Consolidated Construction Consortium Ltd - Proxy Solicitation & Information Statement 2024

CCCL/NSE/BSE/76/2024-25

Sep 20, 2024

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	The Manager, National Stock Exchange of India Limited Listing Department Exchange Plaza, Bandra-Kurla complex Bandra (E), Mumbai – 400051. Trading Symbol: CCCL	The Deputy General Manager, Department of Corporate Services, Bombay Stock Exchange Limited, 23rdFloor, PJ Towers, Dalal Street, Mumbai-400 001. Scrip code: 532902

Sirs/Madam

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

Pursuant to Regulation 30 of SEBI Listing Regulations read with Schedule-lll of the said Regulations, please find enclosed herewith a copy of the Notice of Postal Ballot dated September 19, 2024, seeking approval of the Members of the Company through Postal Ballot (remote evoting only) for the Special Business(es) set out in the Notice.
In accordance with the relevant circulars issued by the Ministry of Corporate Affairs, the said Notice of Postal Ballot is being sent only through electronic mode to those Members whose names appear in the Register of Members/List of Beneficial Owners as on Thursday, September 19, 2024 ("cut-off date") and who have registered their email addresses with Depository Participant(s) or with M/s. Kfin Technologies Limited (KFintech), Registrar and Share Transfer Agent of the Company. In light of the MCA Circulars, physical copies of the Postal Ballot Notice along with postal ballot forms and pre-paid business reply envelope are not being sent to the Members.
In compliance with the provisions of sections 108 and 110 of the companies Act, 2013 read with relevant rules made thereunder and Regulation 44 of the Listing Regulations, the Company is offering e-voting facility which will enable the members to cast their votes electronically. The Company has engaged the services of M/s. KFin Technologies Limited ("KFintech"), Registrar and Transfer Agent of the Company to provide the electronic voting facility. The Company has appointed Mr N. Balachandran, Practicing Company Secretary, as Scrutinizer for remote e-voting.
The remote e-voting period will commence from 9:00 a.m. (IST) on Saturday, September 21, 2024 and ends on 5:00 p.m. (IST) on Sunday, 20[th] October, 2024, both days inclusive. The voting right of shareholders shall be in proportion to their share in the paid-up equity share capital of the Company as on the cutoff date, Thursday, September 19, 2024.

Kindly take the above on record.

For Consolidated Construction Consolidated Limited

Niranjan Chandrashekar Niranjan Chandrashekar Digitally signed by Niranjan Chandrashekar DN: c=IN, o=Personal, pseudonym=e84b7079f46c403f98e2a87a1fc58dbf, 2.5.4.20=7bdbe6952b73ffe0e5c4fec71d4f05be1959bff11befb87b3e054e97627d4e30, postalCode=600091, st=Tamil Nadu, serialNumber=c5a2859e6cde03f1da5f20d4cb781f39cc92f3ce0e07202fa756d7043f97ce6c, cn=Niranjan Chandrashekar Date: 2024.09.20 19:55:55 +05'30' Company Secretary A 43249

Registered Office:# 8/33, Padmavathiyar Road, Jeypore Colony, Gopalapuram, Chennai - 600 086 Ph: 044-23454500 E-mail: [email protected], URL: www.ccclindia.com

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CIN: L45201TN1997PLC038610 PAN: AAACC4214B GST: 33AAACC4214B3ZJ Regional Offices: Bangalore Chennai Hyderabad New Delhi

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POSTAL BALLOT NOTICE

Pursuant to Section 110 of the Companies Act, 2013 read with Rule 22 of the Companies (Management and Administration) Rules, 2014

Dear Member(s),

NOTICE is hereby given pursuant to Section 108 and Section 110 of the Companies Act, 2013 (“Act”) and other applicable provisions, if any, of the Act read with Rule 20 and Rule 22 of the Companies (Management and Administration) Rules, 2014 (“Rules”), as amended from time to time, Regulation 44 of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 (hereinafter referred to as the “SEBI Listing Regulations”) and Secretarial Standard-2 on General Meetings issued by The Institute of Company Secretaries of India (‘SS-2’), each as amended read with the General Circular No. 14/2020 dated April 8, 2020, General Circular No. 17/2020 dated April 13, 2020, General Circular No.22/2020 dated June 15, 2020, General Circular No. 33/2020 dated September 28, 2020, General Circular No. 39/2020 dated December 31, 2020, General Circular No. 10/2021 dated June 23, 2021, General Circular No. 20/2021 dated December 08, 2021 and General Circular No. 3/ 2022 dated May 05 2022, General Circular No. 11/2022 dated December 28, 2022 and General Circular No. 09/2023 dated September 25, 2023 issued by the Ministry of Corporate Affairs (“MCA”) (hereinafter collectively referred to as “MCA Circulars”), that the Resolutions appended below for seeking approval from the Members of the Company by means of Postal Ballot, only by way of remote e-voting process (‘e-voting’) ,being provided by the Company to all its Members to cast their votes electronically.

In compliance with the aforesaid MCA Circulars, this Postal Ballot Notice is being circulated only by electronic mode to those members whose name appear on the Register of Members/List of Beneficial Owners as on September 19, 2024 being the cut-off date for the purpose and to those Members whose e- mail addresses are registered with KFin Technologies Limited (KFin), the Company’s Registrar and Share Transfer Agent or Depository Participants. The communication of assent or dissent of the Members would take place only through the remote e-voting system. Those members who have not registered their e-mail addresses are requested to register the same by following the procedure set out in the notes to this Postal Ballot Notice.

As required under the provisions of Sections 108, 110 and other applicable provisions, if any, of the Act and the rules as applicable in that regard and Regulation 44 of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015, the Company is providing e-voting facility through National Securities Depository Limited (NSDL) and Central Depository Services (India) Limited (CDSL). Members are requested to read the instructions in the Notes in this Postal Ballot Notice so as to cast their vote electronically.

The Board of Directors of your Company at its meeting held on September 19 ,2024, has appointed N. Balachandran, Practicing Company Secretary, Chennai (Membership No. 5113 and CoP No. 3200) as the Scrutinizer to conduct the Postal Ballot through remote e-voting process in a fair and transparent manner.

Registered Office:# 8/33, Padmavathiyar Road, Jeypore Colony, Gopalapuram, Chennai - 600 086 Ph: 044-23454500 E-mail: [email protected], URL: www.ccclindia.com

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CIN: L45201TN1997PLC038610 PAN: AAACC4214B GST: 33AAACC4214B3ZJ Regional Offices: Bangalore Chennai Hyderabad New Delhi

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The voting period begins on Saturday, Sep 21, 2024 (9.00 a.m. IST) and ends on Sunday, Oct 20, 2024 (5.00 p.m. IST). The Scrutinizer will submit the report to Mr. S. Sivaramakrishnan, Managing Director or Mr. Niranjan Chandrashekar, Company Secretary of the Company upon completion of the scrutiny of the votes cast through remote e-voting. The results of the Postal Ballot will be announced on or before 5.00 p.m. (IST) on Tuesday, October 22, 2024.

The said results along with the Scrutinizer’s Report would be intimated to BSE Limited and National Stock Exchange of India Limited, where the Equity Shares of the Company are listed. Additionally, the results will also be uploaded on the Company’s website https://www.ccclindia.com and on the website of National Securities Depository www.evoting.nsdl.com and Central Depository Services Limited (“CDSL”) www.evotingindia.com.

The last date of the e-voting shall be the date on which the resolution shall be deemed to have been passed, if approved by the requisite majority. The proposed resolutions requiring consent of Members through Postal Ballot are as under:

Special Businesses:

Item No. 1: To approve Loan Agreement entered between the Company and the Promoter .

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

“RESOLVED THAT the Loan Agreement entered between the Promoter and the Company as approved by the Board of Directors of the Company at their meeting held on November 15, 2013 for settlement of dues of promoters by conversion of Unsecured Loan into Equity, a copy of which agreement duly initialled by the Chairman is available for inspection, be and is hereby approved.

RESOLVED FURTHER THAT subject to applicable provisions of the Act and other applicable laws, the Board be and is hereby severally authorized to do all such acts, deeds, matters and things as also to execute such documents, writings etc. as may be necessary in this regard.”

Item No. 2: Issuance of Equity Shares to Mr. S. Sivaramakrishnan- Promoter on a Preferential Basis pursuant to conversion of Unsecured Loan .

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

Registered Office:# 8/33, Padmavathiyar Road, Jeypore Colony, Gopalapuram, Chennai - 600 086 Ph: 044-23454500 E-mail: [email protected], URL: www.ccclindia.com

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CIN: L45201TN1997PLC038610 PAN: AAACC4214B GST: 33AAACC4214B3ZJ Regional Offices: Bangalore Chennai Hyderabad New Delhi

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Regulations, 2018, as amended (the “ SEBI (ICDR) Regulations ”), Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015, as amended (the “SEBI Listing Regulations ”), Securities & Exchange Board of India (Substantial Acquisition of Shares & Takeovers) Regulations, 2011 (“ SEBI Takeover Regulations ”) and any other applicable laws, rules and regulations, circulars, notifications, clarifications, guidelines issued by the Government of India, the Securities and Exchange Board of India (“ SEBI ”), BSE Limited ( “BSE” ) and National Stock Exchange of India Limited ( “NSE” ), stock exchanges where the shares of the Company are listed (“ Stock Exchanges ”), or any other authority/body and enabling provisions in the Memorandum and Articles of Association of the Company, and subject to necessary approvals, sanctions, permissions of appropriate statutory/regulatory and/or other authorities and persons, if applicable and subject to such conditions and modifications as may be prescribed by any of them while granting such approvals/ sanctions/permissions and/or consents, if any, and 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 committee(s), which the Board has constituted or may constitute to exercise its powers, including the powers conferred on the Board by this resolution), approval of the shareholders of the Company be and is hereby accorded, for conversion of Unsecured Loan into Equity shares to create, offer, allot and issue upto a maximum of 1,77,23,809 fully paid up Equity Shares of the Company having a face value of Rs. 2/- (Rupees Two only) each (“ Equity Shares ”), to Mr. S Sivaramakrishnan, Promoter (“ Proposed Allottee ”) for cash at an issue price of Rs. 10.50/- (Rupees Ten and Fifty Paisa only) per equity share (including a premium of Rs. 8.50/- (Rupees Eight and Fifty Paisa only) per equity share aggregating upto Rs. 18,60,99,994.50/- (Rupees Eighteen Crore Sixty Lakh Ninety Nine Thousand Nine Hundred Ninety Four and Fifty Paisa only), being the price determined in accordance with Chapter V of SEBI (ICDR) Regulations and in such form and manner and in accordance with the provisions of SEBI (ICDR) Regulations or other applicable laws and on such terms and conditions as are stipulated in the explanatory statement hereto and as may be determined by the Board in its absolute discretion in accordance with SEBI (ICDR) Regulations and other applicable law;

RESOLVED FURTHER THAT in accordance with the provision of Chapter V of the SEBI (ICDR) Regulations, the “Relevant Date” for the purpose of determination of the floor price for the subscription of preferential issue of Equity Shares to be issued and allotted as above as per ICDR regulations and other applicable laws be and is hereby fixed as Friday, September 20, 2024, being the date 30 days prior to the last date for remote e-voting for Postal Ballot (on which date this resolution, if approved by the requisite majority through Postal Ballot, will be deemed to be passed) i.e. Sunday, October 20, 2024.

RESOLVED FURTHER THAT without prejudice to the generality of the above, the issue of Equity Shares shall be subject to the following terms and conditions apart from others as prescribed under applicable laws:

a. The Equity Shares so allotted to the proposed allottee under this resolution shall not be sold, transferred, hypothecated or encumbered in any manner during the period of lock-in provided under SEBI ICDR Regulations except to the extent and in the manner permitted there under;

Registered Office:# 8/33, Padmavathiyar Road, Jeypore Colony, Gopalapuram, Chennai - 600 086 Ph: 044-23454500 E-mail: [email protected], URL: www.ccclindia.com

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CIN: L45201TN1997PLC038610 PAN: AAACC4214B GST: 33AAACC4214B3ZJ Regional Offices: Bangalore Chennai Hyderabad New Delhi

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b. The allotment of Equity Shares pursuant to this resolution shall be completed within a period of 15 days from the passing of this resolution, provided that, where the allotment pursuant to this resolution 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 receipt of last of such approval(s);
c. The pre-preferential shareholding of the proposed allottee under this resolution shall not be sold, transferred, pledged or encumbered in any manner during the period of lock-in provided under SEBI (ICDR) Regulations, except to the extent and in the manner permitted thereunder;
d. Allotment of Shares shall only be made in dematerialized form; and
e. Equity Shares shall be subject to lock-in for such period that may be prescribed under the SEBI ICDR Regulations, 2018.

RESOLVED FURTHER THAT the equity shares to be allotted in terms of this resolution shall be made fully paid up at the time of allotment and shall rank pari-passu with the existing equity shares of the Company in all respects and that the Equity Shares so allotted shall be entitled to the dividend declared, if any, including other corporate benefits, if any, for which the book closure or the record date falls subsequent to the allotment of Equity Shares. The issue and allotment of Equity Shares be subject to the requirements of all applicable laws and shall be subject to the provisions of the Memorandum of Association and Articles of Association of the Company and be listed on BSE & NSE where the equity share of the Company are currently listed.

RESOLVED FURTHER THAT the Board be and is hereby authorized to make an offer to the proposed allottees through private placement offer letter in Form PAS-4 as prescribed under the Companies Act after passing of this resolution with a stipulation that the allotment would be made only upon receipt of inprincipal approval from the Stock Exchanges i.e. BSE Limited and National Stock Exchange of India Limited and receipt of the consideration as aforesaid and within the timelines prescribed under the applicable laws;

Registered Office:# 8/33, Padmavathiyar Road, Jeypore Colony, Gopalapuram, Chennai - 600 086 Ph: 044-23454500 E-mail: [email protected], URL: www.ccclindia.com

CIN: L45201TN1997PLC038610 PAN: AAACC4214B GST: 33AAACC4214B3ZJ Regional Offices: Bangalore Chennai Hyderabad New Delhi

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the credit of such Equity Shares to the respective dematerialized securities account of the proposed allottee, and to delegate all or any of the powers conferred by the aforesaid resolutions on it to any committee of Directors or any Director(s) or officer(s) of the Company and to revoke and substitute such delegation from time to time, as deemed fit by the Board, to give effect to the above resolutions and also to initiate all necessary actions for and to settle all questions, difficulties, disputes or doubts whatsoever that may arise, including without limitation in connection with the issue and utilization of proceeds thereof, and take all steps and decisions in this regard.

RESOLVED FURTHER THAT Mr. R. Sarabeswar- Chairman (DIN: 00435318) and/or Mr. Niranjan Chandrashekar -, Company Secretary of the Company, be and are hereby severally authorized to carry out all the necessary formalities and deeds including but not limited to intimation to Stock Exchanges, Filing with Ministry of Corporate Affairs as may be required for the aforesaid resolutfon(s) and to do all acts, deeds and things as may be necessary to give effect to the aforesaid resolution(s).”

Item No. 3: Issuance of Equity Shares to Mr. R. Sarabeswar - Promoter on a Preferential Basis pursuant to conversion of Unsecured Loan .

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

“ RESOLVED THAT pursuant to the provisions of Sections 23, 42, 62(1)(c) and other applicable provisions, if any, of the Companies Act, 2013 read with the Companies (Prospectus and Allotment of Securities) Rules, 2014 and the Companies (Share Capital and Debentures) Rules, 2014, as amended, the provisions of the Securities and Exchange Board of India (Issue of Capital and Disclosure Requirements) Regulations, 2018, as amended (the “ SEBI (ICDR) Regulations ”), Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015, as amended (the “SEBI Listing Regulations ”), Securities & Exchange Board of India (Substantial Acquisition of Shares & Takeovers) Regulations, 2011 (“ SEBI Takeover Regulations ”) and any other applicable laws, rules and regulations, circulars, notifications, clarifications, guidelines issued by the Government of India, the Securities and Exchange Board of India (“ SEBI ”), BSE Limited ( “BSE” ) and National Stock Exchange of India Limited ( “NSE” ), stock exchanges where the shares of the Company are listed (“ Stock Exchanges ”), or any other authority/body and enabling provisions in the Memorandum and Articles of Association of the Company, and subject to necessary approvals, sanctions, permissions of appropriate statutory/regulatory and/or other authorities and persons, if applicable and subject to such conditions and modifications as may be prescribed by any of them while granting such approvals/ sanctions/permissions and/or consents, if any, and 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 committee(s), which the Board has constituted or may constitute to exercise its powers, including the powers conferred on the Board by this resolution), , approval of the shareholders of the Company be and is hereby accorded, for conversion of Unsecured Loan into equity shares to create, offer, allot and issue upto a maximum of 1,74,13,382 fully paid up Equity Shares of the Company having a face value of Rs. 2/- (Rupees Two only) each (“ Equity Shares ”), to Mr. R Sarabeswar,

Registered Office:# 8/33, Padmavathiyar Road, Jeypore Colony, Gopalapuram, Chennai - 600 086 Ph: 044-23454500 E-mail: [email protected], URL: www.ccclindia.com

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CIN: L45201TN1997PLC038610 PAN: AAACC4214B GST: 33AAACC4214B3ZJ Regional Offices: Bangalore Chennai Hyderabad New Delhi

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Promoter (“ Proposed Allottee ”) for cash at an issue price of Rs. 10.50/- (Rupees Ten and Fifty Paisa only) per equity share (including a premium of Rs. 8.50/- (Rupees Eight and Fifty Paisa only) per equity share aggregating upto Rs. 18,28,40,511/- (Rupees Eighteen Crore Twenty Eight Lakh Forty Thousand Five Hundred Eleven only), being the price determined in accordance with Chapter V of SEBI (ICDR) Regulations and in such form and manner and in accordance with the provisions of SEBI (ICDR) Regulations or other applicable laws and on such terms and conditions as are stipulated in the explanatory statement hereto and as may be determined by the Board in its absolute discretion in accordance with SEBI (ICDR) Regulations and other applicable law;

a. The Equity Shares so allotted to the proposed allottee under this resolution shall not be sold, transferred, hypothecated or encumbered in any manner during the period of lock-in provided under SEBI ICDR Regulations except to the extent and in the manner permitted there under;
b. The allotment of Equity Shares pursuant to this resolution shall be completed within a period of 15 days from the passing of this resolution, provided that, where the allotment pursuant to this resolution 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 receipt of last of such approval(s);
c. The pre-preferential shareholding of the proposed allottee under this resolution shall not be sold, transferred, pledged or encumbered in any manner during the period of lock-in provided under SEBI (ICDR) Regulations, except to the extent and in the manner permitted thereunder;
d. Allotment of Shares shall only be made in dematerialized form; and
e. Equity Shares shall be subject to lock-in for such period that may be prescribed under the SEBI ICDR Regulations, 2018.

Registered Office:# 8/33, Padmavathiyar Road, Jeypore Colony, Gopalapuram, Chennai - 600 086 Ph: 044-23454500 E-mail: [email protected], URL: www.ccclindia.com

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CIN: L45201TN1997PLC038610 PAN: AAACC4214B GST: 33AAACC4214B3ZJ Regional Offices: Bangalore Chennai Hyderabad New Delhi

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RESOLVED FURTHER THAT approval of the shareholders be and is hereby accorded to do all such acts, deeds, matters and things as it may in its absolute discretion deem necessary or desirable to give effect to the above resolutions, including without limitation to issue and allot Equity Shares, to issue certificates/clarifications on the issue and allotment of Equity Shares, entering into contracts, arrangements, agreements, memoranda, documents to give effect to the resolutions above (including for appointment of agencies, consultants, intermediaries and advisors for managing issuance, listing and trading of Equity Shares), including making applications to Stock Exchange for obtaining of in-principle approval, filing of requisite documents with the Registrar of Companies (ROC), National Securities Depository Limited (NSDL), Central Depository Services (India) Limited (CDSL) and/ or such other authorities as may be necessary for the purpose, seeking approvals from lenders (where applicable), to take all such steps as may be necessary for the admission of the Equity Shares with the depositories, viz. NSDL and CDSL and for the credit of such Equity Shares to the respective dematerialized securities account of the proposed allottee, and to delegate all or any of the powers conferred by the aforesaid resolutions on it to any committee of Directors or any Director(s) or officer(s) of the Company and to revoke and substitute such delegation from time to time, as deemed fit by the Board, to give effect to the above resolutions and also to initiate all necessary actions for and to settle all questions, difficulties, disputes or doubts whatsoever that may arise, including without limitation in connection with the issue and utilization of proceeds thereof, and take all steps and decisions in this regard.

RESOLVED FURTHER THAT Mr. S. Sivaramakrishnan - Managing Director (DIN: 00431791) and/or Mr. Niranjan Chandrashekar -, Company Secretary of the Company, be and are hereby severally authorized to carry out all the necessary formalities and deeds including but not limited to intimation to Stock Exchanges, Filing with Ministry of Corporate Affairs as may be required for the aforesaid resolution(s) and to do all acts, deeds and things as may be necessary to give effect to the aforesaid resolution(s).”

Registered Office:# 8/33, Padmavathiyar Road, Jeypore Colony, Gopalapuram, Chennai - 600 086 Ph: 044-23454500 E-mail: [email protected], URL: www.ccclindia.com

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CIN: L45201TN1997PLC038610 PAN: AAACC4214B GST: 33AAACC4214B3ZJ Regional Offices: Bangalore Chennai Hyderabad New Delhi

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EXPLANATORY STATEMENT PURSUANT TO SECTION 102 OF THE COMPANIES ACT, 2013 IN RESPECT OF THE SPECIAL BUSINESS TO BE TRANSACTED:

Item No. 1, 2 & 3

The Company has availed financial assistance aggregating to Rs. 36,89,40,516/- (Rupees Thirty-Six Crores Eighty-Nine Lakh Forty Thousand Five Hundred and Sixteen only) on various dates, considering the financial position of the Company prevailing during the previous years, from the promoters, Mr. R. Sarabeswar and Mr. S. Sivaramakrishnan, as a Unsecured Loan.

The Board of Directors at its meeting held on September 19, 2024, had taken the said agreement on record and recommended the same for shareholders’ approval.

Pursuant to terms and conditions of the loan agreement, and in order to reduce the overall debt burden of the Company and improve the financial health of the Company, the board has resolved to settle the unsecured loan of Rs. 36,89,40,505.50/- (Rupees Thirty Six Crore Eighty Nine Lakh Forty Thousand Five Hundred Five and Fifty Paisa only) by way of conversion of the unsecured loan into equity shares of the Company, i.e., by way of issuance of 1,77,23,809 fully paid up equity shares of the Company having a face value of Rs. 2/- (Rupees Two only) each to Mr. S. Sivaramakrishnan, for cash at an issue price of Rs. 10.50/(Rupees Ten and Fifty Paisa only) per equity share (including a premium of Rs. 8.50/- (Rupees Eight and Fifty Paisa only) per equity share aggregating upto Rs. 18,60,99,994.50/- (Rupees Eighteen Crore Sixty Lakh Ninety Nine Thousand Nine Hundred Ninety Four and Fifty Paisa only) and issuance of 1,74,13,382 fully paid-up equity shares of the Company having a face value of Rs. 2/- (Rupees Two only) each to Mr. R. Sarabeswar, for cash at an issue price of Rs. 10.50/- (Rupees Ten and Fifty Paisa only) per equity share (including a premium of Rs. 8.50/- (Rupees Eight and Fifty Paisa only) per equity share aggregating upto Rs. 18,28,40,511/- (Rupees Eighteen Crore Twenty Eight Lakh Forty Thousand Five Hundred Eleven only), subject to the approval of the shareholders through Postal Ballot.

The details of unsecured loan proposed to be converted into Equity Shares of the Company are as under:

Name of the Promoter/Promoter group	Amount of Unsecured Loan converted into equity	Category before allotment of Equity	Category after allotment of Equity
Mr. S Sivaramakrishnan	18,60,99,994.50	Promoter	Promoter
Mr. R Sarabeswar	18,28,40,511	Promoter	Promoter

Registered Office:# 8/33, Padmavathiyar Road, Jeypore Colony, Gopalapuram, Chennai - 600 086 Ph: 044-23454500 E-mail: [email protected], URL: www.ccclindia.com

CIN: L45201TN1997PLC038610 PAN: AAACC4214B GST: 33AAACC4214B3ZJ Regional Offices: Bangalore Chennai Hyderabad New Delhi

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The proposed Preferential Issue shall be made in terms of provisions of Chapter V of the SEBI (ICDR) Regulations, 2018, and applicable provisions of the Companies Act, 2013. The said proposal has been considered and approved by the Board in their meeting held on Thursday, September 19, 2024.

The approval of the members of the Company is accordingly being sought by way of a ‘Special Resolution’ under Sections 42, and 62(1)(c) of the Companies Act, 2013, read with the rules made thereunder, and Regulation 160 of the SEBI (ICDR), Regulations, 2018.

The details of the issue and other particulars as required in terms of Rule 14(1) of the Companies (Prospectus and Allotment of Securities) Rules, 2014 and Regulation 163 of the SEBI (ICDR), Regulations are set forth below:

The information pertaining to the proposed allotment of equity share to Mr. S Sivaramakrishnan is stated below:

I. Objects of the Preferential Issue

To increase the net worth of the Company and enhance the capital adequacy and reduce the debt of the Company, it is proposed to convert the outstanding unsecured loan of the existing promoter into fully paid up Equity Shares of the Company.
To improve the net worth and enable leveraging on the debt- equity ratio, which will eventually increase the stakeholders value.
To improve the financial health and assist in the future growth and strategic initiative of the company.

II. Monitoring of Utilization of Funds

Since the issue size for the issue of Equity Shares does not exceed Rs. 100 Crore, therefore, the Company is not required to appoint a Monitoring agency to monitor the issue in terms of the provisions of Regulation 162A of the SEBI ICDR Regulations, 2018.

III. Particulars of the offer including date of passing of board resolution, kind of securities offered, maximum number of specified securities to be issued:

The Board of Directors of the Company at its Meeting held on Thursday, September 19, 2024, had passed the resolution, subject to the approval of the Members of the Company ( “Members” ) and such other approvals as may be required, to issue upto 1,77,23,809 fully paid-up equity shares having a face value of Rs. 2/- (Rupees Two only) each ( “Equity Shares” ) at an issue price of Rs. 10.50/- (Rupees Ten and Fifty Paisa only) per equity share (including a premium of Rs. 8.50/- (Rupees Eight and Fifty Paisa only) per equity share aggregating upto Rs. 18,60,99,994.50/- (Rupees Eighteen Crore Sixty Lakh Ninety Nine Thousand Nine Hundred Ninety Four and Fifty Paisa only) for cash by way of a preferential issue pursuant to conversion of unsecured loans into equity shares.

Registered Office:# 8/33, Padmavathiyar Road, Jeypore Colony, Gopalapuram, Chennai - 600 086 Ph: 044-23454500 E-mail: [email protected], URL: www.ccclindia.com

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CIN: L45201TN1997PLC038610 PAN: AAACC4214B GST: 33AAACC4214B3ZJ Regional Offices: Bangalore Chennai Hyderabad New Delhi

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IV. The intent of the promoters, directors, key managerial personnel or senior management of the issuer to subscribe to the Offer.

Except as follows, none of the other promoters, directors, key managerial personnel or senior management of the issuer intent to subscribe to the Offer:

Sr. No.	Name of the Proposed Allottee	Category	Type of Security	No. of Security
1.	Mr. S Sivaramakrishnan	Promoter	EquityShares	1,77,23,809

V. The Shareholding Pattern of the issuer before and after the preferential issue:

The shareholding pattern of the Company before and after considering all the preferential issues under this Notice is provided in an Annexure 1 forming part of this Notice.

VI. Proposed time frame within which the Preferential Issue shall be completed:

As required under the SEBI (ICDR) Regulations, 2018, the Company shall complete the allotment of Equity Shares on or before the expiry of 15 (Fifteen) days from the date of passing of this resolution by the shareholders granting consent for issue, provided that in case the allotment is pending on account of pendency of any approval for such allotment by any regulatory authority or the central government, then the allotment shall be completed within 15 days from the date of receipt of such approval.

VII. Number of persons to whom allotment on a preferential basis has already been made during the year, in terms of the number of securities as well as price:

Not Applicable since the Company has not made preferential issue to the Proposed Allottee(s) of any Security during the financial year. No new preferential issue was proposed during the financial year.

VIII. The identity of the natural persons who are the ultimate beneficial owners of the securities proposed to be allotted and/or who ultimately control the proposed allottee(s):

Sr. No.	Name of the Proposed Allottee	Category	Name of the Ultimate Beneficial Owner
1.	Mr. S Sivaramakrishnan	Promoter	Mr. S Sivaramakrishnan

IX. The percentage of post preferential issue capital that may be held by the allottee(s) pursuant to the preferential issue.

Registered Office:# 8/33, Padmavathiyar Road, Jeypore Colony, Gopalapuram, Chennai - 600 086 Ph: 044-23454500 E-mail: [email protected], URL: www.ccclindia.com

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CIN: L45201TN1997PLC038610 PAN: AAACC4214B GST: 33AAACC4214B3ZJ Regional Offices: Bangalore Chennai Hyderabad New Delhi

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Sr. No.		Pre-Shareholding Structure	Pre-Shareholding Structure	Issue of Equity Shares	Post Issue Shareholding structure	Post Issue Shareholding structure
	N f th Pd Alltt
	ame o e ropose oee
		No. of shares	%		No. of shares	%

1.	Mr. S. Sivaramakrishnan	10,39,35,522	26.08	1,77,23,809	12,16,59,331	28.05

X. Change in control and change in the Management, if any, in the issuer consequent to the preferential issue:

As a result of the proposed preferential issue of equity shares, there will be no change in the control or management of the Company.

XI. Lock-in Period:

(a) The Equity Shares allotted shall be locked-in for such period as may be specified under Chapter V of the SEBI (ICDR) Regulations.
(b) The entire pre-preferential allotment shareholding of the Proposed Allottee, shall be locked-in as per Chapter V of the SEBI (ICDR) Regulations.

XII. Relevant Date:

In terms of Regulation 161 of SEBI (ICDR) Regulations, the Relevant Date has been reckoned as Friday, September 20, 2024 , for the purpose of computation of issue price.

XIII. Basis or justification for the price (including premium, if any) on which the price has been arrived at:

The Equity Shares of the Company are listed on BSE Limited and National Stock Exchange of India Limited. In terms of Regulation 165 of the SEBI ICDR Regulations, 2018, the shares of the Company are infrequently traded on stock exchanges i.e. BSE Limited and National Stock Exchange of India Limited, where the shares of the company are listed; therefore, the aforesaid Equity Share(s) shall be allotted in accordance with the price determined in terms of Regulation 165 of the SEBI (ICDR) Regulations, 2018. As per the said Regulation, if the shares are infrequently traded, the price is needed to be determined by Independent Valuer taking into account including book value, comparable trading multiple and such other

Registered Office:# 8/33, Padmavathiyar Road, Jeypore Colony, Gopalapuram, Chennai - 600 086 Ph: 044-23454500 E-mail: [email protected], URL: www.ccclindia.com

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CIN: L45201TN1997PLC038610 PAN: AAACC4214B GST: 33AAACC4214B3ZJ Regional Offices: Bangalore Chennai Hyderabad New Delhi

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parameters and a report from Independent Valuer has been obtained and the issue price has been determined as Rs. 10.07/- per Equity Share.

“Frequently traded shares” means the Shares of the issuer, in which the traded turnover on any recognized stock exchange during the 240 trading days preceding the relevant date, is at least ten per cent of the total number of shares of such class of shares of the issuer. The shares of the company are not frequently traded in terms of Regulation 164(5) of SEBI (ICDR) Regulations, 2018. Equity Shares of the Company are listed on BSE Limited and National Stock Exchange of India Limited and are infrequently traded at BSE Limited and National Stock Exchange of India Limited. Accordingly, the minimum issue price has been calculated on the basis valuation report taken from Independent Valuer in compliance with Regulation 165 of SEBI ICDR Regulations, 2018.

Therefore, in terms of Regulation 165 of the SEBI ICDR Regulations, the Issue Price has been computed as Rs. 10.07/- per equity share. A Certificate has been taken from Independent Valuer confirming the minimum price for the preferential issue as per Preferential Issue Regulations under Chapter V of SEBI (ICDR) Regulations, 2018 along with the calculation thereof has been obtained and the same shall be made available for inspection at the Registered Office of the Company and shall also be placed on the website of the Company at https://www.ccclindia.com/.

Further, the company has also obtained the Valuation Report from an Independent Registered Valuer namely Mr. CA. N V SUBBARAO KESAVARAPU Registered Valuer - IBBI/RV/02/2019/12292 (Securities or Financial Assets), for the issue price as Rs. 10.07/- in accordance with Regulation 166A of SEBI (ICDR) Regulations, 2018. The said valuation report is also available on the Company's website https://www.ccclindia.com/.

Accordingly, the minimum issue price for preferential basis shall be at a price of Rs. 10.07/- each, which is higher than the prices as computed above. However, the Company has decided to issue the Equity Shares, at an Issue Price of Rs. 10.50/- each.

We also confirm that the Articles of Association do not contain any restrictive provision for Preferential Allotment and doesn’t contain any article which provides for determination of price in case of preferential issue.

XIV. Principal terms of assets charged as securities:

Not Applicable

XV. Justification for offer being made for consideration other than cash together with the valuation report of the Registered Valuer:

Registered Office:# 8/33, Padmavathiyar Road, Jeypore Colony, Gopalapuram, Chennai - 600 086 Ph: 044-23454500 E-mail: [email protected], URL: www.ccclindia.com

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CIN: L45201TN1997PLC038610 PAN: AAACC4214B GST: 33AAACC4214B3ZJ Regional Offices: Bangalore Chennai Hyderabad New Delhi

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This allotment is proposed to be made to Proposed allottee, as aforesaid in lieu of conversion of their existing unsecured loan. Hence, it is not an allotment being made for consideration other than cash.

XVI. Number of persons to whom allotment on preferential basis has already been made during the year, in terms of number of securities as well as price:

Not applicable. During the year, the Company has not allotted any securities on preferential basis.

XVII.The class or classes of persons to whom the allotment is proposed to be made:

The allotment is proposed to be made to the proposed allottee belonging to the Promoter category.

XVIII. Disclosures specified in Schedule VI of ICDR Regulations, if the issuer or any of its promoters or directors is a willful defaulter or fraudulent borrower:

Not Applicable , since none of the Promoter or Director and the issuer are a Wilful Defaulter or Fraudulent Borrower.

XIX. The current and proposed status of the allottee(s) post the preferential issues namely, promoter or non-promoter:

S. No.	Name of the Proposed Allottees	Current Status	Post Status
1.	Mr. S. Sivaramakrishnan	Promoter	Promoter

XX. Practicing Company Secretary’s Certificate:

The certificate from N. Balachandran Practicing Company Secretary, certifying that the preferential issue of Equity Shares is being made in accordance with requirements of Chapter V of SEBI ICDR Regulations has been obtained considering the said preferential issue. The copy of said certificate shall be available for inspection by the members and the same may be accessed on the Company’s website at the link: https://www.ccclindia.com/

XXI. Undertakings:

The Company is eligible to make the Preferential Issue under Chapter V of the SEBI (ICDR) Regulations;
None of the Company, its directors or Promoters are categorized as willful defaulter(s) or a fraudulent borrower by any bank or financial institution or consortium thereof, in accordance with the guidelines on willful defaulters issued by Reserve Bank of India. Consequently, the undertaking required under

Registered Office:# 8/33, Padmavathiyar Road, Jeypore Colony, Gopalapuram, Chennai - 600 086 Ph: 044-23454500 E-mail: [email protected], URL: www.ccclindia.com

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CIN: L45201TN1997PLC038610 PAN: AAACC4214B GST: 33AAACC4214B3ZJ Regional Offices: Bangalore Chennai Hyderabad New Delhi

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Regulation 163(1)(i) is not applicable.

None of its Directors or Promoters is fugitive economic offenders as defined under the SEBI (ICDR) Regulations.
As the equity shares have been listed on a recognized Stock Exchange for a period of more than 90 trading days 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. Consequently, the undertaking required under Regulation 163(1)(g) and Regulation163(1)(h) is not applicable.
No person belonging to the promoters / promoter group has previously subscribed to any warrants of the Company but has failed to exercise them;
All the equity shares held by the Proposed Allottee in the Company are in dematerialized form only;
The proposed allottee has not sold or transferred any Equity Shares during the 90 trading days preceding the relevant date.

Accordingly, the approval of the Members of the Company is hereby sought by way of special resolution for authorizing the Board of Directors of the Company to create, offer, issue and allot equity shares as specifically described in the resolution set out at Item No. 2 of this Notice.

The Board of Directors believe that the proposed issue is in the best interest of the Company and its Members and therefore recommends the Special Resolution as set out in the Item No. 2 in the accompanying notice for approval by the Members.

Except Mr. R. Sarabeswar, and Mr. S. Sivaramakrishnan and Mr. S. Kaushik Ram none of the other Directors or Key Managerial Personnel (KMP) and their relatives have any concern or interest, financial or otherwise, in the proposed resolution except to the extent of their shareholding in the Company.

The information pertaining to the proposed allotment of equity share to Mr. R Sarabeswar is stated below:

I. Objects of the Preferential Issue

To increase the net worth of the Company and enhance the capital adequacy and reduce the debt of the Company, it is proposed to convert the outstanding unsecured loan of the existing promoter into fully paid up Equity Shares of the Company.
To improve the net worth and enable leveraging on the debt- equity ratio, which will eventually

Registered Office:# 8/33, Padmavathiyar Road, Jeypore Colony, Gopalapuram, Chennai - 600 086 Ph: 044-23454500 E-mail: [email protected], URL: www.ccclindia.com

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CIN: L45201TN1997PLC038610 PAN: AAACC4214B GST: 33AAACC4214B3ZJ Regional Offices: Bangalore Chennai Hyderabad New Delhi

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increase the stakeholders value.

To improve the financial health and assist in the future growth and strategic initiative of the company.

II. Monitoring of Utilization of Funds

III. Particulars of the offer including date of passing of board resolution, kind of securities offered, maximum number of specified securities to be issued:

The Board of Directors of the Company at its Meeting held on Thursday, September 19, 2024, had passed the resolution, subject to the approval of the Members of the Company ( “Members” ) and such other approvals as may be required, to issue upto 1,74,13,382 fully paid-up equity shares having a face value of Rs. 2/- (Rupees Two only) each ( “Equity Shares” ) at an issue price of Rs. 10.50/- (Rupees Ten and Fifty Paisa only) per equity share (including a premium of Rs. 8.50/- (Rupees Eight and Fifty Paisa only) per equity share aggregating upto Rs. 18,28,40,511/- (Rupees Eighteen Crore Twenty Eight Lakh Forty Thousand Five Hundred Eleven only) for cash by way of a preferential issue pursuant to conversion of unsecured loans into equity shares.

IV. The intent of the promoters, directors, key managerial personnel or senior management of the issuer to subscribe to the Offer.

Except as follows, none of the other promoters, directors, key managerial personnel or senior management of the issuer intent to subscribe to the Offer:

Sr. No.	Name of the Proposed Allottee	Category	Type of Security	No. of Security
1.	Mr. R Sarabeswar	Promoter	EquityShares	1,74,13,382

V. The Shareholding Pattern of the issuer before and after the preferential issue:

The shareholding pattern of the Company before and after considering all the preferential issues under this Notice is provided in an Annexure 1 forming part of this Notice.

VI. Proposed time frame within which the Preferential Issue shall be completed:

Registered Office:# 8/33, Padmavathiyar Road, Jeypore Colony, Gopalapuram, Chennai - 600 086 Ph: 044-23454500 E-mail: [email protected], URL: www.ccclindia.com

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CIN: L45201TN1997PLC038610 PAN: AAACC4214B GST: 33AAACC4214B3ZJ Regional Offices: Bangalore Chennai Hyderabad New Delhi

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VII. Number of persons to whom allotment on a preferential basis has already been made during the year, in terms of the number of securities as well as price:

VIII. The identity of the natural persons who are the ultimate beneficial owners of the securities proposed to be allotted and/or who ultimately control the proposed allottee(s):

Sr. No.	Name of the Proposed Allottee	Category	Name of the Ultimate Beneficial Owner
1.	Mr. R Sarabeswar	Promoter	Mr. R Sarabeswar

IX. The percentage of post preferential issue capital that may be held by the allottee(s) pursuant to the preferential issue.

Sr. No.		Pre-Shareholding Structure	Pre-Shareholding Structure	Issue of Equity Shares	Post Issue Shareholding structure	Post Issue Shareholding structure
	Name of the Proosed Allottee
	p
		No. of shares	%		No. of shares	%

1.	Mr. R Sarabeswar	13,13,90,830	32.97	1,74,13,382	14,88,04,212	34.31

X. Change in control and change in the Management, if any, in the issuer consequent to the preferential issue:

As a result of the proposed preferential issue of equity shares, there will be no change in the control or management of the Company.

XI. Lock-in Period:

Registered Office:# 8/33, Padmavathiyar Road, Jeypore Colony, Gopalapuram, Chennai - 600 086 Ph: 044-23454500 E-mail: [email protected], URL: www.ccclindia.com

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CIN: L45201TN1997PLC038610 PAN: AAACC4214B GST: 33AAACC4214B3ZJ Regional Offices: Bangalore Chennai Hyderabad New Delhi

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(a) The Equity Shares allotted shall be locked-in for such period as
may be specified under Chapter V of the SEBI (ICDR) Regulations.
(b) The entire pre-preferential allotment shareholding of the Proposed Allottee, shall be locked-in as per

Chapter V of the SEBI (ICDR) Regulations.

XII. Relevant Date:

In terms of Regulation 161 of SEBI (ICDR) Regulations, the Relevant Date has been reckoned as Friday, September 20, 2024 , for the purpose of computation of issue price.

XIII. Basis or justification for the price (including premium, if any) on which the price has been arrived at:

Registered Office:# 8/33, Padmavathiyar Road, Jeypore Colony, Gopalapuram, Chennai - 600 086 Ph: 044-23454500 E-mail: [email protected], URL: www.ccclindia.com

CIN: L45201TN1997PLC038610 PAN: AAACC4214B GST: 33AAACC4214B3ZJ Regional Offices: Bangalore Chennai Hyderabad New Delhi

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SEBI (ICDR) Regulations, 2018. The said valuation report is also available on the Company's website https://www.ccclindia.com/.

XIV. Principal terms of assets charged as securities:

Not Applicable

XV. Justification for offer being made for consideration other than cash together with the valuation report of the Registered Valuer:

XVI. Number of persons to whom allotment on preferential basis has already been made during the year, in terms of number of securities as well as price:

Not applicable. During the year, the Company has not allotted any securities on preferential basis.

XVII. The class or classes of persons to whom the allotment is proposed to be made:

The allotment is proposed to be made to the proposed allottee belonging to the Promoter category.

XVIII. Disclosures specified in Schedule VI of ICDR Regulations, if the issuer or any of its promoters or directors is a willful defaulter or fraudulent borrower:

Not Applicable , since none of the Promoter or Director and the issuer are a Wilful Defaulter or Fraudulent Borrower.

Registered Office:# 8/33, Padmavathiyar Road, Jeypore Colony, Gopalapuram, Chennai - 600 086 Ph: 044-23454500 E-mail: [email protected], URL: www.ccclindia.com

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CIN: L45201TN1997PLC038610 PAN: AAACC4214B GST: 33AAACC4214B3ZJ Regional Offices: Bangalore Chennai Hyderabad New Delhi

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XIX. The current and proposed status of the allottee(s) post the

preferential issues namely, promoter or non-promoter:

S. No.	Name of the Proposed Allottees	Current Status	Post Status
1.	Mr.RSarabeswar	Promoter	Promoter

XX. Practicing Company Secretary’s Certificate:

XXI. Undertakings:

The Company is eligible to make the Preferential Issue under Chapter V of the SEBI (ICDR) Regulations;
None of the Company, its directors or Promoters are categorized as willful defaulter(s) or a fraudulent borrower by any bank or financial institution or consortium thereof, in accordance with the guidelines on willful defaulters issued by Reserve Bank of India. Consequently, the undertaking required under Regulation 163(1)(i) is not applicable.
None of its Directors or Promoters is fugitive economic offenders as defined under the SEBI (ICDR) Regulations.
As the equity shares have been listed on a recognized Stock Exchange for a period of more than 90 trading days 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. Consequently, the undertaking required under Regulation 163(1)(g) and Regulation163(1)(h) is not applicable.
No person belonging to the promoters / promoter group has previously subscribed to any warrants of the Company but has failed to exercise them;
All the equity shares held by the Proposed Allottee in the Company are in dematerialized form only;
The proposed allottee has not sold or transferred any Equity Shares during the 90 trading days preceding the relevant date.

Registered Office:# 8/33, Padmavathiyar Road, Jeypore Colony, Gopalapuram, Chennai - 600 086 Ph: 044-23454500 E-mail: [email protected], URL: www.ccclindia.com

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CIN: L45201TN1997PLC038610 PAN: AAACC4214B GST: 33AAACC4214B3ZJ Regional Offices: Bangalore Chennai Hyderabad New Delhi

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The Board of Directors believe that the proposed issue is in the best interest of the Company and its Members and therefore recommends the Special Resolution as set out in the Item No. 3 in the accompanying notice for approval by the Members.

Except Mr. R. Sarabeswar, Mr. S. Sivaramakrishnan and Mr. S. Kaushik Ram none of the other Directors or Key Managerial Personnel (KMP) and their relatives have any concern or interest, financial or otherwise, in the proposed resolution except to the extent of their shareholding in the Company.

Annexure 1

Category	Pre-issue Shareholding (as on 19 September, 2024)	Pre-issue Shareholding (as on 19 September, 2024)	Issue of Equity Shares	Post Issue Shareholding	Post Issue Shareholding
	No. of Shares			No. of Shares	%
		%
A. Promoter/Promoter Group Holding
(1) Indian	24,86,23,057	62.39	3,51,37,191	28,37,60,248	65.44
(a) Individuals & HUF	0	0	0	0	0
(b)Bodies Corporate	0	0	0	0	0
Sub Total (A1)	24,86,23,057	62.39	3,51,37,191	28,37,60,248	65.44
(2) Foreign Promoters	0	0	0	0	0
Sub Total (A2)	0	0	0	0	0
Total Promoter shareholding A=A1 +A2	24,86,23,057	62.39	3,51,37,191	28,37,60,248	65.44
B. Public Holding
1)Public	12,92,39,472	32.44	0	12,92,39,472	29.80
2) Body Corporate	1,57,63,024	3.95	0	1,57,63,024	3.63
3)Institutional Investors	0	0	0	0	0
4) Central Govt./Stat Govt./POI	0	0	0	0	0
5) Non-Institutional Investors	0	0	0	0	0
6) Others (Including HUF, LLP, IEPF& NRI)	48,85,635	1.22	0	48,85,635	1.13
Total Public Shareholding B= B1+B2+B3+B4+B5+B6	14,98,88,131	37.61	0	14,98,88,131	34.56
C) Non-Promoter– Non-Public	0	0	0	0	0
Grand Total (A+B+C)	39,85,11,188	100	3,51,37,191	43,36,48,379	100.00

Registered Office:# 8/33, Padmavathiyar Road, Jeypore Colony, Gopalapuram, Chennai - 600 086 Ph: 044-23454500 E-mail: [email protected], URL: www.ccclindia.com

CIN: L45201TN1997PLC038610 PAN: AAACC4214B GST: 33AAACC4214B3ZJ Regional Offices: Bangalore Chennai Hyderabad New Delhi

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For and on behalf of the Board Consolidated Construction Consortium Limited

Niranjan Chandrashekar

Digitally signed by Niranjan Chandrashekar DN: c=IN, o=Personal, pseudonym=e84b7079f46c403f98e2a87a1fc58dbf, 2.5.4.20=7bdbe6952b73ffe0e5c4fec71d4f05be1959bff11befb87b3e054e97627d4e30, postalCode=600091, st=Tamil Nadu, serialNumber=c5a2859e6cde03f1da5f20d4cb781f39cc92f3ce0e07202fa756d7043f97ce6c, cn=Niranjan Chandrashekar Date: 2024.09.20 16:48:54 +05'30'

Niranjan Chandrashekar Company Secretary and Compliance Officer

Date: September 19, 2024 Place: Chennai

The relative explanatory statements pursuant to Section 102(1) of the Companies Act, 2013 in respect of the Special Business set out in the notice is annexed hereto.
The Board has appointed Mr. N. Balachandran, Practicing Company Secretary, Chennai (ACS No. 5113 PCS No. 3200) as the Scrutinizer for conducting the postal ballot through remote e-voting process in accordance with the law and in a fair and transparent manner.
In accordance with the MCA Circulars, this Postal Ballot Notice is being sent only by electronic mode to those members whose names appear on the Register of Members / List of Beneficial Owners as on September 19, 2024, being the Cut-Off Date for the purpose and whose e-mail address is registered with KFin Technologies Limited (“KFin”), the Company’s Registrar and Share Transfer Agent or Depository Participants. In accordance with the aforesaid MCA Circulars, the Physical copies of the Postal Ballot Notice along with Postal Ballot Forms and pre-paid business reply envelopes are not being sent to members for this Postal Ballot. This Postal Ballot Notice will also be available on the Company's website at www.ccclindia.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 viz. www.evotingindia.com and NSDL viz. www.evoting.nsdl.com. Accordingly, the communication of the assent or dissent of the Members would take place through e-voting only. i.e. by casting their votes electronically instead of submitting Postal Ballot Forms.
The Cut-Off Date ie. September 19, 2024 is for determining the eligibility to receive this Notice and to vote by electronic means. Only a person whose name is recorded in the Register of Members or in the Register of Beneficial Owners maintained by the Depositories as on the Cut-Off Date shall be entitled to vote. A person who is not a member as on the Cut-Off Date should treat this Notice for information purpose only. Once the vote is cast, whether partially or otherwise, the member shall not be allowed to change it subsequently (or) cast the vote again.

Registered Office:# 8/33, Padmavathiyar Road, Jeypore Colony, Gopalapuram, Chennai - 600 086 Ph: 044-23454500 E-mail: [email protected], URL: www.ccclindia.com

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CIN: L45201TN1997PLC038610 PAN: AAACC4214B GST: 33AAACC4214B3ZJ Regional Offices: Bangalore Chennai Hyderabad New Delhi

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E-voting shall commence on September 21, 2024 (9.00 a.m. IST) and ends on Oct 20, 2024 (5.00 p.m. IST). The e-voting module shall be disabled by Kfintech for voting thereafter. The results of the Postal Ballot shall be declared on or before Oct 22, 2024 along with the Scrutinizer's Report.

5.The resolutions, if passed by the requisite majority, shall be deemed to have been passed on the last date specified by the company for E-voting i.e. Oct 20, 2024. Further, resolutions passed by the Members through E-voting are deemed to have been passed effectively at a general meeting. 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 i.e. September 19, 2024. In case of Joint holders only such joint holder who is higher in the order of names will be entitled to vote.

As required by Rule 20 and Rule 22 of the Companies (Management and Administration) Rules, 2014 read with the MCA Circulars and the Listing Regulations, the details pertaining to this Postal Ballot will be published in one English national daily newspaper circulating throughout India (in English language) and one Tamil daily newspaper circulating in Tamil Nadu (in vernacular language, i.e. Tamil)

7.The Company has engaged KFin Technologies Limited (hereinafter referred to as KFin” or “Service Provider”) for facilitating remote e-voting to enable the Members to cast their votes electronically.

The instructions for remote e-voting are as under:

PROCEDURE FOR REMOTE E-VOTING

i. In compliance with the provisions of Section 108 of the Act, read with Rule 20 of the Companies (Management and Administration) Rules, 2014, as amended from time to time, Regulation 44 of the SEBI Listing Regulations and in terms of SEBI vide circular no. SEBI/HO/CFD/CMD/ CIR/P/2020/242 dated December 9, 2020 in relation to e-Voting Facility Provided by Listed Entities, the Members are provided with the facility to cast their vote electronically, through the e- Voting services provided by KFintech , on all the resolutions set forth in this Notice. The instructions for e-Voting are given herein below.
ii. However, in pursuant to SEBI circular no. SEBI/HO/CFD/CMD/CIR/P/2020/242 dated December 9, 2020 on “e-Voting facility provided by Listed Companies”, e-Voting process has been enabled to all the individual demat account holders , by way of single login credential, through their demat accounts / websites of Depositories / DPs in order to increase the efficiency of the voting process.
iii. Individual demat account holders would be able to cast their vote without having to register again with the e-Voting service provider (ESP) thereby not only facilitating seamless authentication but also ease and convenience of participating in e-Voting process. Shareholders are advised to update their mobile number and e-mail ID with their DPs to access e-Voting facility.
iv. The remote e-Voting period commences on Sep 19, 2024 at 9.00 AM
v. The voting rights of Members shall be in proportion to their shares in the paid-up equity share capital of the Company as on the cut-off date.

Registered Office:# 8/33, Padmavathiyar Road, Jeypore Colony, Gopalapuram, Chennai - 600 086 Ph: 044-23454500 E-mail: [email protected], URL: www.ccclindia.com

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CIN: L45201TN1997PLC038610 PAN: AAACC4214B GST: 33AAACC4214B3ZJ Regional Offices: Bangalore Chennai Hyderabad New Delhi

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vi. Any person holding shares in physical form and non-individual shareholders, who acquires shares of the Company and becomes a Member of the Company after sending of the Notice and holding shares as of the cut-off date, may obtain the login ID and password by sending a request at [email protected]. However, if he / she is already registered with KFintech for remote e- Voting then he /she can use his / her existing User ID and password for casting the vote.
vii. In case of Individual Shareholders holding securities in demat mode and who acquires shares of the Company and becomes a Member of the Company after sending of the Notice and holding shares as of the cut-off date may follow steps mentioned below under “Login method for remote e- Voting and joining virtual meeting for Individual shareholders holding securities in demat mode.”
viii. The details of the process and manner for remote e-Voting explained herein below:

Step 1 : Access to Depositories e-Voting system in case of individual shareholders holding shares in demat mode.

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

Details on Step 1 are mentioned below:

I) Login method for remote e Voting for Individual shareholders holding securities in demat mode.

	I) Login demat	method for remote e-Voting for Individual shareholders holding securities in mode.
	Type of shareholders	Login Method
	Individual Shareholders holding securities in demat mode with NSDL	1.User already registered for IDeAS facility: I. Visit URL:https://eservices.nsdl.com II. Click on the “Beneficial Owner” icon under “Login” under ‘IDeAS’ section. III. On the new page, enter User ID and Password. Post successful authentication, click on “Access to e-Voting” IV. Click on company name or e-Voting service provider and you will be re-directed to e-Voting service provider website for casting the vote during the remote e- Voting period. 2.User not registered for IDeAS e-Services I. To register click on link :https://eservices.nsdl.com II. Select “Register Online for IDeAS” or click at https://eservices.nsdl.com/SecureWeb/IdeasDirectReg.jsp III. Proceed with completing the required fields. IV. Follow steps given in points 1 . 3.Alternatively by directly accessing the e-Voting website of NSDL I. Open URL:https://www.evoting.nsdl.com/ II. Click on the icon “Login” which is available under ‘Shareholder/Member’ section.

Registered Office:# 8/33, Padmavathiyar Road, Jeypore Colony, Gopalapuram, Chennai - 600 086 Ph: 044-23454500 E-mail: [email protected], URL: www.ccclindia.com

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CIN: L45201TN1997PLC038610 PAN: AAACC4214B GST: 33AAACC4214B3ZJ Regional Offices: Bangalore Chennai Hyderabad New Delhi

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		III. A new screen will open. You will have to enter your User ID (i.e. your sixteen digit demat account number held with NSDL), Password / OTP and a Verification Code as shown on the screen. IV. Post successful authentication, you will requested to select the name of the company and the e-Voting Service Provider name, i.e.KFintech. V. On successful selection, you will be redirected to KFintech e-Voting page for casting your vote during the remote e-Voting period.	III. A new screen will open. You will have to enter your User ID (i.e. your sixteen digit demat account number held with NSDL), Password / OTP and a Verification Code as shown on the screen. IV. Post successful authentication, you will requested to select the name of the company and the e-Voting Service Provider name, i.e.KFintech. V. On successful selection, you will be redirected to KFintech e-Voting page for casting your vote during the remote e-Voting period.
	Individual Shareholders holding securities in demat mode with CDSL	1. Existing user who have opted for Easi / Easiest I. Visit URL:https://web.cdslindia.com/myeasi/home/loginor URL:www.cdslindia.com II. Click on New System Myeasi III. Login with your registered user id and password. IV. The user will see the e-Voting Menu. The Menu will have links of ESP i.e. KFintech e-Voting portal. V. Click on e-Voting service provider name to cast your vote. 2.User not registered for Easi/Easiest I. Option to register is available at https://web.cdslindia.com/myeasi/Registration/EasiRegistration II. Proceed with completing the required fields. III. Follow the steps given in point 1 3.Alternatively, by directly accessing the e-Voting website of CDSL I. Visit URL:www.cdslindia.com II. Provide your demat Account Number and PAN No. III. System will authenticate user by sending OTP on registered Mobile & Email as recorded in the demat Account. IV. After successful authentication, user will be provided links for the respective ESP, i.eKFintechwhere the e-Voting is in progress.
	Individual Shareholder login through their demat accounts / Website of Depository Participant	I. You can also login using the login credentials of your demat account through your DP registered with NSDL /CDSL for e-Voting facility. II. Once logged-in, you will be able to see e-Voting option.Once you click on e-Voting option, you will be redirected to NSDL / CDSL Depository site after successful authentication, wherein you can see e-Voting feature. III. Click on options available against company name or e-Voting service provider – Kfintechand you will be redirected to e-Voting website ofKFintechfor casting your vote during the remote e-Voting period without any further authentication.
Important note:Members who are unable to retrieve User ID / Password are advised to use Forgot user ID and Forgot Password option available at respective websites. Helpdesk for Individual Shareholders holding securities in demat mode for any technical issues related to login through Depository i.e. NSDL and CDSL. Login type Helpdesk details
Login type			Helpdesk details

Registered Office:# 8/33, Padmavathiyar Road, Jeypore Colony, Gopalapuram, Chennai - 600 086 Ph: 044-23454500 E-mail: [email protected], URL: www.ccclindia.com

CIN: L45201TN1997PLC038610 PAN: AAACC4214B GST: 33AAACC4214B3ZJ Regional Offices: Bangalore Chennai Hyderabad New Delhi

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Securities held with NSDL	Please contact NSDL helpdesk by sending a request [email protected] or call at toll free no.:1800 1020 990and1800 22 44 30
Securities held with CDSL	Please contact CDSL helpdesk by sending a request at [email protected] or contact at022- 23058738or022- 23058542-43

Details on Step 2 are mentioned below:

II) Login method for e-Voting for shareholders other than Individual’s shareholders holding securities in demat mode and shareholders holding securities in physical mode.

~~(A~~ ) Members whose email IDs are registered with the Company/ Depository Participants (s), will receive an email from KFintech which will include details of E-Voting Event Number (EVEN), USER ID and password. They will have to follow the following process:

i. Launch internet browser by typing the URL: https://evoting.kfintech.com/

ii. Enter the login credentials (i.e. User ID and password). In case of physical folio, User ID will be EVEN (E-Voting Event Number) xxxx, followed by folio number. ~~I~~ n case of Demat account, User ID will be your DP ID and Client ID. However, if you are already registered with KFintech for e-voting, you can use your existing User ID and password for casting the vote.

iii. After entering these details appropriately, click on “LOGIN”.

iv. You will now reach password change Menu wherein you are required to mandatorily change your password. The new password shall comprise of minimum 8 characters with at least one upper case (A- Z), one lower case (a-z), one numeric value (0-9) and a special character (@,#,$, etc.,). The system will prompt you to change your password and update your contact details like mobile number, email ID etc. on first login. You may also enter a secret question and answer of your choice to retrieve your password in case you forget it. It is strongly recommended that you do not share your password with any other person and that you take utmost care to keep your password confidential.

v. You need to login again with the new credentials.

vi. On successful login, the system will prompt you to select the “EVEN” i.e., -----” and click on “Submit”

vii. On the voting page, enter the number of shares (which represents the number of votes) as on the Cutoff Date under “FOR/AGAINST” or alternatively, you may partially enter any number in “FOR” and partially “AGAINST” but the total number in “FOR/AGAINST” taken together shall not exceed your total shareholding as mentioned herein above. You may also choose the option ABSTAIN. If the Member does not indicate either “FOR” or “AGAINST” it will be treated as “ABSTAIN” and the shares held will not be counted under either head.

viii. Members holding multiple folios/demat accounts shall choose the voting process separately for each folio/ demat accounts.

Registered Office:# 8/33, Padmavathiyar Road, Jeypore Colony, Gopalapuram, Chennai - 600 086 Ph: 044-23454500 E-mail: [email protected], URL: www.ccclindia.com

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CIN: L45201TN1997PLC038610 PAN: AAACC4214B GST: 33AAACC4214B3ZJ Regional Offices: Bangalore Chennai Hyderabad New Delhi

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ix. Voting has to be done for each item of the notice separately. In case you do not desire to cast your vote on any specific item, it will be treated as abstained.

x. You may then cast your vote by selecting an appropriate option and click on “Submit”.

xi. A confirmation box will be displayed. Click “OK” to confirm else “CANCEL” to modify. Once you have voted on the resolution (s), you will not be allowed to modify your vote. During the voting period, Members can login any number of times till they have voted on the Resolution(s).

xii. Corporate/ Institutional Members (i.e. other than Individuals, HUF, NRI etc.) are also required to send scanned certified true copy (PDF Format) of the Board Resolution/Authority Letter etc., authorizing its representative on its behalf to cast its vote through remote e-voting, together with attested specimen signature(s) of the duly authorised representative(s), to the Scrutinizer

xiii. The Scrutinizer’s decision on the validity of e-voting shall be final. As indicated earlier, the results will be published on the website of the Company (www.ccclindia.com) besides being notified to BSE Limited and National Stock Exchange of India Limited, NSE, where the Company’s equity shares are listed. Scrutinizer’s Report along with voting results will also be posted on the website of KFintech at https://evoting.kfintech.com

Other Instructions.

I. In case of any query and/or grievance, in respect of voting by electronic means, Members may refer to the Help & Frequently Asked Questions (FAQs) and E-voting user manual available at the

download section of https://evoting.kfintech.com (KFintech Website) or contact Mrs. Shoba Anand, Contact no: 040-67162222, at [email protected] or call KFintech’s toll free No. 1-800-309-4001 for any further clarifications.

II. The Members, whose names appear in the Register of Members / list of Beneficial Owners as on Sep 19, 2024, being the cut-off date, are entitled to vote on the Resolutions set forth in this Notice. A person who is not a Member as on the cut-off date should treat this Notice for information purposes only. Once the vote on a resolution(s) is cast by the Member, the Member shall not be allowed to change it subsequently.
III. In case a person has become a Member of the Company after dispatch of Postal Ballot Notice but on or before the cut-off date for E-voting, he/she may obtain the User ID and Password in the manner as mentioned below:
i. If the mobile number of the member is registered against Folio No./ DP ID Client ID, the member may send SMS: MYEPWD E-Voting Event Number+Folio No. or DP ID Client ID to 9212993399

1. Example for NSDL:

Registered Office:# 8/33, Padmavathiyar Road, Jeypore Colony, Gopalapuram, Chennai - 600 086 Ph: 044-23454500 E-mail: [email protected], URL: www.ccclindia.com

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CIN: L45201TN1997PLC038610 PAN: AAACC4214B GST: 33AAACC4214B3ZJ Regional Offices: Bangalore Chennai Hyderabad New Delhi

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MYEPWD IN12345612345678
Example for CDSL:
MYEPWD 1402345612345678
Example for Physical:
MYEPWD XXXX1234567890
ii. If e-mail address or mobile number of the member is registered against Folio No. / DP ID Client ID, then on the home page of https://evoting.kfintech.com/ , the member may

click “Forgot Password” and enter Folio No. or DP ID Client ID and PAN to generate a password.

Procedure for Registration of email and Mobile: securities in physical mode

Physical shareholders are hereby notified that based ion SEBI Circular number: SEBI/HO/MIRSD/MIRSDPoD-1/P/CIR/2023/37, dated March 16[th] , 2023, All holders of physical securities in listed companies shall register the postal address with PIN for their corresponding folio numbers. It shall be mandatory for the security holders to provide mobile number. Moreover, to avail online services, the security holders can register e-mail ID. Holder can register/update the contact details through submitting the requisite ISR 1 form along with the supporting documents.

ISR 1 Form can be obtained by following the link: https://ris.kfintech.com/clientservices/isc/default.aspx

ISR Form(s) and the supporting documents can be provided by any one of the following modes.

a) Through ‘In Person Verification’ (IPV): the authorized person of the RTA shall verify the original documents furnished by the investor and retain copy(ies) with IPV stamping with date and initials; or

b) Through hard copies which are self-attested, which can be shared on the address below; or

Name	KFIN Technologies Limited
Address	Selenium Building, Tower-B, Plot No 31 & 32, Financial District, Nanakramguda, Serilingampally, Hyderabad, Rangareddy, Telangana India - 500 032.

c) Through electronic mode with e-sign by following the link: https://ris.kfintech.com/clientservices/isc/default.aspx#
d) Detailed FAQ can be found on the link: https://ris.kfintech.com/faq.html
E) For more information on updating the email and Mobile details for securities held in electronic mode, please reach out to the respective DP(s), where the DEMAT a/c is being held.

Registered Office:# 8/33, Padmavathiyar Road, Jeypore Colony, Gopalapuram, Chennai - 600 086 Ph: 044-23454500 E-mail: [email protected], URL: www.ccclindia.com

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CIN: L45201TN1997PLC038610 PAN: AAACC4214B GST: 33AAACC4214B3ZJ Regional Offices: Bangalore Chennai Hyderabad New Delhi

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Registered Office:# 8/33, Padmavathiyar Road, Jeypore Colony, Gopalapuram, Chennai - 600 086 Ph: 044-23454500 E-mail: [email protected], URL: www.ccclindia.com

CIN: L45201TN1997PLC038610 PAN: AAACC4214B GST: 33AAACC4214B3ZJ Regional Offices: Bangalore Chennai Hyderabad New Delhi

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AI assistant

Consolidated Construction Consortium Ltd — Proxy Solicitation & Information Statement 2024

61324_rns_2024-09-20_a46741e1-df77-49fc-ac6f-e9f4a807cb42.pdf

Sirs/Madam

POSTAL BALLOT NOTICE

Dear Member(s),

Special Businesses:

Item No. 1: To approve Loan Agreement entered between the Company and the Promoter .

Item No. 2: Issuance of Equity Shares to Mr. S. Sivaramakrishnan- Promoter on a Preferential Basis pursuant to conversion of Unsecured Loan .

Item No. 3: Issuance of Equity Shares to Mr. R. Sarabeswar - Promoter on a Preferential Basis pursuant to conversion of Unsecured Loan .

EXPLANATORY STATEMENT PURSUANT TO SECTION 102 OF THE COMPANIES ACT, 2013 IN RESPECT OF THE SPECIAL BUSINESS TO BE TRANSACTED:

Item No. 1, 2 & 3

The information pertaining to the proposed allotment of equity share to Mr. S Sivaramakrishnan is stated below:

I. Objects of the Preferential Issue

II. Monitoring of Utilization of Funds

III. Particulars of the offer including date of passing of board resolution, kind of securities offered, maximum number of specified securities to be issued:

IV. The intent of the promoters, directors, key managerial personnel or senior management of the issuer to subscribe to the Offer.

V. The Shareholding Pattern of the issuer before and after the preferential issue:

VI. Proposed time frame within which the Preferential Issue shall be completed:

VII. Number of persons to whom allotment on a preferential basis has already been made during the year, in terms of the number of securities as well as price:

VIII. The identity of the natural persons who are the ultimate beneficial owners of the securities proposed to be allotted and/or who ultimately control the proposed allottee(s):

IX. The percentage of post preferential issue capital that may be held by the allottee(s) pursuant to the preferential issue.

X. Change in control and change in the Management, if any, in the issuer consequent to the preferential issue:

XI. Lock-in Period:

XII. Relevant Date:

XIII. Basis or justification for the price (including premium, if any) on which the price has been arrived at:

XV. Justification for offer being made for consideration other than cash together with the valuation report of the Registered Valuer:

XVI. Number of persons to whom allotment on preferential basis has already been made during the year, in terms of number of securities as well as price:

XVII.The class or classes of persons to whom the allotment is proposed to be made:

XVIII. Disclosures specified in Schedule VI of ICDR Regulations, if the issuer or any of its promoters or directors is a willful defaulter or fraudulent borrower:

XIX. The current and proposed status of the allottee(s) post the preferential issues namely, promoter or non-promoter:

XX. Practicing Company Secretary’s Certificate:

XXI. Undertakings:

I. Objects of the Preferential Issue

II. Monitoring of Utilization of Funds

III. Particulars of the offer including date of passing of board resolution, kind of securities offered, maximum number of specified securities to be issued:

IV. The intent of the promoters, directors, key managerial personnel or senior management of the issuer to subscribe to the Offer.

V. The Shareholding Pattern of the issuer before and after the preferential issue:

VI. Proposed time frame within which the Preferential Issue shall be completed:

VII. Number of persons to whom allotment on a preferential basis has already been made during the year, in terms of the number of securities as well as price:

VIII. The identity of the natural persons who are the ultimate beneficial owners of the securities proposed to be allotted and/or who ultimately control the proposed allottee(s):

IX. The percentage of post preferential issue capital that may be held by the allottee(s) pursuant to the preferential issue.

X. Change in control and change in the Management, if any, in the issuer consequent to the preferential issue:

XI. Lock-in Period:

XII. Relevant Date:

XIII. Basis or justification for the price (including premium, if any) on which the price has been arrived at:

XIV. Principal terms of assets charged as securities:

XV. Justification for offer being made for consideration other than cash together with the valuation report of the Registered Valuer:

XVI. Number of persons to whom allotment on preferential basis has already been made during the year, in terms of number of securities as well as price:

XVII. The class or classes of persons to whom the allotment is proposed to be made:

XVIII. Disclosures specified in Schedule VI of ICDR Regulations, if the issuer or any of its promoters or directors is a willful defaulter or fraudulent borrower:

XIX. The current and proposed status of the allottee(s) post the

preferential issues namely, promoter or non-promoter:

XX. Practicing Company Secretary’s Certificate:

XXI. Undertakings:

Annexure 1

For and on behalf of the Board Consolidated Construction Consortium Limited

Niranjan Chandrashekar

PROCEDURE FOR REMOTE E-VOTING

Details on Step 1 are mentioned below:

II) Login method for e-Voting for shareholders other than Individual’s shareholders holding securities in demat mode and shareholders holding securities in physical mode.

1. Example for NSDL:

Procedure for Registration of email and Mobile: securities in physical mode

More from Consolidated Construction Consortium Ltd

Consolidated Construction Consortium Ltd Proxy Solicitation & Information Statement 2024