Elgi Equipments Ltd. — Proxy Solicitation & Information Statement 2021

Feb 16, 2021

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BSE LIMITED PHIROZE JEEJEEBHOY TOWERS DALAL STREET MUMBAI – 400001	NATIONAL STOCK EXCHANGE OF INDIA LIMITED “EXCHANGE PLAZA” BANDRA KURLA COMPLEX BANDRA (E) MUMBAI - 400051
Scrip Code: 522074	Scrip Code: ELGIEQUIP

Dear Sir,

Date : 16[th] February 2021

Sub: Postal Ballot Notice dated 8[th] February 2021 pursuant to Regulation 30 of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015

Pursuant to Regulation 30 of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015, we are enclosing herewith the Postal Ballot Notice dated 8[th] February 2021, as sent out to the members at their registered email address, seeking approval for the following business as set out in the said Postal Ballot Notice:

• a) Approval of the requests received from shareholders for reclassification of their shareholding from “Promoter Group” category to “Public” category pursuant to Regulation 31A of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015

In compliance with the General Circular(s) No.14/2020 dated 8[th] April 2020, No. 17/2020 dated 13[th] April 2020, No.22/2020 dated 15[th] June 2020, No.33/2020 dated 28[th] September 2020 and No.39/2020 dated 31[st] December 2020 respectively, issued by the Ministry of Corporate Affairs ("the MCA Circulars"), the Postal Ballot Notice has been sent to all the shareholders, who have registered their email address with the Company/RTA or depository participants and the hard copy of Postal Ballot Notice along with Postal Ballot Forms and pre-paid business envelope are not being sent to the shareholders for this Postal Ballot. The shareholders have been requested to communicate their assent or dissent through the remote e-voting system only.

The Company is providing e-voting facility to enable the shareholders to vote on the resolution(s) proposed in the aforesaid notice. The Company has availed the services of Link Intime India Pvt. Ltd (“LlIPL”) for providing the e-voting facility

Further, the Company has fixed 12[th] February 2021 as the cut-off date to determine the shareholders, who are eligible to cast their vote through electronic means on the resolution

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mentioned in the said Notice. The Company has appointed Mr. M.D.Selvaraj of MDS & Associates, Practicing Company Secretaries, Coimbatore, as the Scrutinizer for conducting the postal ballot / e-voting process in a fair and transparent manner.

The e-voting period commences on from 9.00 AM on Wednesday 17[th] February 2021 and ends at 5:00 PM on Thursday, 18[th] March 2021.

A copy of the Postal Ballot Notice has also been uploaded on the website of the Company www.elgi.com. The Company will announce the results of the- Postal Ballot (e-voting) on or before 5:00 PM on Friday, 19[th] March 2021 and the same will be communicated to the stock exchange along with the Scrutinizer's report within the prescribed time.

The said information is also available in the website of the Company www.elgi.com

Kindly acknowledge receipt of this letter and update your records.

Thanking you,

Yours faithfully,

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ELGI EQUIPMENTS LIMITED

CIN: L29120TZ1960PLC000351

Regd. Off.: Elgi Industrial Complex III, Trichy Road, Singanallur, Coimbatore – 641005

Phone: 0422-2589555 Fax: 0422-2573697

Email: investor@elgi.com Website: www.elgi.com

NOTICE FOR POSTAL BALLOT / ELECTRONIC VOTING (E-VOTING)

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

Dear Shareholder(s),

Notice is hereby given pursuant to the provisions of Sections 108 and 110 of the Companies Act, 2013 (“the Act”) read with Rule 20 and 22 of the Companies (Management and Administration) Rules, 2014 (“the Rules”) and other applicable provisions, if any, of the Act and Rules made thereunder (including any statutory modification or re-enactment thereof for the time being in force) and the General Circulars No.14/2020 dated April 8, 2020, No. 17/2020 dated April 13, 2020, No. 22/2020 dated June 15, 2020, No.33/2020 dated September 28, 2020 and No.39/2020 dated December 31, 2020 respectively, issued by the Ministry of Corporate Affairs, Government of India (hereinafter collectively referred to as “MCA Circulars”), as amended from time to time and Regulation 44 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 (“Listing Regulations”), for seeking approval of the shareholders by way of passing of the following Ordinary Resolution through postal ballot (“Postal Ballot”) only through remote e-voting;

• a) Approval of the requests received from shareholders for reclassification of their shareholding from “Promoter Group” category to “Public” category pursuant to Regulation 31A of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015

The Board of Directors of the Company at their meeting held on 6th November 2020 had approved the above matter subject to the approval of the shareholders of the Company and such other authorities as may be required.

The statement setting out the material facts concerning the resolution set out in Item No. 1 of the Postal Ballot Notice dated 8th February 2021 pursuant to Section 102 of the Act relating to the resolution is annexed. The Postal Ballot Notice has also been placed on the website of the Company viz. www.elgi.com.

In view of the current circumstances prevailing due to COVID-19 pandemic and in furtherance to the aforesaid MCA Circulars and pursuant to Sections 108 & 110 of the Act and the Rules made thereunder, the Company will send Postal Ballot Notice by email to all its shareholders, who have registered their email address with the Company or depository/depository participants and the communication of assent/ dissent of the members will only take place through the remote e-voting system. This Postal Ballot is accordingly being initiated in compliance with the above MCA Circulars.

In compliance with the requirements of the MCA Circulars, hard copy of Postal Ballot Notice along with Postal Ballot Forms and pre-paid business envelope will not be sent to the shareholders for this Postal Ballot and shareholders are requested to communicate their assent or dissent through the remote e-voting system only.

The Board of Directors of the Company vide their resolution passed on 8th February 2021 has appointed Mr. M.D. Selvaraj, FCS of M/s. MDS & Associates, Company Secretaries, Coimbatore as the Scrutinizer for conducting the Postal Ballot voting through electronic means in a fair and transparent manner and for ascertaining the requisite majority in compliance with Rule 22(5) & (6) of the Companies (Management and Administration) Rules, 2014.

Pursuant to Regulation 44 of the Listing Regulations and pursuant to the provisions of Sections 108 and 110 of the Act read with the relevant Rules made thereunder and the MCA Circulars, the Company

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has provided electronic voting (“e-voting”) facility only. The Company has engaged the services of Link Intime India Private Limited (“LIIPL”) to provide e-voting facility to the Members of the Company through their Instavote platform at the link https://instavote.linkintime.co.in. Please refer to the instructions for e-voting given hereinafter the proposed resolution for the process and manner in which e-voting is to be carried out.

The e-voting platform will be opened for tendering your votes from 9:00 AM on Wednesday, 17th February 2021 to 5:00 PM on Thursday, 18th March 2021. Members are requested to read the instructions carefully while expressing their assent or dissent and cast votes via e-voting by not later than the close of business hours at 5:00 PM on Thursday, 18th March 2021.

The Scrutinizer shall submit his report to the Managing Director of the Company, or any other Director authorized by him. The result of the postal ballot shall be announced on or before the close of business hours (i.e., 5:00 PM) on Friday, 19th March 2021 and the same shall be displayed on the website of the Company, Link Intime India Private Limited (LIIPL) and communicated to National Stock Exchange of India Limited (NSE) & BSE Limited (BSE), being the stock exchanges where the equity shares of the company is listed.

In the event, the resolution as set out under Item No.1 below is assented by the requisite majority of the members by means of Postal Ballot process, it shall be deemed to have been duly passed as an Ordinary Resolution at the General Meeting of the Company and it shall be deemed to have been passed on 18th March 2021, being the last date specified by the Company for e-voting.

The resolution(s) for the purpose as stated herein below are proposed to be passed by Postal Ballot/ remote e-voting:

SPECIAL BUSINESS

Item No.1:

Approval of the requests received from shareholders for reclassification of their shareholding from “Promoter Group” category to “Public” category pursuant to Regulation 31A of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015

To consider and if thought fit, to give assent / dissent to the following resolution to be passed as an Ordinary Resolution:

“RESOLVED THAT pursuant to provisions of Regulation 31A of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 [including any statutory modification(s), amendment(s) thereto or re-enactment(s) thereof for the time being in force] and other laws and regulations as may be applicable and subject to necessary approvals from BSE Limited & National Stock Exchange of India Limited and such other statutory authorities as may be necessary in this regard, the approval of the members of the Company be and is hereby accorded for reclassification of the following members (hereinafter individually & jointly referred to as the “Applicants”) from the “Promoter Group” category to the “Public” category since the applicants are neither involved in the management of the Company nor exercise control over the affairs of the Company, directly or indirectly, and hold not more than 10% of the total voting rights in the Company and also none of the applicants have entered into any shareholder’s or other agreement with the Company nor they have any veto rights or special information rights or special rights as to voting power or control of the Company.

S. No.	Name of the applicants	No. of equity shares held as on 05/02/2021	Percentage of shareholding
1.	Gayathri Balaji	48,226	0.02
2.	VinayBalaji	22,376	0.01
3.	UdayBalaji	1,28,020	0.04
4.	Harsha Varadaraj	80,000	0.03
5.	Varshini Varadaraj	80,000	0.03
6.	Viren Mohan	39,960	0.01
7.	Vanitha Mohan	1,15,440	0.04
	Total	5,14,022	0.18

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RESOLVED FURTHER to confirm the following

• i. the company is compliant with the requirement of minimum public shareholding as required under Regulation 38 of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015

• ii. the trading of the shares of the Company have not been suspended on any stock exchanges

• iii. The Company does not have any outstanding dues to the Securities and Exchange Board of India, the stock exchanges or the depositories

RESOLVED FURTHER THAT upon receipt of the approval of BSE Limited & National Stock Exchange of India Limited for the proposed re-classification, the Company shall effect such re-classification in the statement of Shareholding Pattern from the immediately succeeding quarter under Regulation 31 of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 and in compliance to Securities and Exchange Board of India (Substantial Acquisition of Shares and Takeovers) Regulations, 2011, Securities and Exchange Board of India (Prohibition of Insider Trading) Regulations, 2015 and other applicable provisions, if any, in respect of the disclosures.

RESOLVED FURTHER THAT the Board of Directors and the Company Secretary be and are hereby severally authorized to sign and file the necessary applications with BSE Limited & National Stock Exchange of India Limited and such other authorities as may be required and to perform and execute all such acts, deeds, matters and things, including but not limited to making timely intimation to Stock Exchange(s) and to execute all such documents, instruments, undertakings, papers and/ or writings, for and on behalf of the Company as may be required in respect of the aforesaid matter.”

STATEMENT PURSUANT TO SECTION 102 OF THE COMPANIES ACT, 2013

Item No. 1

Regulation 31A of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 (“Listing Regulations”) provides a regulatory mechanism for re-classification of members belonging to the Promoter Group category to the Public category.

In this regard, the Company has received request letters from the members mentioned below (referred to as “Applicants”) for reclassification of their status from ‘Promoter Group’ category to ‘Public’ category, pursuant to Regulation 31A of Listing Regulations.

S. No.	Name of the applicants	No. of equity shares held as on 05/02/2021	Percentage of shareholding
1.	Gayathri Balaji	48,226	0.02
2.	VinayBalaji	22,376	0.01
3.	UdayBalaji	1,28,020	0.04
4.	Harsha Varadaraj	80,000	0.03
5.	Varshini Varadaraj	80,000	0.03
6.	Viren Mohan	39,960	0.01
7.	Vanitha Mohan	1,15,440	0.04
	Total	5,14,022	0.18

The applicants are financially independent persons who take independent investment decisions and are in no way related to the business carried out by the Company. Further they do not hold any key managerial position or any representation in the Board of Directors of the Company.

The Board of Directors of the Company at their meeting held on 6th November 2020, analyzed the requests received from the applicants and noted that the applicants hold a very nominal portion of the share capital of the Company and are neither involved in the management or day to day affairs of the Company nor have any influence in any decision-making process of the Company.

The applicants mentioned above:

• i. do not hold more than ten percent of the total voting rights in the company.

• ii. do not exercise control over the affairs of the company, directly or indirectly.

• iii. do not have any special rights with respect to the company through formal or informal arrangements including through any shareholder agreements.

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• iv. are not being represented on the board of directors (including not having a nominee director) of the Company.

• v. do not act as a key managerial person of the Company.

• vi. are not ‘wilful defaulter(s)’ as per the Reserve Bank of India Guidelines

• vii. are not fugitive economic offender(s)

• viii. do not have any pending regulatory actions against them.

Further, the applicants have undertaken to comply with the conditions laid down in Regulation 31A(4) of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015.

Based on the compliance of the conditions as stipulated above, the Board of Directors of the Company approved the requests of the applicants for re-classification of their shareholding from the “Promoter Group” category to “Public” Category, subject to the approval of the members and the stock exchanges.

Further, the Company, as on the date of the notice, fulfils the minimum public shareholding requirement of at least 25% as per Rule 19A of the Securities Contracts (Regulation) Rules, 1957 and hence, the proposed reclassification is not intended to achieve compliance with the minimum public shareholding requirement.

Pursuant to Regulation 31A(3) of the Listing Regulations, the request of the promoter(s) seeking reclassification shall be approved in the general meeting by an ordinary resolution in which the promoter(s) seeking re-classification and persons related to the promoter(s) seeking re-classification shall not vote to approve such re-classification request.

Accordingly, the resolution has been set out in Item No. 1 of the Notice for the approval of the members who are not the applicants or persons related to them.

The relevant documents in this regard are available for inspection by the members at the Registered Office of the Company between 10:00 AM (Indian Standard Time) to 12:00 PM (Indian Standard Time) on all working days from the date of despatch of the Notice up to the date of declaration of results of the Postal Ballot.

The Board recommends the ordinary resolution set out in Item No. 1 of the Notice for the approval of the members.

Except Mr.Jairam Varadaraj, Mr.Sudarsan Varadaraj & Dr.T.Balaji Naidu being the immediate relatives of the applicants as mentioned above, none of the other directors or Key Managerial Personnel of the Company and their relatives are concerned or interested, financially or otherwise, in the resolution as set out in Item No. 1 of the Notice.

Place : Coimbatore Date : 8[th] February 2021

By Order of the Board For Elgi Equipments Limited Ragunathan K Company Secretary

Notes:

1. The Board of Directors of the Company has appointed Mr. M.D. Selvaraj, FCS of M/s. MDS & Associates, Company Secretaries, Coimbatore as the Scrutinizer for conducting the postal ballot through remote e-voting in a fair and transparent manner and for the purpose of ascertaining the requisite majority.

2. The approval of the shareholders is being sought through the Postal Ballot, pursuant to Sections 108 & 110 of the Companies Act, 2013 read with Rule 20 and 22 of the Companies (Management and Administration) Rules, 2014 and Regulation 44 of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015.

3. The facility of voting by electronic means is being provided by Link Intime India Private Limited (LIIPL) for which the required procedure is incorporated in the Postal Ballot Notice. Voting period commences from 9:00 AM on Wednesday, 17th February 2021 to 5:00 PM on Thursday, 18th March 2021 (both days inclusive).

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1. The Notice is being sent only by email to all those Members of the Company, whose names appear in the Register of Members / List of Beneficial Owners as received from National Securities Depository Limited (“NSDL”)/Central Depository Services (India) Limited (“CDSL”) as on Friday, 12th February 2021 (“cut-off date”) and who have registered their email address in respect of electronic holdings with the Depository through the concerned Depository Participants and in respect of physical holdings with the Company’s Registrar and Share Transfer Agent, Link Intime India Private Limited (LIIPL) (“RTA”) in accordance with the provisions of the Companies Act, 2013, read with Rules made thereunder and Ministry of Corporate Affairs, Government of India’s Circulars No.14/2020 dated April 8, 2020, No. 17/2020 dated April 13, 2020, No. 22/2020 dated June 15, 2020, No.33/2020 dated September 28, 2020 and No.39/2020 dated December 31, 2020 (“MCA Circulars”).

2. All the Members of the Company whose names are appearing on the Register of Members / List of Beneficial Owners as on the cut-off date i.e., 12th February 2021 (including those Members who may not have received this Notice due to non-registration of their e-mail address with the Company or the Depositories / Depository Participants) shall be eligible for remote e-voting. A person who is not member as on the cut-off date should treat this notice for information purpose only.

3. Please note that e-voting module shall be disabled for voting by Link Intime India Private Limited (LIIPL) after 5:00 PM on Thursday, 18th March 2021. During the voting period, the Members of the Company holding equity shares either in physical form or dematerialized form, as on 12th February 2021 (‘cut-off date’), may cast their vote electronically. Once vote on a resolution is cast by the member, he/ she shall not be allowed to change it subsequently or cast the vote again.

4. On account of the threat posed by COVID-19 and in terms of the MCA Circulars, the Company will send this Notice in electronic form only and hard copy of this Notice along with postal ballot forms and pre-paid business envelope will not be sent to the shareholders for this postal ballot. Accordingly, the communication of the assent or dissent of the members would take place through the remote e-voting system. Therefore, those shareholders who have not yet registered their e-mail address are requested to get their e-mail address submitted by following the procedure given below:

5. i. In light of the MCA Circulars, for remote e-voting for this postal ballot, the shareholders whether holding equity shares in demat form or physical form and who have not submitted their email address and in consequence to whom the e-voting notice could not be serviced, may temporarily get their e-mail address registered with the Company’s Registrar and Share Transfer Agent Link Intime India Private Limited (LIIPL). Post successful registration of the e-mail address, the shareholder would get soft copy of this Notice and the procedure for e-voting along with the userid and the password to enable e-voting for this postal ballot. In case of any queries, shareholder may write to the Company at investor@elgi.com or to Registrar and Transfer Agent at coimbatore@linkintime.co.in

6. ii. It is clarified that for permanent submission of e-mail address, the shareholders are however requested to register their email address, in respect of electronic holdings with the depository through the concerned depository participants and in respect of physical holdings with the Company’s Registrar and Share Transfer Agent, M/s. Link Intime India Private Limited, having its office at Surya, 35, Mayflower Avenue, Behind Senthil Nagar, Sowripalayam Road, Coimbatore, Tamil Nadu – 641 028, India (Tel: 0422 – 2314792), by following the due procedure.

7. iii. Those shareholders who have already registered their e-mail address are requested to keep their e-mail address validated with their depository participants / the Company’s Registrar and Share Transfer Agent, M/s. Link Intime India Private Limited to enable servicing of notices / documents / Annual Reports electronically to their e-mail address.

8. Any query/grievance may please be addressed to Mr.K.Ragunathan, Company Secretary, with respect to the voting by Postal Ballot including voting by electronic means at: Email id: investor@elgi.com or to RTA at the designated email id: coimbatore@linkintime.co.in.

9. Members are requested to carefully read the instructions while expressing their assent or dissent and cast votes via e-voting by not later than the close of working hours at 5:00 PM on Thursday, 18th March 2021.

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1. 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. Further, a member cannot exercise his vote by proxy on Postal Ballot.

2. The Postal Ballot Notice has been placed on Company’s website www.elgi.com and LIIPL e-voting website https://instavote.linkintime.co.in and will remain on such website(s) until the last date of receipt of the Postal Ballot vote(s) through remote e-voting.

3. The Scrutinizer will submit his report after completion of scrutiny, on Friday, 19th March 2021. The Managing Director or any other director authorized by him in this behalf will announce the results of the voting by Postal Ballot on or before 5:00 PM on Friday, 19th March 2021, at the Registered Office of the Company.

4. The result of the Postal Ballot shall also be displayed on the Company’s website www.elgi.com, on the website of LIIPL and will also be communicated to National Stock Exchange of India Limited (NSE) and BSE Limited (BSE), where the equity shares of the Company is listed.

5. The Ministry of Corporate Affairs has taken a “Green Initiative in the Corporate Governance” by allowing paperless compliances by the Companies and has issued circulars stating that service of notice /documents including Annual Report can be sent by e-mail to its members. To support this green initiative of the Government in full measure, members who have not registered their e-mail address, so far, are requested to give their consent by providing their e-mail address to the Company or to Link Intime India Private Limited, Registrar and Share Transfer Agent of the Company.

INSTRUCTIONS FOR VOTING THROUGH ELECTRONIC MEANS:

In compliance with provisions of Sections 108, 110 and other applicable provisions, if any, of the Companies Act, 2013 read with rules framed thereunder, Regulation 44 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 and Secretarial Standards on General Meetings(SS-2) the Company is pleased to provide e-voting facility to all its members, to enable them to cast their vote electronically instead of dispatching the physical postal ballot form by post. For this purpose, the Company has availed the services of Link Intime India Private Limited (“LIIPL”) for facilitating e-voting.

The instructions for members for voting electronically are as under: -

• i. The voting period begins on 9:00 AM on Wednesday, 17th February 2021 to 5:00 PM on Thursday, 18th March 2021 (both days inclusive). During this period, the shareholders of the Company, holding shares either in physical form or in dematerialized form, as on the cut-off date i.e., 12th February 2021 may cast their vote electronically. The e-voting module shall be disabled by LIIPL for voting thereafter.

• ii. The shareholders should log on to the e-voting website https://instavote.linkintime.co.in.

• iii. Click on “Login” tab, available under ‘Shareholders’ section.

• iv. Enter your User ID, password and image verification code (CAPTCHA) as shown on the screen and click on “SUBMIT”

• v. Your User ID details are given below:

• a. Shareholders holding shares in demat account with NSDL: Your User ID is 8 Character DP ID

  • followed by 8 Digit Client ID

• b. Shareholders holding shares in demat account with CDSL: Your User ID is 16 Digit Beneficiary

  • ID

• c. Shareholders holding shares in Physical Form (i.e. Share Certificate): Your User ID is

  • Event No + Folio Number registered with the Company

• vi. Your Password details are given below:

If you are using e-Voting system of LIIPL: https://instavote.linkintime.co.in for the first time or if you are holding shares in physical form, you need to follow the steps given below:

Click on “Sign Up” tab available under ‘Shareholders’ section register your details and set the password of your choice and confirm (The password should contain minimum 8 characters, at least

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one special character, at least one numeral, at least one alphabet and at least one capital letter).

one special character, at least one numeral, at least one alphabet and at least one capital letter).	one special character, at least one numeral, at least one alphabet and at least one capital letter).
For Members holding shares in Demat Form and Physical Form
PAN	Enter your 10-digit alpha-numeric PAN issued by Income Tax Department (Applicable for both demat shareholders as well as physical shareholders) • Members who have not updated their PAN with the Company/Depository Participant are requested to use the sequence number which is shared to the members.
DOB / DOI	Enter the Date of Birth / Date of Incorporation as recorded with the depository participant or in the Companyrecords for the said demat account or folio in dd/mm/yyyyformat.
Dividend Bank Details	Enter the Dividend Bank Details (last 4 digits) as recorded in your demat account or in the Company records for the said demat account or folio to log in. • Please enter the DOB / DOI or Dividend Bank details in order to login. If the details are not recorded with the depository participants or Company please enter member ID or folio number in the Dividend Bank details feld as above mentioned in instruction v(c).

If you are holding shares in demat form and had registered on to e-Voting system of LIIPL: https:// instavote.linkintime.co.in, and/or voted on an earlier voting of any company then you can use your existing password to login.

If Shareholders holding shares in Demat Form or Physical Form have forgotten password: Click on Forgot Password and enter User ID, select Mode and Enter Image Verification code (CAPTCHA). Click on “SUBMIT”.

In case shareholder is having valid email address, Password will be sent to the shareholders registered e-mail address. Else, shareholder can set the password of his/her choice by providing the information about the particulars of the Security Question & Answer, PAN, DOB/ DOI, Dividend Bank Details etc. and confirm. (The password should contain minimum 8 characters, at least one special character, at least one numeral, at least one alphabet and at least one capital letter)

• NOTE: The password is to be used by demat shareholders for voting on the resolutions placed by the company in which they are a shareholder and eligible to vote, provided that the company opts for e-voting platform of LIIPL.

For shareholders holding shares in physical form, the details can be used only for voting on the resolutions contained in this Notice.

It is strongly recommended not to share your password with any other person and take utmost care to keep your password confidential.

• vii. After successful login, you will be able to see the notification for e-voting on the home page of INSTA Vote. Select/ View “Event No” of the company, you choose to vote.

• viii. On the voting page, you will see “Resolution Description” and against the same the option “Favour/ Against” for voting.

Cast your vote by selecting appropriate option i.e. Favour/Against as desired.

Enter the number of shares (which represents no. of votes) as on the cut-off date under ‘Favour/ Against’. You may also choose the option ‘Abstain’ and the shares held will not be counted under ‘Favour/Against’.

• ix. If you wish to view the entire resolution details, click on the ‘View Resolutions’ File Link.

• x. After selecting the appropriate option i.e. Favour/Against as desired and you have decided to vote, click on “SUBMIT”. A confirmation box will be displayed. If you wish to confirm your vote, click on “YES”, else to change your vote, click on “NO” and accordingly modify your vote.

• xi. Once you confirm your vote on the resolution, you will not be allowed to modify or change your vote subsequently.

• xii. You can also take the printout of the votes cast by you by clicking on “Print” option on the voting page.

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General Guidelines for shareholders:

• Institutional shareholders (i.e. other than Individuals, HUF, NRI etc.) and Custodian are required to log on to e-Voting system of LIIPL: https://instavote.linkintime.co.in and register themselves as ‘Custodian / Mutual Fund / Corporate Body’.

They are also required to upload a scanned certified true copy of the board resolution /authority letter/power of attorney etc. together with attested specimen signature of the duly authorised representative(s) in PDF format in the ‘ Custodian / Mutual Fund / Corporate Body’ login for the Scrutinizer to verify the same.

• During the voting period, shareholders can login any number of time till they have voted on the resolution(s) for a particular “Event”.

• Shareholders holding multiple folios/demat account shall choose the voting process separately for each of the folios/demat account.

• In case the shareholders have any queries or issues regarding e-voting, please refer the Frequently Asked Questions (“FAQs”) and Instavote e-Voting manual available at https://instavote.linkintime.co.in, under Help section or write an email to enotices@linkintime.co.in or Call us :- Tel : 022 - 49186000.

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