DALMIA BHARAT LIMITED — Proxy Solicitation & Information Statement 2023

Dec 11, 2023

==> picture [153 x 76] intentionally omitted <==

File No: 1010/1 December 11, 2023

BSE Limited National Stock Exchange of India Limited P J Tower, Dalal Street, “Exchange Plaza”, C-1, Block G Fort Mumbai-400001 Bandra – Kurla Complex, Bandra (E), Scrip Code: 542216 Mumbai – 400 051 Symbol: DALBHARAT

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

Dear Sir/Madam,

In terms of Regulation 30 of Listing Regulations, we enclose herewith Postal Ballot Notice dated October 14, 2023, along with Explanatory Statement (“ Postal Ballot Notice ”), being dispatched to the members of the Company, for seeking their approval on the Special Business as contained therein, only through remote e-voting process, pursuant to the provisions of Section 110 of the Companies Act, 2013 read with Rule 20 and Rule 22 of the Companies (Management and Administration) Rules, 2014 and General Circular No. 14/2020 dated April 8, 2020, General Circular No. 17/2020 dated April 13, 2020 and General Circular No. 9/2023 dated September 25, 2023, issued by the Ministry of Corporate Affairs, Government of India, Secretarial Standard on General Meetings issued by the Institute of Company Secretaries of India and any other applicable law, rules, and regulations.

The Postal Ballot Notice is being dispatched by e-mail, only to those members whose name appeared in the Register of Members / List of Beneficial Owners as received from National Securities Depository Limited and Central Depository Services (India) Limited (collectively referred to as the “ Depositories ”) as on Friday, December 8, 2023 and whose email address are registered with the Company / Depositories / Depository Participants. The Company has engaged the services of Kfin Technologies Limited (‘ Kfintech ’) to provide e-voting facility to its Members.

The- voting period commences from 9.00 a.m. (IST) on Thursday, December 14, 2023 and ends at 5.00 p.m. (IST) on Friday January 12 2024.

The detail instructions for remote e-voting along with other information are mention in the Postal Ballot Notice.

Dalmia Bharat Limited

11[th] & 12[th] Floors, Hansalaya Building, 15, Barakhamba Road, New Delhi-110 001, India t 91 11 23465100 f 91 11 2331 3303 w www. dalmiabharat.com CIN : L14200TN2013PLC112346 Registered Office : Dalmiapuram, Dist. Tiruchirapalli, Tamil Nadu- 621 651, India

A Dalmia Bharat Group company, www.dalmiabharat.com

==> picture [153 x 76] intentionally omitted <==

The Postal Ballot Notice is also available on the Company’s website at www.dalmiabharat.com and also on the website of Kfintech.

This is for your information and record.

Thanking you,

Your faithfully, For Dalmia Bharat Limited RAJEEV Digitally signed by RAJEEV KUMAR KUMAR Date: 2023.12.11 17:30:33 +05'30' Rajeev Kumar Company Secretary

Encl.: a/a

Dalmia Bharat Limited

11[th] & 12[th] Floors, Hansalaya Building, 15, Barakhamba Road, New Delhi-110 001, India t 91 11 23465100 f 91 11 2331 3303 w www. dalmiabharat.com CIN : L14200TN2013PLC112346 Registered Office : Dalmiapuram, Dist. Tiruchirapalli, Tamil Nadu- 621 651, India

A Dalmia Bharat Group company, www.dalmiabharat.com

==> picture [115 x 69] intentionally omitted <==

DALMIA BHARAT LIMITED

Registered Office: Dalmiapuram Lalgudi Dist. Tiruchirappalli, Tamil Nadu 621651 Phone No. 04329-235132 Fax No. 04329-235111

CIN : L14200TN2013PLC112346 Website: www.dalmiabharat.com; Email: corp.sec@dalmiabharat.com

NOTICE OF POSTAL BALLOT

[Pursuant to Section 108 and 110 of the Companies Act, 2013 read with Rule 20 and Rule 22 of the Companies (Management and Administration) Rules, 2014]

Notice is hereby given that the resolutions set out below are proposed for approval by the Members of Dalmia Bharat Limited (“ the Company ”), by means of Postal Ballot, only by way of voting through electronic means (“ remote e-voting ”) being provided by the Company to all its members to cast their votes electronically, pursuant to the provisions of Section 108 and Section 110 of the Companies Act, 2013, as amended (“ the Act ”) read with Rule 20 and Rule 22 of the Companies (Management and Administration) Rules, 2014, as amended (“ the Rules ”) and other applicable provisions of the Act and the Rules, Regulation 44 of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015, as amended (“ Listing Regulations ”), General Circular Nos. 14/2020 dated April 8, 2020 and 17/2020 dated April 13, 2020 read with other relevant circulars, including General Circular No. 09/2023 dated September 25, 2023, issued by the Ministry of Corporate Affairs (“ MCA Circulars ”) and in accordance with the Secretarial Standards on General Meetings issued by the Institute of Company Secretaries of India (“ SS-2 ”)and other applicable provisions of the Act, rules, circulars and notifications issued thereunder (including any statutory modifications or re- enactment thereof for the time being in force and as amended from time to time).

The Statement, pursuant to the provisions of Section 102(1) and other applicable provisions of the Act read with the Rules, setting out all material facts relating to the resolutions mentioned in this Postal Ballot Notice and additional information as required under the Listing Regulations is also attached.

The Board of Directors of the Company has, in compliance with the Rules, appointed Mrs. Jyoti Sharma, Practicing Company Secretary (Membership No. F8843) as the Scrutinizer for conducting this Postal Ballot process, through remote e-voting, in a fair and transparent manner. Further, the Company has engaged Kfin Technologies Limited (‘ Kfintech ’) to provide remote e-Voting facility to the Members of the Company.

Members are requested to read the instructions in the Notes in this Postal Ballot Notice so as to cast their vote electronically. The votes can be cast during the following voting period:

Commencement of e-voting:	9:00 a.m.(IST)on Thursday,December 14,2023
End of e-voting:	5:00p.m.(IST)on Friday,January12,2024

Upon completion of the votes cast through remote e-voting, the Scrutinizer shall submit the report to the Chairman of the Company or person authorised by the Chairman. The results of the Postal Ballot along with the Scrutinizer’s Report shall be announced within two working days from the last date of voting and shall also be intimated to the National Stock Exchange of India Limited (“ NSE ”) and BSE Limited (“ BSE ”) (hereinafter collectively referred to as “ Stock Exchanges ”) where the Equity Shares of the Company are listed. The result will also be displayed on the Company’s website at www.dalmiabharat.com as well as on the website of Kfintech.

==> picture [115 x 69] intentionally omitted <==

SPECIAL BUSINESS:

1. To consider and, if thought fit, to pass the following resolution for the appointment of Mr. Anuj Gulati (DIN: 00278955) as an Independent Director of the Company w.e.f October 14, 2023, as a Special Resolution:

“ RESOLVED THAT pursuant to the provisions of Sections 149, 150, 152 read with Schedule IV and all other applicable provisions, if any, of the Companies Act, 2013 (“the Act”) (including any statutory modification(s), or re-enactment thereof for the time being in force) and Companies (Appointment and Qualification of Directors) Rules, 2014, Regulation 17 and all other applicable provisions of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 (“Listing Regulations”) and pursuant to the recommendation by Nomination and Remuneration Committee and approval of Board of Directors of the Company, Mr. Anuj Gulati (DIN: 00278955), who meets the criteria for independence as provided in Section 149(6) of the Act along with the rules framed thereunder and Regulation 16(1)(b) of the Listing Regulations and who has submitted a declaration to that effect and in respect of whom the Company has received a notice in writing under Section 160 of the Act from a member proposing his candidature for the office of a Director, be and is hereby appointed as an Independent Director of the Company to hold office for a term of 5 (Five) consecutive years commencing from October 14, 2023 and he shall not be liable to retire by rotation.

RESOLVED FURTHER THAT the Board of Directors be and is hereby authorized to do all such acts, deeds, matters and things, as it may, in its absolute discretion, deem necessary, desirable and expedient to give effect to this resolution.”

By Order of the Board of Directors of Dalmia Bharat Limited sd/Place: New Delhi Rajeev Kumar Date: October 14, 2023 Company Secretary

Registered Office:

Dalmiapuram, Dist. Tiruchirapalli, Tamil Nadu- 621 651, India CIN: L14200TN2013PLC112346 Website: www.dalmiabharat.com Email: corp.sec@dalmiabharat.com Tel.: +91 11- 23465100

Fax: +91 11- 23313303

NOTES:

1. The Explanatory Statement pursuant to Section 102 of the Act read with Secretarial Standards on General Meetings (“SS-2”) for the proposed Special Resolution setting out material facts in relation thereto is appended to the Notice.

2. In view of the exemptions granted pursuant to the Circular No. 14/2020 dated April 8, 2020, Circular No. 17/2020 dated April 13, 2020, Circular No. 22/2020 dated June 15, 2020, Circular No. 33/2020 dated September 28, 2020, Circular No.39/2020 dated December 31, 2020 and Circular No. 10/2021 dated June 23, 2021, Circular No. 20/2021 dated December 8,2021, Circular No. 3/2022 dated May 5, 2022 and Circular No.09/2023 dated September 25, 2023 issued by the Ministry of Corporate Affairs (hereinafter collectively referred to as “MCA

==> picture [115 x 69] intentionally omitted <==

Circulars”) and Circular Nos. SEBI/HO/CFD/ CMD1/CIR/P/2020/79 dated May 12, 2020, SEBI/HO/CFD/ CMD2/CIR/P/2021/11 dated January 15, 2021; SEBI/HO/ CFD/CMD2/CIR/P/2022/62 dated May 13, 2022 and SEBI/HO/CFD/ CFD-PoD2/P/CIR/2023/167 dated October 07, 2023 , issued by the Securities and Exchange Board of India (“SEBI Circulars”), the Company is not dispatching the printed Postal Ballot Notice along with postal ballot forms and prepaid Business Reply Envelopes. The approval of Members is being sought through remote e-voting only. Members are requested to provide their assent or dissent through remote e-voting only.

1. 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 and provisions of Regulation 44 of the Listing Regulations, as amended, the Members are provided with the facility to cast their vote electronically. The Company has engaged the services of Kfin Technologies Limited (Kfintech) for the purpose of providing e-voting facility to all its Members.

2. Members may please note that the Postal Ballot Notice will also be available on the Company’s website at www.dalmiabharat.com, websites of the Stock Exchanges i.e. BSE Limited (BSE) and National Stock Exchange of India Limited (NSE) www.bseindia.com and www.nseindia.com respectively and also on the website of Kfintech at https://evoting.kfintech.com/.

3. The Postal Ballot Notice is being sent to the Members whose names appear on the Register of Members/List of Beneficial Owners as on Friday, December 8, 2023. (‘Cut-off Date’), as received from the National Securities Depository Limited (NSDL) and Central Depository Services (India) Limited (CDSL) and they will be considered eligible for the purpose of voting. A person who is not a Member as on the Cut-off Date for reckoning voting rights, should treat this Notice for information purposes only.

4. The Company has appointed Mrs. Jyoti Sharma, Practising Company Secretary (Membership No. F8843), as a Scrutiniser for conducting the Postal Ballot process and remote e-voting in a fair and transparent manner.

5. In compliance with provisions of Section 110 of the Act read with the Companies (Management and Administration) Rules, 2014, the Company is offering e-voting facility to all the Members of the Company. Kfintech, will be facilitating e-voting to enable the Members to cast their votes electronically.

6. The voting rights of Members shall be in proportion to their share of the paid-up equity share capital of the Company as on the Cut-off Date.

7. The remote e-voting facility will be available during following voting period:

Commencement of e-voting:	9:00 a.m.(IST)on Thursday,December 14,2023
End of e-voting:	5:00p.m.(IST)on Friday,January12,2024

The e-voting module shall be disabled by Kfintech for voting thereafter.

1. The Scrutinizer’s decision on the validity of e-voting will be final. The Resolution, if passed by the requisite majority through Postal Ballot, will be deemed to have been passed on the last date of e-voting i.e. Friday, January 12, 2024.

==> picture [115 x 69] intentionally omitted <==

1. E-voting shall not be exercised by a proxy. Members who have not registered their e-mail addresses are requested to register the same with the Kfintech (in case of the physical shareholding)/ Depository Participant(s) (in case of electronic shareholding).

2. All the documents referred to in the Notice and Statement annexed to the Notice will be available for electronically inspection by the Members between 11.00 a.m. and 1.00 p.m. on all working days, except Saturdays, from the date hereof until the last day of e-voting. Members seeking inspection may send an email to corp.sec@dalmiabharat.com.

3. The procedure and instructions for e-voting are as follows:

(I) E-Voting procedure for Individual Members holding securities in Demat:

(a) Method of log-in for individual Members holding the securities in demat mode directly from the website of Depositories:

• NSDL CDSL

• 1. User already registered for IDeAS facility: 1. Existing user who have opted for Easi / I. URL: https://eservices.nsdl.com Easiest

• II. Click on the “Beneficial Owner” icon I. URL: https://web.cdslindia.com/ under ‘IDeAS’ section. myeasi/ home/login or

• III. On the new page, enter User ID and II. URL: www.cdslindia.com Password. Post successful III. Click on New System Myeasi authentication, click on “Access to e- IV. Login with user id and password. Voting”. V. Option will be made available to reach

• IV. Click on the link against VRL Logistics e-Voting page without any further Limited or e-Voting service provider authentication. “KFin” and you will be re-directed to e- VI. Click on e-Voting service provider name Voting service provider website for to cast your vote. casting the vote during the remote e- 2. User not registered for Easi/Easiest Voting period. I. Option to register is available at

• I. Option to register is available at https://web.cdslindia.com/myeasi/ Registration/EasiRegistration

• II. Proceed with completing the required fields.

2. User not registered for IDeAS e-Services

• i. To register click on link: https://eservices.nsdl.com Select “Register Online for IDeAS” or click on the link

3. By visiting the e-Voting website of CDSL I. URL: www.cdslindia.com II. Provide demat Account Number and PAN No.

III. System will authenticate user by sending OTP on registered Mobile & Email as recorded in the demat Account.

https://eservices.nsdl.com/SecureWeb/I deasDirectReg.jsp

• ii. Proceed with completing the required fields.

• 3. By visiting the e-Voting website of NSDL I. URL: https://www.evoting.nsdl.com/

• II. Click on the icon “Login” which is available under After successful authentication, user will be ‘Shareholder/Member’ section. provided links for the respective E-voting

• III. Enter User ID (i.e. 16-digit demat Service Provider (ESP) where the e-Voting is account number held with NSDL), in Password/OTP and a Verification progress. Code as shown on the screen.

• IV. Post successful authentication, you will be redirected to NSDL Depository site wherein you can see e-Voting page. Click on VRL Logistics Limited or e-Voting service

==> picture [115 x 69] intentionally omitted <==

provider name “KFin” and you will be redirected to e-Voting service provider website for casting your vote during the remote e-Voting period. Shareholders/Members can also download NSDL Mobile App ‘NSDL Speede’ facility by scanning the QR code given below for seamless voting experience.

(b) Method of Login for individual Members holding the securities in demat mode through their Depository Participants.

Members can also login using the login credentials of their demat account through a Depository Participant registered with NSDL / CDSL for e-Voting facility. Once logged in, you will be able to see e-Voting option. Click on e-Voting option and you will be redirected to NSDL / CDSL Depository site after successful authentication. Click on VRL Logistics Limited or e-Voting service provider name “KFin” and you will be redirected to e-Voting service provider website for casting your vote during the remote e-Voting period.

Members who are unable to retrieve their User ID / Password are advised to use Forgot User ID and Forgot Password option available at above mentioned website.

Members facing any technical issue in login can contact the helpdesk of the respective Depositories by sending a request on the following email addresses or contact on the following phone numbers i.e. NSDL - Email: evoting@nsdl.co.in, toll free numbers: 1800 1020 990 / 1800 22 44 30; or CDSL - Email: helpdesk.evoting@cdslindia.com, phone numbers: 022- 23058738 / 022- 23058542-43.

(II) Method of Login for Institutional Members and Members holding securities in Physical form:

• (i) The details of the process and manner of remote e-voting are given below:

• a.Initial password is provided in the body of the email.

• b.Launch internet browser and type the URL: https://evoting.kfintech.com in the address bar.

• c. Enter the login credentials i.e. User ID and password mentioned in your email. Your Folio No./ DP ID Client ID will be your User ID. However, if you are already registered with KFin for e-voting, you can use your existing User ID and password for casting your votes.

• (ii) After entering the details appropriately, click on LOGIN.

(iii) You will reach the 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.). It is strongly recommended not to share your password with any other person and take utmost care to keep your password confidential.

==> picture [115 x 69] intentionally omitted <==

(iv) You need to login again with the new credentials.

(v) On successful login, the system will prompt you to select the EVENT i.e. Dalmia Bharat Limited.

E-voting Procedure

• (i) On the voting page, the number of shares (which represents the number of votes) held by you as on the cut-off date will appear. If you desire to cast all the votes assenting / dissenting to the resolution(s), enter all shares and click ‘FOR’/ ‘AGAINST’ as the case may be or partially in ‘FOR’ and partially in ‘AGAINST’, but the total number in ‘FOR’ and / or ‘AGAINST’ taken together should not exceed your total shareholding as on the cut-off date. You may also choose the option ‘ABSTAIN’ and the shares held will not be counted under either head.

• (ii) Members holding multiple folios / demat accounts shall choose the voting process separately for each folio / demat account.

• (iii) Cast your votes by selecting an appropriate option and click on ‘SUBMIT’. A confirmation box will be displayed. Click ‘OK’ to confirm, else ‘CANCEL’ to modify. Once you confirm, you will not be allowed to modify your vote subsequently. During the voting period, you can login multiple times till you have confirmed that you have voted on the resolution(s).

Query / Grievance:

In case of any query and/or grievance, in respect of remote e-voting, Members may refer to the Frequently Asked Questions (FAQs) and E-voting user manual available at the download section of https://evoting.kfintech.com (KFin Website) or contact Mr. Bhasker Roy – DyVP- Corporate Registry, at evoting@kfintech.com or call KFin’s toll free No. 1800-309-4001 for any further clarifications.

STATEMENT PURSUANT TO SECTION 102(1) OF THE COMPANIES ACT, 2013 READ WITH RULE 22 OF THE COMPANIES (MANAGEMENT AND ADMINISTRATION) RULES, 2014 AND ADDITIONAL INFORMATION AS REQUIRED UNDER THE SECURITIES AND EXCHANGE BOARD OF INDIA (LISTING OBLIGATIONS AND DISCLOSURE REQUIREMENTS) REGULATIONS, 2015

==> picture [115 x 69] intentionally omitted <==

The following statement sets out all material facts relating to the special business mentioned in the accompanying Postal Ballot Notice:

Item No. 1:

The Board, based on the recommendation of Nomination & Remuneration Committee of the Company at its meeting held on October 14, 2023 had appointed Mr. Anuj Gulati (DIN: 00278955) as an Additional Director in the category of Independent Director of the Company for a term of 5 (Five) consecutive years commencing from October 14, 2023, not liable to retire by rotation, subject to approval of the shareholders.

The Company has received, inter-alia , the following consents, declarations and confirmations from Mr. Anuj Gulati with regard to the proposed appointment:

1. Consent to act as Director of the Company in terms of Section 152 of the Companies Act, 2013 (“ the Act ”) and declaration that he is not disqualified from being appointed as Director in terms of Section 164 of the Act.

2. Declaration that he is not debarred from holding the office of Director by virtue of any SEBI order or any other such authority;

3. Declaration that he meets the criteria of independence as prescribed under the Act and the Listing Regulations;

4. Confirmation that he is not aware of any circumstance or situation which exists or may be reasonably anticipated that could impair or impact his ability to discharge his duties as an Independent Director of the Company; and

5. Confirmation that he has registered himself with the Independent Directors’ databank and satisfied the requirement regarding the online proficiency selfassessment test in terms of the Companies (Appointment and Qualifications of Directors) Rules, 2014.

Considering the qualifications, positive attributes, experience, expertise and independence of Mr. Anuj Gulati, the Board and its Nomination & Remuneration Committee have recommended his appointment as an Independent Director, not liable to retire by rotation, for a term of five (5) consecutive years commencing from October 14, 2023 in terms of the provisions of the Act.

Brief Profile:

Mr. Anuj Gulati has a degree in Chemical Engineering from IIT Delhi and an MBA degree from IIM Bangalore. Mr. Anuj Gulati presently acting as the CEO of Care Health Insurance Ltd (formerly known as Religare Health Insurance Company Limited). He is a member of General Insurance Council (GIC) and has around 25 years of industry experience. Prior to joining Religare, he served as Director – Service and Business Development, ICICI Lombard General Insurance and was responsible for a gamut of operations namely Product Development, Pricing, Underwriting, Claims, Operations, Technology, Administration, Marketing & Corporate Communications. Apart from heading these functions, he also had complete business responsibility for the online and rural businesses.

In line with the Company’s remuneration policy for Independent Directors, Mr. Anuj Gulati will be entitled to receive remuneration by way of sitting fees as approved by the Board of Directors, re-imbursement of expenses for participation in the Board/Committee meetings. He will also be entitled for commission as may be decided by the Board.

==> picture [115 x 69] intentionally omitted <==

Copy of the letter of appointment of Mr. Anuj Gulati, setting out the terms and conditions of appointment as an Independent Director is available for inspection by members electronically.

In the opinion of the Board, Mr. Anuj Gulati fulfils the conditions of Independence as specified in the Act and the Listing Regulations for his proposed appointment as an Independent Director.

The Company has received notice in writing under the provisions of Section 160 of the Act from a Member proposing the candidature of Mr. Anuj Gulati as an Independent Director of the Company.

Mr. Anuj Gulati and his relatives may be deemed to be concerned or interested in the passing of the special Resolution as the same relates to his appointment.

Except Mr. Anuj Gulati, none of the Directors and Key Managerial Personnel of the Company and their relatives are concerned or interested, financially or otherwise, in the resolution set out at item no. 1.

The necessary information/disclosure in compliance with Regulation 36(3) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 and Secretarial Standard (SS-2) is provided under Annexure attached to this Notice.

In line with the aforesaid provisions of the Act and in view of long, rich experience of Mr. Anuj Gulati, the Shareholders are requested to approve the appointment of Mr. Anuj Gulati as an Independent Director for a term of five (5) consecutive years with effect from October 14, 2023.

By Order of the Board of Directors of Dalmia Bharat Limited

sd/Place: New Delhi Rajeev Kumar Date: October 14, 2023 Company Secretary

Registered Office:

Dalmiapuram, Dist. Tiruchirapalli, Tamil Nadu- 621 651, India CIN: L14200TN2013PLC112346 Website: www.dalmiabharat.com Email: corp.sec@dalmiabharat.com Tel.: +91 11- 23465100 Fax: +91 11- 23313303

==> picture [115 x 69] intentionally omitted <==

DETAILS OF THE DIRECTORS SEEKING APPOINTMENT/REAPPOINTMENT IN PURSUANCE OF REGULATION 36 OF THE SEBI (LISTING OBLIGATIONS AND DISCLOSURE REQUIREMENTS) REGULATION, 2015 AND SECRETARIAL STANDARD 2 ON GENERAL MEETINGS

Name of the Director	Mr. AnujGulati
Director Identification Number	00278955
Date of Birth	June 27,1973
Age	50years
Date of Appointment	October 14,2023
Qualification	Mr. Gulati has a degree in Chemical Engineering from IIT Delhi and an MBA degree from IIM Bangalore
Experience & Expertise in specific functional area	Around 25 years’ experience in Product Development, Pricing, Underwriting, Claims, Operations, Technology, Administration, Marketing & Corporate Communications.
Profile of the Director	Mr. Anuj Gulati presently acting as the CEO of Care Health Insurance Ltd (formerly known as Religare Health Insurance Company Limited). He is a member of General Insurance Council (GIC) and has around 25 years of industry experience. Prior to joining Religare, he served as Director – Service and Business Development, ICICI Lombard General Insurance and was responsible for a gamut of operations namely Product Development, Pricing, Underwriting, Claims, Operations, Technology, Administration, Marketing & Corporate Communications. Apart from heading these functions, he also had complete business responsibilityfor the online and rural businesses.
Terms & Conditions of appointment along with details of remuneration sought to be paid and last drawn by him	Mr. Anuj Gulati is proposed to be appointed as a Non- Executive Independent Director of the Company. Please refer resolution at item No. 1 and explanatory statement in respect of Resolution at item No. 1 for terms and conditions of his appointment.
Shareholdingin the Companyas on date	NIL
Relationship with other Directors and KMPs of the Company	Neither related to any director on the Board of Directors of the Company nor with the promoter of the Company.
Name of listed entities from which the person has resigned in the past three years.	None
No. of meetings of Board attended duringtheyear	Not applicable
List of Public Companies in which outside directorshipheld	Care Health Insurance Limited
Chairman/Member of the Committees of Board of Directors of Indian Companies	Member of following Committees in Care Health Insurance Limited 1. Policyholder’s Protection Committee 2. Risk Management Committee 3. Investment Committee 4. Allotment Committee 5. Corporate Social Responsibility Committee 6. Initial Public Offering Committee 7. Stakeholder RelationshipCommittee