut-off date i.e. 4[th] February, 2021 may follow the same instructions as mentioned above for e-voting.

D. In case you have any queries or issues regardinge-voting, you may refer the Frequently Asked Questions (“FAQs") and e-voting manual available at www.evotingindia.com, under help section or write an email to helpdesk.evoting@cdslindia.com

• E. Mr. Sambhu Prasad, Company Secretary in Practice (Membership No. F8795 and CP No. 11723) has been appointed as the Scrutinizer to scrutinize the remote e-voting process and voting through Ballot paper in the meeting, in a fair and transparent manner.

• F. The Scrutinizer, after scrutinizing the votes cast at the meeting through ballot paper and through remote e-voting, will not later than 48 hours of conclusion of the Meeting, make a consolidated scrutinizer's report and submit the same to the Chairman.

G. In the event of poll, please note that the members who have exercised their right to vote through electronic means as above shall not be eligible to vote by way of poll at the meeting. The poll process shall be conducted and report thereon shall be prepared in accordance with Section 109 of the Act read with relevant rules. In such an event, votes cast under Poll taken together with the votes cast through remote e-voting shall be counted for the purpose of passing of resolution(s). No voting by show of hands will be allowed at the Meeting.

• H. Subject to receipt of sufficient votes, the resolution(s) shall be deemed to be passed at the Extra-ordinary General Meeting of the Company scheduled to be held on Thursday, the 11[th] day of February, 2021. The Results shall be declared within 48 Hours from the conclusion of the meeting. The Results declared along with the Scrutinizer's Report shall be placed on the Company's website, www.coastalcorp.co.in within 48 hours of passing of the Resolution(s) at the meeting and communicated to the Stock Exchanges.

12

1. Members are requested to bring their duly filled Attendance Slip enclosed herewith to attend the meeting along with their copy of Notice.

2. A route map to the venue of the EGM along with prominent landmark for easy location is enclosed.

Explanatory Statement Pursuant to Section 102 of the Companies Act, 2013

Item No. 1

As required under Rule 13(2)(d) of the (Share Capital and Debentures) Rules, 2014 of Companies Act 2013 and regulation 158 of Chapter V of the ICDR Regulations and as per Companies Act, 2013

i) Particulars of the Preferential Issue including date of passing of Board resolution

The Board of Directors at its meeting held on 12[th] January, 2021 had, subject to the approval of the Members and such other approvals as may be required, approved the issuance of Convertible Equity Warrants up to 15,00,000 (Fifteen Lakhs) Convertible Equity Warrants at an issue price ofRs. 187/- (Rupees One hundred and Eighty Seven only ) each aggregating to Rs.28,05,00,000/-(Rupees Twenty Eight Crores Five lakhs Only), for cash, on a preferential basis.

ii) Kinds of securities offered and the price at which security is being offered

The Board of Directors in its meeting held on 12[th] January, 2021, has approved the proposal of making preferential allotment of 15,00,000 (Fifteen lakhs) Warrants to Promoter and Promoter Group at a price of Rs. 187/- (Rupees One hundred and Eighty Seven only ) per Warrant. The above said price is arrived at in accordance with the Chapter V of ICDR Regulations read with SEBI Circular dated 1[st] July, 2020 ("Issue Price") and convertible at the option of Warrant holders in one or more tranches, within 18 (Eighteen) months from the date of allotment, into equal number of fully paid up Equity Shares of the Company of Rs.10/- (Rupees Ten) each.

iii) Objects of the Preferential Issue and aggregate amount proposed to be raised

The Company plans to issue Warrants to Promoter and Promoter Group and proceeds from preferential issue will be utilized for the following purposes:

1. Setting up of 3.6 MVH Solar Power Plant for captive consumption

2. Establishment of a green field sea food processing unit to pre-process shrimps and other sea-food at Kakinada

3. 3.to augment the working capital requirements of the Company and general corporate purposes.

In view of this, it is proposed to raise Rs. 28,05,00,000/-(Rupees Twenty Eight Crores Five lakhs Only), through issue of Warrants on preferential basis to the Promoter and Promoter Group.

(iv) Relevant Date:

The Relevant date as per the ICDR Regulations for the determination of the price per Equity Share pursuant to the preferential allotment is 12[th] January, 2021, (“Relevant Date") (i.e. 30

13

days prior to the date of proposed Extra-ordinary General Meeting which is 11[th] February, 2021), to approve the proposed preferential issue.

(v) Basis on which the price has been arrived at and justification for the price (including premium, if any)

The Equity Shares of the Company are listed on BSE Limited ("BSE") (hereinafter referred to as the "Stock Exchange" ). The Equity Shares are frequently traded in terms of the ICDR Regulations on BSE.

The Company is listed on BSE and the price above is determined on the basis of the quotes available on the BSE, during the preceding 26 weeks prior to the relevant date. For the computation of the price per Equity Shares and in terms of ICDR Regulations the equity shares shall be allotted at a price not less than higher of the following:

a. Average of the weekly high and low of the volume weighted average prices of the Equity Shares of the Company quoted on the exchange, during the twenty six weeks preceding the Relevant Date or

b. Average of the weekly high and low of the volume weighted average prices of the Equity Shares of the Company quoted on the exchange, during the two we eks preceding the Relevant Date.

The minimum price as per the pricing formula prescribed under the ICDR Regulations for the preferential issue of Warrants is Rs. 186.58/- (Rupees One hundred Eighty Six and Fifty Eight Paise Only), being higher of (a) the average of the high and low of the volume weighted average price at the BSE for 26 weeks prior to the relevant date viz. Rs.186.58/(Rupees One hundred Eighty Six and Fifty Eight Paise Only) and (b) the average of the high and low of the volume weighted average price at the BSE for 2 weeks prior to the relevant date viz. Rs. 168.71/- (Rupees One Hundred Sixty Eight and Seventy One Paise Only). The Issue price of the Warrants is Rs. 187/- (Rupees One hundred and Eighty Seven Only)per Warrant which is more than the aforesaid minimum price.

(vi) Intent of the Promoters, Directors or Key Managerial Personnel of the Company to subscribe to the Preferential Issue; contribution being made by the Promoters or Directors either as part of the Preferential Issue or separately in furtherance of the objects

The Convertible Equity Warrants shall be issued to Mr. Thottoli Valsaraj; Ms. Jeeja Valsaraj; Ms. Jayasree K; Ms. Chandana Kambhampati; Ms. Chetana Chukkapalli Mr. Kambhampati Haribabu and Kambhampati Haribabu (HUF), the constituents of Promoter and Promoter Group of the Company. They have indicated their intention to subscribe to the Convertible Equity Warrants on Preferential basis. Other than the above, none of the Directors or Key Managerial Personnel of the Company intends to subscribe to any of the Convertible Equity Warrants on conversion proposed to be issued under the Preferential Issue or otherwise contribute to the Preferential Issue or separately in furtherance of the objects specified herein above.

(vii) Timeframe within which the allotment shall be completed

As required under the ICDR Regulations,the preferential issue/allotment of Warrants shall be completed within a period of 15 days of passing the special resolution or such extended time, as may be approved by the Regulatory Authorities, from the date of approval of the members to the preferential issue, provided that where the said allotment is pending on account of pendency of any approval for such allotment by any Regulatory Authority, the

14

allotment shall be completed within a period of 15 days from the date of receipt of such approval.

(viii) Equity Shareholding Pattern before (as on 31[st] December, 2020) and after the Preferential Issue:

Sl. No.	Particulars	Pre-issue shareholding	Pre-issue shareholding	Post issue shareholding*	Post issue shareholding*
		No. of shares	% to total shareholding	No. of shares	% to total shareholding
A	Promoter and Promoter Group Shareholding
	Individuals	26,68,102	26.24	41,68,102	35.72
	Body Corporate	6,79,288	6.68	6,79,288	5.82
	Total (A)	33,47,390	32.92	48,47,390	41.54
B	Non Promoter shareholding
1.	Institutional	0	0	0	0
2.	Non-institutions
	Individuals
	Individual shareholders holding nominal share capital upto Rs.2 lakhs	18,84,817	18.54	18,84,817	16.16
	Individual shareholders holding nominal share capital in excess of Rs.2 lakhs	44,36,758	43.63	44,36,758	38.02
	Others	4,99,835	4.92	4,99,835	4.28
	Total (B)	68,21,410	67.08	68,21,410	58.46
	Total (A)+ (B)	1,01,68,800	100.00	1,16,68,800	100.00

• The post issue paid-up capital is arrived after considering all the preferential allotment, proposed to be made under this notice and on fully diluted basis.

(ix) Identity of the natural persons who are the ultimate beneficial owners of the shares proposed to be allotted and I or who ultimately control the proposed allottees; the percentage of post preferential issue that may be held by them and change in control, if any, in the Company, consequent to the preferential issue.

There will be no change in the control of the Company consequent to the said preferential issue. The percentage shareholding in the Company by the proposed allottees, pre and post preferential issue is given below:

Sl. No.	Name of the proposed allottee	Category	Pre-allotment shareholding	Pre-Issue Shareholding **% ***	No. of Equity Shares proposed to be allotted	Post Issue Sharehol ding % #	Name of the ultimate beneficiaries/own ers
1	T. Valsaraj	Promoter	5,24,152	5.15	7,75,000	11.13	T. Valsaraj
2	Jeeja Valsaraj	Promoter Group	1,99,200	1.95	1,75,000	3.20	Jeeja Valsaraj
3	Kambhampati Hari Babu	Promoter	6,085	0.59	2,50,000	2.19	Kambhampati Hari Babu
4	Jayasree K	Promoter Group	34,400	0.34	1,00,000	1.15	Jayasree K

15

5	Chandana Kambhampati	Promoter Group	11,200	0.11	10,000	0.18	Chandana Kambhampati
6	Chetana Chukkapalli	Promoter Group	11,200	0.11	1,00,000	0.95	Chetana Chukkapalli
7	Kambhampati Hari Babu(HUF)	Promoter Group	7,81,865	7.68	90,000	7.47	Kambhampati Hari Babu(HUF)

*As per the Register of Members of the Company.

The post issue share holding percentage is arrived after considering all the preferential allotments proposed to be made under this notice and on fully diluted basis.

(x) Lock-in period:

The securities issued and allotted on a preferential basis to the Promoter(s) hereunder will be subject to lock-in as specified under Chapter V of the ICDR Regulations.

(xi) Auditor's Certificate

A copy of the certificate of the Company's Statutory Auditor certifying that the issue is being made in accordance with the requirements of the ICDR Regulations shall be placed before the Members at the Extra-ordinary General Meeting of the Company and the same shall be open for inspection at the registered office of the Company between 11:00 a.m. and 1.00 p.m. on all working days till the date of the Extra-ordinary General Meeting.

(xii) Undertaking by the Company

a) None of the Company, its Directors or Promoter have been declared as wilful defaulter asdefined under the ICDR Regulations. None of its Directors or Promoter is a fugitive economic offender as defined under the ICDR Regulations.

b) The Company is eligible to make the Preferential Allotment to its Promoters under Chapter V of the ICDR Regulations.

c) As the Equity Shares have been listed for a period of more than twenty-six weeks as on the Relevant Date, the provisions of Regulation 164(3) of SEBI ICDR Regulations governing re-computation of the price of shares shall not be applicable.

d) The Company hereby undertakes that it shall re-compute the price of the Equity Shares in terms of the provisions of the ICDR Regulations where it is required to do so, until the amount so payable is not paid within the time stipulated under ICDR Regulations, the Equity Shares and Warrants shall continue to be locked -in till the time such amount is paid by the proposed allottees.

e) The Equity Shares held by the proposed allottees in the Company are in dematerialized form only.

f) No person belonging to the promoters / promoter group has previously subscribed to any warrants of the Company during the last one year.

g) The Company has complied with the applicable provisions of the Companies Act, 2013. The provisions of Section 62 of the Companies Act, 2013 (as amended from time to time) and the ICDR Regulations provide, inter alia, that when it is proposed to increase the issued capital of the Company by allotment of further shares, such shares are required to be first offered to the existing members of the Company for subscription unless the members decideotherwise through a Special Resolution.

16

(xiii) SEBI Takeover code:

In the present case none of the proposed allottees would attract SEBI Takeover Code and therefore they are not under obligation to give open offer to the public except making certain disclosures to Stock Exchange.

(xiv) Other disclosures

a) During the period from 11[th] January, 2020 until the date of Notice of this EGM, the Company has not made any preferential issue of Equity Shares.

b) Report of the registered valuer is not required under the provisions of second proviso to Rule 13(1) of the Companies (Share Capital and Debentures) Rules, 2014 for the proposed Preferential Issue.

c) No member of the promoter group of the Company have sold or transferred any Equity Shares during the six months preceding the Relevant Date.

None of the Directors or Key Managerial Personnel of the Company or their relatives is in any way concerned or interested, financially or otherwise, in the above referred resolution in item No.1 except to the Promoter and Promoter Group.

The Board recommends the Resolution set out at Item No. 1 for your approval.

Item No. 2&3: Grant of Employee Stock Options to Employees of the Company and its Subsidiar(ies)

Employee stock options play a key role in promoting the culture of employee ownership and in attracting, retaining, motivating talented personnel by way of recognising and rewarding them.

Therefore, the Company is intending to issue employee stock options under CCL ESOP Scheme – 2021 (“CCL Scheme – 2021”) to the employees of the Company and its Subsidiaries whether existing or future by enabling them to participate in the ownership of the Company.

The Nomination and Remuneration Committee/Compensation Committee (‘ the Committee ’) at its meeting inter-alia formulated the detailed terms and conditions of the said Scheme which was duly approved by the board of directors of the Company (‘ the Board ’) at its meeting held on 12[th] January, 2021 subject to the approval of the members and the provisions of the Securities and Exchange Board of India (Share Based Employee Benefits) Regulations, 2014, as amended from time to time (the ‘ Regulations ’).

The Company seeks approval of the members for launch of CCL Scheme – 2021 and for grant of stock options to the employees of the Company as may be decided by Board and / or the Committee from time to time in accordance with the provisions of the Companies, Act, 2013 (including rules framed there-under), the Regulations and other applicable laws and regulations.

Disclosure in terms of Regulation 6(2) of the SEBI (Share Based Employee Benefits) Regulations, 2014 as notified by SEBI vide Circular CIR/CFD/POLICY CELL/2/2015 dated June 16, 2015 are as under:

17

A	Brief description of the scheme;	The objective of the Scheme is to attract, motivate and retain appropriate human talent; to create a sense of ownership and participation amongst the employees or otherwise increase their proprietary interest. This will be achieved by the issue of Options to the employees of the Company. 1,00,000 (One Lakh) options exercisable into equivalent number of equity shares of face value Rs. 10 each to the benefit of Eligible Employees on such terms and conditions as may be fixed or determined by the Nomination and Remuneration Committee.
B	The total number of options to be granted;	1,00,000 (One Lakh) options exercisable into equivalent number of equity shares of face value of Rs.10/-each
C	Identification of classes of employees entitled to participate and be beneficiaries in the scheme	(i) A permanent employee of the company who has been working in India or outside India; or (ii) A director of the company, whether a whole-time director or not excluding an independent director (iii) An employee as defined in clauses (i) or (ii) of a subsidiary including a Director, in India or outside India or of a holding company of the Company, but does not include: (a) an employee who is a promoter or a person belonging to the promoter group; or (b) a director who either himself or through his relative or through any body corporate directly or indirectly, holds more than ten percent of the outstanding Equity Shares of the company
d	Requirements of vesting and period of vesting	Vesting of Options would be a function of continued employment with the Company and achievement of performance criteria as specified by the Nomination & Remuneration Committee/Compensation Committee as communicated on Grant of Options. The Options granted shall vest over a period of 5 years in the following manner:  10% of the Options at the end of one year from the date of Grant  15% of the Options at the end of two years from the date of Grant  20% of the Options at the end of three years from the date of Grant  25% of the Options at the end of four years from the date of Grant  30% of the Options at the end of five years from the date of Grant

18

E	Maximum period (subject to regulation 18(1) and 24(1) of the regulations, as the case may be) within which the options shall be vested	The maximum period within which the options shall be vested would be 5 years from the date of grant.
F	Exercise price or pricing formula	The Exercise Price shall be as decided by the Nomination & Remuneration Committee/Compensation Committee subject to a minimum of the face value per share per option. The Exercise Price, as determined by the Compensation Committee will be appropriately specified in the relevant Letter of Grant given to the Grantee at the time of the Grant of Options.
G	Exercise period and process of exercise	The Options Granted to a Grantee shall be capable of being Exercised in part or full within one year from the date of Vesting of the respective Options or such other period as may be determined by the Compensation Committee from time to time. The options would be exercisable by submitting the requisite application form / exercise notice to the Company as the Company may prescribe, subject to conditions for payment of Exercise Price in the manner prescribed by the Compensation Committee. All the participants in the Scheme shall deliver a written notice of exercise, in the prescribed form, to the Nomination and Remuneration Committee on or before the expiry of the exercise period.
H	The appraisal process for determining the eligibility of employees for the scheme	The appraisal process shall include evaluation of an employee based on one or more criteria for determining eligibility of the employees to be granted options, including but not limited to the following: i Work related or academic performance of the employee ii Length of service iii Potential of the employee to contribute to the Company’s / Subsidiary(ies) performance iv Position held v The extent of contribution made by the employee towards business results, achievement of medium to long term performance plans, processes, and customer satisfaction or employee satisfaction. vi difficulty in replacement. vii High risk of losing the employee to competition
I	Maximum number of options to be	The number of Options that may be granted

19

	issued per employee and in aggregate	to any specific employee of the Company or of its subsidiary company(ies) under the Plan, in any financial year and in aggregate under the CCL Scheme - 2021 shall be less than 1% of the issued Equity Share Capital (excluding outstanding warrants and conversions) of the Company.
J	Maximum quantum of benefits to be provided per employee under the scheme;	The maximum quantum of benefits to be provided per employee shall be equal to the difference between the exercise price and market price as on date of exercise date.
K	Whether the scheme is to be implemented and administered directly by the company or through a trust	Scheme to be implemented and administered directly by the Company.
L	Whether the scheme(s) involves new issue of shares by the company or secondary acquisition by the trust or both	The scheme involves new issue of shares of the Company.
M	The amount of loan to be provided for implementation of the scheme(s) by the company to the trust, its tenure, utilization, repayment terms, etc.	Not applicable
N	Maximum percentage of secondary acquisition (subject to limits specified under the regulations) that can be made by the trust for the purposes of the scheme;	Not applicable
O	Confirmation with accounting policies	The Company shall follow the 'Guidance Note on Accounting for Employee Share-based Payments' and/or any relevant Accounting Standards as may be prescribed by the Institute of Chartered Accountants of India from time to time, including the disclosure requirements prescribed therein.
P	The method which the company shall use to value its options;	The company shall use fair value methodfor the valuation of the options granted.

The equity shares allotted pursuant to the exercise of the Options shall be listed on the Stock Exchanges where the Company’s Equity Shares are listed and necessary applications will be made to those Stock Exchanges in this behalf.

In terms of Regulation 6(1) of the Regulations, any Employees Stock Option Scheme must be approved by way of a special resolution. Further as the Scheme will entail further shares to be offered to persons other than existing members of the Company, consent of the Members is required for issue of the equity shares and / or instruments entitling the holder to subscribe to or purchase equity shares, in terms of the provisions of Section 62(1)(b) of the Companies Act, 2013.

Regulation 6(3)(c) of the Securities and Exchange Board of India (Share Based Employee Benefits) Regulations, 2014 requires that a separate resolution is required to be passed if the benefits of the Scheme are to be extended to eligible employees of the subsidiary companies.

20

A draft copy of the CCL ESOP Scheme - 2021 will be made available for inspection electronically on all working days between 10.00 AM to 01.00 PM upto the date of closing of e-voting.

The options to be granted / shares to be issued under the Scheme shall not be treated as an offer or invitation made to public for subscription in the securities of the Company.

None of the Directors or Key Managerial Personnel of the Company is, in any way, concerned or interested in the resolutions, except to the extent of their shareholding in the Company or the options, which may be granted to them pursuant to the Plan.

The Board accordingly recommends the resolutions as set out in Item no. 2&3 of the Notice for approval of members.

By order of the Board For Coastal Corporation Limited

Sd/T. Valsaraj Managing Director DIN: 00057558

Registered Office: 15- 1 - 37 / 3, Jayaprada Apartments, Nowroji Road, Maharanipeta,Visakapatnam, Andhra Pradesh, 530002 CIN No.L63040AP1981PLC003047

Date: 12th January, 2021

21

COASTAL CORPORATION LIMITED CIN No. L63040AP1981PLC003047

15- 1- 37 / 3, Jayaprada Apartments, Nowroji Road, Maharanipeta, ;Visakhapatnam, Andhra Pradesh, 530002 Tel. No.0891-2567118; Email:cclinvestors@gmail.com; Website : www.coastalcorp.co.in

PROXY FORM

[Pursuant to Section 105(6) of the Companies Act, 2013 read along with Rule 19(3) of the Companies (Management and Administration) Rules, 2014 and Regulation 44 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015]

Name of the Member(s) : .....................................................................................................................................................................

Registered address: ...........…………………………………………………………………….................…………………....... ……………………………………….................………………….......E-mail Id: ...........…………………………….......................

Folio No.: …….....………..........……………….. DP Id No.……………...…......… Client Id No.……………………………

• Applicable for investors holding shares in electronic form.

I / We, being the Member(s) holding ……………………………………………… Shares of Coastal Corporation Limited, hereby appoint:

1. Name: ………………...........................…………….................………E-mail Id: .........…………………………………… Address: ……………………………….....................................................………………………………………………….. Signature: ……………………………………………………………or failing him/her

2. Name: ………………...........................…………….................………E-mail Id: .........…………………………………… Address: ……………………………….....................................................………………………………………………….. Signature: ……………………………………………………………or failing him/her

3. Name: ………………...........................…………….................………E-mail Id: .........…………………………………… Address: ……………………………….....................................................………………………………………………….. Signature: ……………………………………………………………or failing him/her

as my/our proxy to attend and vote (on a poll) for me/us and on my/our behalf at the Extra-Ordinary General Meeting of the Company to be held on Thursday, 11th February, 2021 at 10.00a.m. at the registered office of the Company i.e. 15- 1- 37 / 3, Jayaprada Apartments, Nowroji Road, Maharanipeta,Visakhapatnam, Andhra Pradesh, 530002 and at any adjournment thereof in respect of such resolutions as are indicated hereinafter:

Sl.No.	Resolution(S) (Special Resolutions)	Vote	Vote
		For	Against
1.	Issue of Convertible Equity Warrants on preferential basis to Promoter(s)
2.	Grant of Employee Stock Options to Employees of the Company
3.	Grant of Employee Stock Options to Employees of the Subsidiaries
Signed this ___day of ____2021		Affix Revenue Stamp

Signature of Member Signature of Proxy holder Signature of the shareholder across revenue stamp

NOTES:

1. A Member may vote ‘For’ or ‘Against’ each resolution. Please put a  in the appropriate column either ‘For’ or ‘Against’ the respective resolutions. If you leave the ‘For’ or ‘Against’ column blank in respect of any or all the resolutions, your Proxy will be entitled to vote in the manner as he/she thinks appropriate.

2. A Proxy need not be a Member of the Company. Pursuant to the provisions of Section 105 of the Companies Act, 2013, a person can act as proxy on behalf of not more than fifty Members and holding in aggregate not more than ten percent of the total Share Capital of the Company. Members holding more than ten percent of the total Share Capital of the Company may appoint a single person as proxy, who shall not act as proxy for any other Member.

3. This Form in order to be effective should be duly completed and deposited at the Registered Office of the -

Company at 15-1 37/3, Jayaprada Apartments, Nowroji Road, Maharanipeta, Visakhapatnam, Andhra Pradesh, 530002, not less than 48 hours before the commencement of the Meeting.

1. Those Members who have multiple folios with different joint holders may use copies of this Proxy Form.

22

COASTAL CORPORATION LIMITED CIN No. L63040AP1981PLC003047

15- 1- 37 / 3, Jayaprada Apartments, Nowroji Road, Maharanipeta, Visakhapatnam, Andhra Pradesh, 530002 Tel. No.0891-2567118

Email:cclinvestors@gmail.com ; Website : www.coastalcorp.co.in

---

Attendance Slip

(To be presented at the entrance)

Shareholders attending the Meeting in person or by Proxy are requested to complete the attendance slip and hand it over at the entrance of the meeting hall.

I hereby record my presence at the EXTRA-ORDINARY GENERAL MEETING of the Company to be held at the Registered Office of the Company at 15 - 1- 37 / 3, Jayaprada Apartments, Nowroji Road, Maharanipeta, Visakhapatnam, Andhra Pradesh, 530002, at 10 a.m. on Thursday, the 11[th] February, 2021.

…………………………………………… ..........……………………. Full name of the Shareholder Signature (In block capitals)

Folio No . …………………………………. /DP ID No. ………………………………& Client ID No.**

…………………………..

• Applicable for members holding shares in electronic form.

……………………………………………………. ……………………. Full name of Proxy (In block capitals)

NOTE: Shareholder/Proxy holder desiring to attend the meeting should bring his copy of the ExtraOrdinary General Meeting Notice for reference at the meeting

23

Route Map

==> picture [452 x 635] intentionally omitted <==

24