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FSN E-Commerce Ventures Limited Proxy Solicitation & Information Statement 2025

Nov 26, 2025

61209_rns_2025-11-26_042ecb2f-9302-4966-8f9b-1a2ae2601071.pdf

Proxy Solicitation & Information Statement

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FSN E - Commerce Ventures Limited

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November 26, 2025

National Stock Exchange of India Limited Exchange Plaza, C-1, G Block Bandra Kurla Complex, Bandra (E) Mumbai 400 051 Symbol: NYKAA

BSE Limited

Phiroze Jeejeebhoy Towers Dalal Street Mumbai 400001 Scrip Code: 543384

Dear Sir/Madam,

Subject: Notice of Postal Ballot

Pursuant to Regulation 30 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, we enclose herewith the Notice of Postal Ballot (‘Notice’) for seeking approval of Members of FSN E-Commerce Ventures Limited (“the Company”) to the resolution as set out hereunder, only through remote E-Voting i.e., voting by electronic means ( E-Voting ”) :

Special Business:

Sr. No. Particulars Type of resolution
1 Appointment of Mr. Dipak Gupta (DIN: 00004771) as a Non-
Executive,IndependentDirector fora termof5(five) years.

Special

In terms of various circulars issued by Ministry of Corporate Affairs, the Notice is being sent by electronic mode to those Members whose email addresses are registered with the Company/ Registrar and Transfer Agent ( RTA), MUFG Intime India Private Limited (formally known as Link Intime India Private Limited) , Depositories and whose names appeared in the Register of Members/ list of beneficial owners maintained by the Company/ RTA/ Depositories as on Friday, November 21, 2025, (i.e. Cut-Off Date). Accordingly, a physical copy of the Notice along with physical copy of postal ballot form and prepaid business reply envelope have not been dispatched to the Members.

The Company has engaged the services of National Securities Depository Limited (‘NSDL’) as the agency to provide e-voting facility. Members can cast their votes during the period mentioned herein below:

Cut-off date for eligibility to vote Friday, November 21, 2025
Commencement of e-voting 09:00 A.M.(IST) on Thursday, November 27, 2025
End of e-voting 05:00 P.M.(IST) on Friday, December 26, 2025
  • The Notice is also being uploaded on the Company’s website, i.e., https://www.nykaa.com/notice of-general-meetings-postal-ballot/lp and on the website of NSDL at www.evoting.nsdl.com.

We request you to take the above information on records.

Thanking You,

Yours faithfully, For FSN E-Commerce Ventures Limited

GANESH Digitally signed by GANESH PADMANABHAN PADMANABHAN Date: 2025.11.26 14:25:29 +05'30'

P Ganesh Chief Financial Officer

Registered Office: 104 Vasan Udyog Bhavan | Sun Mill Compound | S. B. Marg | Tulsi Pipe Road | Lower Parel (W) | Mumbai – 400013 Website: www.nykaa.com | Phone: +91 22 6614 9696 | Email – [email protected] CIN: L52600MH2012PLC230136

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Notice
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FSN E-Commerce Ventures Limited

NOTICE OF POSTAL BALLOT

Pursuant to Section 108 and 110 of the Companies Act, 2013, Rule 20 and 22 of the Companies (Management and Administration) Rules, 2014, as amended and applicable Circulars issued by the Ministry of Corporate Affairs, Government of India.

E-VOTING COMMENCES FROM 09:00 A.M. (IST) on Thursday, November 27, 2025

E-VOTING CONCLUDES ON 05:00 P.M. (IST) on Friday, December 26, 2025

Dear Member(s),

NOTICE is hereby given pursuant to Section 108 and Section 110 of the Companies Act, 2013, as amended (hereinafter referred to as the “Act” ) read together with Rule 20 and Rule 22 of the Companies (Management and Administration) Rules, 2014 ( “the Rules” ), (including any statutory modification(s) or re‑enactment(s) thereof for the time being in force), Secretarial Standard on General Meetings ( “SS- 2” ) issued by the Institute of Company Secretaries of India (“ ICSI” ), and the General Circular Nos. 14/2020 dated April 08, 2020, 17/2020 dated April 13, 2020, 09/2023 dated September 25, 2023, 09/2024 dated September 19, 2024, the latest being 03/2025 dated September 22, 2025, and other relevant circulars issued by the Ministry of Corporate Affairs, Government of India ( “MCA” ) (hereinafter collectively referred to as “MCA Circulars” ), Regulation 44 of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 (hereinafter referred to as the “Listing Regulations” ) and other applicable laws, rules and regulations, for seeking approval of Members of FSN E‑Commerce Ventures Limited ( “the Company” ) to the resolution as set out hereunder, only through remote E‑Voting i.e., voting by electronic means ( “E-Voting” ):

Special Business:

Sr.
No.
Description of Resolution Type of
Resolution
1 Appointment of Mr. Dipak Gupta Special
(DIN: 00004771) as a Non‑Executive,
Independent Director for a term of 5 years.

In compliance with MCA Circulars, this Notice is being sent only through electronic mode to those Members whose e‑mail address is registered with the Company / Registrar and Transfer Agent ( ‘RTA’ ) /Depository Participant(s) as on Friday, November 21, 2025 ( “Cut-off date” ). Accordingly, physical copy of the Notice along with Postal Ballot Form and pre‑paid business reply envelope is not being sent to the Members for this Postal Ballot. Eligible Members whose e‑mail address is not registered with the Company / Depositories, are requested to follow the process provided in the Notes to receive this Notice of Postal Ballot.

In compliance with the provisions of Sections 108, 110 and other applicable provisions of the Act, read with (i) Rule 20 and Rule 22 of the Rules, as amended; (ii) Regulation 44 of the Listing Regulations (iii) SS‑2 and (iv) MCA Circulars, the Company has provided remote E‑Voting facility to its Members to enable

them to cast their votes electronically instead of submitting the Postal Ballot Form physically. For this purpose, the Company has engaged the services of National Securities Depository Limited ( “NSDL” ) as the agency to provide remote E‑Voting facility. The instructions for remote E‑ Voting forms part of this Notice of Postal Ballot. Members are requested to read the instructions given in the ‘Notes’ under the section “Instructions and other information relating to remote E‑Voting’’.

An Explanatory Statement pursuant to Section 102, 110 and other applicable provisions of the Act read with the Rules, pertaining to the resolution setting out the material facts and the reasons / rationale thereof, is appended and forms part of the Notice.

Pursuant to Rule 22(5) of the Rules, the Board of Directors have appointed Mr. Sachin Sharma (Membership No. F12788/CP. No. 20423) or failing him Mr. Dinesh Trivedi (Membership No.A23841 / CP. No. 22407) or failing him Mr. Vishwanath (Membership No. A14521/ CP. No. 25099), Designated Partners of M/s. Sharma and Trivedi LLP, (LLPIN: AAW‑ 6850), Company Secretaries, Mumbai, as the Scrutinizer to scrutinize the postal ballot process in a fair and transparent manner.

A copy of this Notice is also available on the website of the Company at https://www.nykaa.com/notice‑of‑general‑ ‑ ‑ meetings postal ballot/lp, the websites of BSE Limited (‘’BSE’’) at www.bseindia.com and National Stock Exchange of India Limited (‘’NSE’’) at www.nseindia.com, on which the equity shares of the Company are listed and on the website of NSDL at www.evoting.nsdl.com.

Members are requested to carefully read the instructions in this Notice of Postal Ballot and record their assent (FOR) or dissent (AGAINST) only through the remote E‑Voting process not later than 5:00 p.m. (IST) on Friday, December 26, 2025 . Remote E‑Voting will be disabled by NSDL immediately after the end time and will not be allowed beyond the said date and time. The communication of assent or dissent of Members shall only take place through the remote E‑Voting system.

After completion of scrutiny of the votes, the Scrutiniser will submit their Report to the Chairperson of the Company, or any person authorised by the Chairperson. The results of the remote E‑Voting conducted through Postal Ballot along with the Scrutiniser’s Report will be announced by the Chairperson or such person as authorised, within two working days i.e., on or before Tuesday, December 30, 2025 .

Registered Office: 104 Vasan Udyog Bhavan | Sun Mill Compound | S. B. Marg | Tulsi Pipe Road | Lower Parel (W) | Mumbai – 400013 Website: www.nykaa.com | Phone: +91 22 6838 9616 | Email[email protected] CIN: L52600MH2012PLC230136

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FSN E-Commerce Ventures Limited

The same will be uploaded on the website of the Company i.e., www. nykaa.com, the website of NSDL and also shall be communicated to BSE and NSE where the Company’s equity shares are listed and be made available on their respective websites. The Company will also display the results of the Postal Ballot at its Registered Office and Corporate office.

SPECIAL BUSINESS:

1) APPOINTMENT OF MR. DIPAK GUPTA (DIN: 00004771) AS A NON-EXECUTIVE, INDEPENDENT DIRECTOR FOR A TERM 5 YEARS

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

“RESOLVED THAT pursuant to the provisions of Sections 149, 150, 152 and other applicable provisions, if any, of the Companies Act, 2013 (“Act”) read with Schedule IV to the Act and the Companies (Appointment and Qualification of Directors) Rules, 2014, Regulation 17 and other applicable regulations of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 (“Listing Regulations”), as amended from time to time and the Articles of Association of the Company and on the recommendation of Nomination and Remuneration Committee and the Board of Directors of the Company, Mr. Dipak Gupta (DIN: 00004771), who was appointed as an Additional Director (Non‑Executive, Independent) of the Company with effect from October 01, 2025 pursuant to Section 161 of the Act and who has submitted a declaration that he meets the criteria

Date: November 07, 2025 Place: Mumbai

of independence as prescribed under the Act and Listing Regulations, and in respect of whom the Company has received a notice in writing from a Member under Section 160 of the Act proposing his candidature for the office of Director, be and is hereby appointed as Non‑Executive, Independent Director, not liable to retire by rotation, to hold office for a first term of 5 (five) consecutive years commencing from October 01, 2025 up to September 30, 2030.

RESOLVED FURTHER THAT pursuant to the provisions of Sections 149, 197, and other applicable provisions of the Act and the Rules made thereunder and Listing Regulations, Mr. Dipak Gupta shall be entitled to receive the remuneration as permitted to be received in the capacity of Non‑Executive, Independent Director, under the Act and Listing Regulations, as recommended by the Nomination and Remuneration Committee and approved by the Board of Directors of the Company, from time to time.

RESOLVED FURTHER THAT for the purpose of giving effect to the foregoing resolution, the Board of Directors of the Company (which term shall be deemed to include any Committee of the Board authorised in the said behalf) be and is hereby authorised to do all such acts, deeds, matters and things, as it may in its absolute discretion deem necessary, proper or desirable, and to settle any question, difficulty or doubt that may arise in respect of aforesaid, without being required to seek any further consent or approval of Members of the Company, or otherwise to the end and intent that they shall be deemed to have given their approval thereto expressly by the authority of this resolution.”

By the Order of the Board of Directors For FSN E-Commerce Ventures Limited

P Ganesh Chief Financial Officer

Registered Office: 104 Vasan Udyog Bhavan | Sun Mill Compound | S. B. Marg | Tulsi Pipe Road | Lower Parel (W) | Mumbai – 400013 Website: www.nykaa.com | Phone: +91 22 6838 9616 | Email[email protected] CIN: L52600MH2012PLC230136

02 |

Notice

EXPLANATORY STATEMENT PURSUANT TO SECTION 102 OF THE COMPANIES ACT, 2013 (THE ACT’) FORMING PART OF THE NOTICE

Item No. 1

The Nomination and Remuneration Committee (‘’NRC’’), taking into consideration the skills, expertise and competencies required for the Board in the context of the business and sectors of the Company, had recommended the appointment of Mr. Dipak Gupta (DIN: 00004771) as an Additional Non‑Executive, Independent Director to the Board with effect from October 01, 2025, considering his qualifications and rich experience.

The Board of Directors of the Company (“Board”), through circular resolution passed on September 24, 2025, unanimously consented to appoint Mr. Dipak Gupta as an Additional Non‑ Executive, Independent Director of the Company with effect from October 01, 2025 for a first term of 5 (five) years commencing from October 01, 2025, up to September 30, 2030, on the terms and conditions as recommended by the NRC, not liable to retire by rotation.

In order to continue to augment the Board with different skills, experience and competencies, the Board has appointed Mr. Dipak Gupta as an Independent Director of the Company. It is expected that the appointment of Mr. Dipak Gupta as an Independent Director on the Board of the Company would further strengthen corporate governance standards, and the Company would benefit enormously inter‑alia from his vast corporate experience, knowledge and expertise in the areas of banking, investments and risk management.

In terms of Section 160 of the Act, the Company has received a Notice from a Member in writing proposing his candidature for the office of Director. The Company has also received from Mr. Dipak Gupta (i) consent in writing to act as Director in Form DIR‑2 pursuant to Section 152 and Rule 8 of the Companies (Appointment and Qualification of Directors) Rules, 2014; (ii) intimation in Form DIR‑8 in terms of the Companies (Appointment and Qualification of Directors) Rules, 2014, to the effect that he is not disqualified from being appointed as a Director in terms of Section 164 of the Act; (iii) a declaration to the effect that he meets the criteria of independence as provided under Section

149(6) of the Act and Rules framed thereunder and Regulation 16(1)(b) of the Listing Regulations; and (iv) a confirmation that he would be able to devote time required to discharge his roles, duties and responsibilities as a Non‑Executive, Independent Director of the Company.

Brief profile and other details of Mr. Dipak Gupta as required under the Listing Regulations and Secretarial Standard on General Meetings are enclosed as Annexure ‑ 1.

Further, in terms of Regulation 25(8) of the Listing Regulations, Mr. Dipak Gupta has confirmed 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 Non‑Executive, Independent Director of the Company with an objective independent judgment and without any external influence. Mr. Dipak Gupta has also confirmed that he is not debarred from holding the office of a director by virtue of any Order passed by SEBI or any such authority. Mr. Dipak Gupta has confirmed that he is in compliance with Rule 6 of the Companies (Appointment and Qualification of Directors) Rules, 2014, with respect to his registration with the data bank of Independent Directors maintained by the Indian Institute of Corporate Affairs.

Mr. Dipak Gupta is a person of integrity and fulfils the conditions specified under the Act read with Rules thereunder and the Listing Regulations for his appointment as a Non‑Executive, Independent Director of the Company and is independent of the Management.

The terms and conditions for appointment as an Independent Director is disclosed on the Company’s website at Terms and Conditions of Appointment

The Board recommends the Special Resolution set out in Item No. 1 of the accompanying Notice for approval of the Members.

Except Mr. Dipak Gupta, being the appointee, none of the Directors or Key Managerial Personnel (KMP’) of the Company or their respective relatives are concerned or interested, financially or otherwise, in the resolution set out at Item No. 1 of the accompanying Notice.

Registered Office: 104 Vasan Udyog Bhavan | Sun Mill Compound | S. B. Marg | Tulsi Pipe Road | Lower Parel (W) | Mumbai – 400013 Website: www.nykaa.com | Phone: +91 22 6838 9616 | Email[email protected] CIN: L52600MH2012PLC230136

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FSN E-Commerce Ventures Limited

ANNEXURE-1

Details of Directors seeking appointment pursuant to Regulation 36(3) of the Listing Regulations and Secretarial Standard on General Meetings (SS-2) issued by the Institute of Company Secretaries of India

Name of the Director Dipak Gupta
DIN 00004771
Designation Non Executive Independent Director
Date of Birth(Age inyears) February13,1961(64years)
Qualifcations IIIT BHUgraduate,IIM‑Ahmedabadpostgraduate
Experience (including expertise in specifc
functional area)/Brief Resume

Mr. Dipak Gupta has served as the Managing Director & CEO of Kotak Mahindra Bank Limited
until December 31, 2023. He brings over three decades of experience in the fnancial
services sector, with the last two and a half decades at Kotak Mahindra Group. In his long
stint at Kotak, he has overseen a broad range of functions and businesses. He played a
key role in establishing the retail business following the transformation of Kotak Mahindra
Finance Limited (KMFL) into a bank.
Mr. Gupta has been instrumental in building several businesses within the Kotak Mahindra
Group. Notably, he forged the partnership between KMFL and Ford Credit International and
served as the frst CEO of their joint venture, Kotak Mahindra Primus Limited. He currently
serves as a Director on the Boards of Kotak Alternate Asset Managers Limited (Chairman);
Kotak Infrastructure Debt Fund Limited and Kotak Mahindra Life Insurance Company Limited.
Alongside his corporate responsibilities, he is also contributing to academia and innovation
as a Professor of Practice at IIT Bombay. He is a graduate in Electronics Engineering from IIT
(BHU),Varanasi and a PGDBM from the Indian Institute of Management,Ahmedabad.
Terms and Conditions of Appointment As per the resolution at item no. 1 of the Notice of Postal Ballot read with explanatory
statement thereto, Mr. Dipak Gupta is proposed to be appointed, not liable to retire by
rotation.
Remuneration last drawn(FY 2024‑25) Not Applicable
Remunerationproposed to bepaid Not Applicable
Date of frst appointment on the Board October 01,2025
Shareholding in the Company including
shareholding as a benefcial owner as on
September 30,2025


NIL
Relationship with other Directors/Key
Managerial Personnel

None
Number of meetings of the Board attended
duringthe fnancialyear 2024‑25

Not applicable
Directorships of other Boards as on
September 30, 2025 (excluding FSN
E‑Commerce Ventures Limited)


1) Kotak Mahindra Life Insurance Company Limited
2) Kotak Alternate Asset Managers Limited
3)Kotak Infrastructure Debt Fund Limited
Membership/Chairmanship of Committees
of other Boards as on September 30, 2025
(excluding FSN E‑Commerce Ventures
Limited)



Kotak Mahindra Life Insurance Company Limited

Investment Committee – Chairman

Banking Committee – Member

Corporate Social Responsibility Committee – Chairman
Kotak Infrastructure Debt Fund Limited

Risk Management Committee – Chairman

Whistle Blower Committee – Member

Stakeholder Relationship Committee – Member

Corporate Social Responsibility Committee – Member
Kotak Alternate Asset Managers Limited

Audit Committee – Member

Nomination & Remuneration Committee – Member

Corporate Social Responsibility Committee – Chairman

Investment Committee – Chairman

Product Approval Committee – Member

Securities and Allotment Committee – Chairman

Expense Committee – Chairman
Kotak Securities Limited

IT Committee – Advisor
Entities from which the Director has
resigned in the past three years

1) Kotak Mahindra Bank Limited (ceased w.e.f. December 31, 2023)
2) Kotak Mahindra Capital Company Limited (ceased w.e.f. April 26, 2024)
3)Kotak Mahindra(UK)Limited(ceased w.e.f.June 27,2024)
The skills and capabilities required for the
role and the manner in which the proposed
person meets such requirement.


The appointment of Mr. Dipak Gupta as an Independent Director on the Board of the Company
would further strengthen corporate governance standards, and the Company would beneft
enormously inter‑alia from his vast corporate experience, knowledge and expertise in the
areas of banking, investments and risk management as further detailed in the aforesaid brief
profle.

Registered Office: 104 Vasan Udyog Bhavan | Sun Mill Compound | S. B. Marg | Tulsi Pipe Road | Lower Parel (W) | Mumbai – 400013 Website: www.nykaa.com | Phone: +91 22 6838 9616 | Email[email protected] CIN: L52600MH2012PLC230136

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Notice

GENERAL NOTES:

  • (1) The Statement pursuant to Section 102 read with Section 110 of the Companies Act, 2013 read along with Rule 20 and Rule 22 of the Companies (Management and Administration) Rules, 2014 and Listing Regulations, as amended from time to time, setting out the material facts relating to the aforesaid resolution and the reasons thereof, is annexed hereto and forms part of this Notice.

  • (2) The Notice of Postal Ballot is being sent only by e‑mail to those Members who have registered their e‑mail address with their Depository Participant(s) (‘DPs’) or with MUFG Intime India Private Limited (formally known as Link Intime India Private Limited), Registrar and Share Transfer Agent of the Company and whose names appear in the Register of Members/ List of Beneficial Owners as received from Depositories i.e., NSDL / Central Depository Services (India) Limited (‘CDSL’) as on the Cut-off Date in accordance with the provisions of the Companies Act, 2013, read with Rules made thereunder and, the Circulars issued MCA and SEBI in this regard from time to time.

  • (3) In accordance with the extant MCA circulars, physical copy of the Notice along with Postal Ballot Form and pre‑paid business reply envelope is not being sent to the Members.

  • (4) The communication of the assent or dissent of the Members would take place through the process of remote E‑Voting only. A person who is not a Member as on the cut‑off date should treat this Notice of Postal Ballot for information purpose only.

  • (5) Voting rights of a Member/Beneficial Owner (in case of electronic shareholding) shall be in proportion to its shareholding in the paid‑up equity share capital of the Company as on the Cut-Off Date .

  • (6) The right to vote in this Postal Ballot cannot be exercised through proxy.

  • (7) All documents referred to in this Notice of Postal Ballot will be open / available for inspection through electronic mode by the Members of the Company during working hours on all working days up to and including the last day for remote E‑Voting i.e., from 09:00 A.M. (IST) on Thursday, November 27, 2025 to 05:00 P.M. (IST) on Friday, December 26, 2025 . Any Member seeking to inspect the documents can send an e‑mail to [email protected] with subject line “Inspection of Documents’’, mentioning their DP ID and Client ID/Folio Number.

  • (8) The Notice of Postal Ballot is also placed on the website of the Company i.e. www.nykaa.com and the website of NSDL: www.evoting.nsdl.com and at the relevant sections of the websites of the Stock Exchanges on which the equity shares of the Company are listed i.e. BSE Limited (www.bseindia. com) and National Stock Exchange of India Limited (www. nseindia.com).

  • (9) Procedure for registering the e-mail addresses for obtaining the Notice of Postal Ballot and remote E-Voting instructions by the Members whose e-mail addresses are not registered with the DPs (in case of Members holding shares in demat form) or with MUFG Intime India Private Limited (in case of Members holding shares in physical form).

Those persons who are Members of the Company as on the Cut-off Date and who have not yet registered their e‑mail addresses are requested to get their e‑mail address registered by following the procedure given below:

  • (i) Members holding share(s) in physical mode: by registering e‑mail address with MUFG Intime India Private Limited. Click the link on their web site https:// in.mpms.mufg.com/ at the ‘Investor Services’ tab, choose the ‘E‑mail Registration’ heading and follow the registration process as guided therein. Members are requested to provide details such as Name, Folio No/ PAN, mobile number and e‑mail id. In case of any query, a Member may send an e‑mail to MUFG Intime India Private Limited at [email protected]. com

  • (ii) Members holding share(s) in electronic mode: by registering / updating their e‑mail ID in respect of demat holdings with the respective DPs by following the procedure prescribed by the DPs for receiving all communications from the Company electronically.

E-VOTING INSTRUCTIONS:

Cut‑of Date Friday, November 21, 2025
E‑Voting Start Date and Time 09:00 A.M. (IST) on Thursday,
November 27, 2025
E‑Voting End Date and Time 05:00 P.M. (IST) on Friday,
December 26, 2025

During this period, Members of the Company, holding shares either in physical form or in dematerialised form, as on the Cut‑off date may cast their vote by E‑Voting. The remote E‑Voting module shall be disabled by NSDL for voting thereafter. Once the vote on resolution is cast by the Member, the Member shall not be allowed to change it subsequently.

Registered Office: 104 Vasan Udyog Bhavan | Sun Mill Compound | S. B. Marg | Tulsi Pipe Road | Lower Parel (W) | Mumbai – 400013 Website: www.nykaa.com | Phone: +91 22 6838 9616 | Email[email protected] CIN: L52600MH2012PLC230136

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FSN E-Commerce Ventures Limited

The instructions and other information relating to remote E-Voting are as under:

  • I. Login method for e-Voting for Individual Members holding securities in demat mode: In terms of SEBI circular dated December 09, 2020 on e‑Voting facility provided by Listed Companies, Individual Members holding securities in demat mode are allowed to vote through their demat account maintained with Depositories and Depository Participants. Members are advised to update their mobile number and e‑mail Id in their demat accounts in order to access e‑Voting facility.

  • Login method for Individual Members holding securities in demat mode is given below:

Type of
Members
Login Method Login Method
For OTP based login you can click onhttps://eservices.nsdl.com/SecureWeb/evoting/
evotinglogin.jsp.You will have to enter your 8‑digit DP ID,8‑digit Client Id, PAN No., Verifcation
code and generate OTP. Enter the OTP received on registered e‑mail id/mobile number and
click on login. After successful authentication, you will be redirected to NSDL Depository site
wherein you can see e‑Voting page. Click on company name or e‑Voting service provider i.e.
NSDL and you will be redirected to e‑Voting website of NSDL for casting your vote during the
remote e‑Voting period.
Existing IDeAS user can visit the e‑Services website of NSDL Viz.https://eservices.nsdl.com
either on a Personal Computer or on a mobile. On the e‑Services home page click on the
“Benefcial Owner” icon under “Login” which is available under ‘IDeAS’ section , this will prompt
you to enter your existing User ID and Password. After successful authentication, you will
be able to see e‑Voting services under Value added services. Click on “Access to e‑Voting”
under e‑Voting services and you will be able to see e‑Voting page. Click on company name or
e‑Voting service provider i.e., NSDL and you will be re‑directed to e‑Voting website of NSDL for
casting your vote during the remote e‑Voting period.
If you are not registered for IDeAS e‑Services, option to register is available athttps://
eservices.nsdl.com. Select “Register Online for IDeAS Portal” or click athttps://eservices.nsdl.
com/SecureWeb/IdeasDirectReg.jsp
Visit the e‑Voting website of NSDL. Open web browser by typing the following URL:https://
www.evoting.nsdl.com/either on a Personal Computer or on a mobile. Once the home page of
e‑Voting system is launched, click on the icon “Login” which is available under ‘Shareholder/
Member’ section. A new screen will open. You will have to enter your User ID (i.e. your sixteen
digit demat account number hold with NSDL), Password/OTP and a Verifcation Code as shown
on the screen. After successful authentication, you will be redirected to NSDL Depository site
wherein you can see e‑Voting page. Click on company name or e‑Voting service provider i.e.
NSDL and you will be redirected to e‑Voting website of NSDL for casting your vote during the
remote e‑Voting period.
Members can also download NSDL Mobile App “NSDL Speede” facility by scanning the QR code
mentioned below for seamless voting experience.
https://eservices.nsdl.com/SecureWeb/evoting/

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Registered Office: 104 Vasan Udyog Bhavan | Sun Mill Compound | S. B. Marg | Tulsi Pipe Road | Lower Parel (W) | Mumbai – 400013 Website: www.nykaa.com | Phone: +91 22 6838 9616 | Email[email protected] CIN: L52600MH2012PLC230136

06 |

Notice

  • Type of Login Method

  • Members Individual Members holding 1. Users who have opted for CDSL Easi / Easiest facility, can login through their existing user securities in demat mode id and password. Option will be made available to reach e‑Voting page without any further with CDSL authentication. The users to login Easi / Easiest are requested to visit CDSL website www. cdslindia.com and click on login icon & New System Myeasi Tab and then user your existing my easi username & password.

    1. After successful login the Easi / Easiest user will be able to see the e‑Voting option for eligible companies where the e‑voting is in progress as per the information provided by company. On clicking the e‑voting option, the user will be able to see e‑Voting page of the e‑Voting service provider for casting your vote during the remote e‑Voting period. Additionally, there is also links provided to access the system of all e‑Voting Service Providers, so that the user can visit the e‑Voting service providers’ website directly.
    1. If the user is not registered for Easi/Easiest, option to register is available at CDSL website www.cdslindia.com and click on login & New System Myeasi Tab and then click on registration option.
    1. Alternatively, the user can directly access e‑Voting page by providing Demat Account Number and PAN No. from a e‑Voting link available on www.cdslindia.com home page. The system will authenticate the user by sending OTP on registered Mobile & E‑mail as recorded in the Demat Account. After successful authentication, user will be able to see the e‑Voting option where the e‑voting is in progress and also able to directly access the system of all e‑Voting Service Providers.
  • Individual Members (holding You can also login using the login credentials of your demat account through your Depository securities in demat mode) Participant registered with NSDL/CDSL for e‑Voting facility. Upon logging in, you will be able to login through their depository see e‑Voting option. Click on e‑Voting option, you will be redirected to NSDL/CDSL Depository site participants after successful authentication, wherein you can see e‑Voting feature. Click on company name or e‑Voting service provider i.e. NSDL and you will be redirected to e‑Voting website of NSDL for casting your vote during the remote e‑Voting period.

Important note: Members who are unable to retrieve User ID/Password are advised to use the Forgot User ID and Forgot Password option available at respective websites.

Helpdesk for individual Members holding securities in demat mode for any technical issues related to login through Depository i.e., NSDL and CDSL

Login type Helpdesk details
Individual Members holding securities
in demat mode with NSDL

Members facing any technical issue in login can contact NSDL helpdesk by sending a
request [email protected] call at 022 ‑ 4886 7000
Individual Members holding securities
in demat mode with CDSL

Members facing any technical issue in login can contact CDSL helpdesk by sending a
request [email protected] contact at toll free no. 1800‑21‑09911

II. Login Method for Members other than Individual Members holding securities in demat mode and Members holding securities in physical mode.

  • How to login to NSDL e‑voting website?

  • Visit the e‑Voting website of NSDL. Open web browser by typing the following URL: https://www.evoting.nsdl.com/ either on a Personal Computer or on a mobile.

  • Once the home page of e‑Voting system is launched, click on the icon “Login” which is available under ‘Shareholder/ Member’ section.

  • A new screen will open. You will have to enter your User ID, your Password/OTP and a Verification Code as shown on the screen.

Alternatively, if you are registered for NSDL eservices i.e. IDEAS, you can log‑in at https://eservices.nsdl.com/ with your existing IDEAS login. Once you log‑in to NSDL eservices after using your log‑in credentials, click on e‑Voting and you can proceed to Step 2 i.e. Cast your vote electronically.

Registered Office: 104 Vasan Udyog Bhavan | Sun Mill Compound | S. B. Marg | Tulsi Pipe Road | Lower Parel (W) | Mumbai – 400013 Website: www.nykaa.com | Phone: +91 22 6838 9616 | Email[email protected] CIN: L52600MH2012PLC230136

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FSN E-Commerce Ventures Limited

  1. Your User ID details are given below :
Manner of holding shares i.e. Demat
(NSDL or CDSL) or Physical
Your User ID is:
a) For Members who hold shares in demat
account with NSDL.

8 Character DP ID followed by 8 Digit Client ID
For example if your DP ID is IN300 and Client ID is 12 then your user ID is
IN300
12**.
b) For Members who hold shares in demat
account with CDSL.

16 Digit Benefciary ID
For example if your Benefciary ID is 12** then your user ID is 12**
c) For Members holding shares in Physical
Form.

EVEN Number followed by Folio Number registered with the Company
For example if folio number is 001 and EVEN is 101456 then user ID is
101456001
  1. Password details for Members other than Individual Members are given below:

  2. a) If you are already registered for e‑Voting, then you can user your existing password to login and cast your vote.

  3. b) If you are using NSDL e‑Voting system for the first time, you will need to retrieve the ‘initial password’ which was communicated to you. Once you retrieve your ‘initial password’, you need to enter the ‘initial password’ and the system will force you to change your password.

  4. c) How to retrieve your ‘initial password’?

    • i. If your e‑mail ID is registered in your demat account or with the Company, your ‘initial password’ is communicated to you on your e‑mail ID. Trace the e‑mail sent to you from NSDL from your mailbox. Open the e‑mail and open the attachment i.e., a .pdf file. Open the .pdf file. The password to open the .pdf file is your 8 digit client ID for NSDL account, last 8 digits of client ID for CDSL account or folio number for shares held in physical form. The .pdf file contains your ‘User ID’ and your ‘initial password’

    • ii. If your e‑mail ID is not registered, please follow steps mentioned below in process for those Members whose e-mail ids are not registered

  5. If you are unable to retrieve or have not received the “ Initial password” or have forgotten your password:

  6. a) Click on “Forgot User Details/Password?”(If you are holding shares in your demat account with NSDL or CDSL) option available on www.evoting.nsdl.com.

  7. b) Physical User Reset Password?” (If you are holding shares in physical mode) option available on www. evoting.nsdl.com.

  8. c) If you are still unable to get the password by aforesaid two options, you can send a request at evoting@nsdl. com mentioning your demat account number/folio number, your PAN, your name and your registered address etc.

  9. d) Members can also use the OTP (One Time Password) based login for casting the votes on the e‑Voting system of NSDL.

  10. After entering your password, tick on Agree to “Terms and Conditions” by selecting on the check box.

  11. Now, you will have to click on “Login” button.

  12. After you click on the “Login” button, Home page of e‑Voting will open.

Details on Step 2 are mentioned below:

How to cast your vote electronically on NSDL e-voting system?

  1. After successful login at Step 1, you will be able to see all the companies ‘EVEN’ in which you are holding shares and whose voting cycle is in active status.

  2. Select “EVEN” of the Company for which you wish to cast your vote during the e‑ voting period.

  3. Now you are ready for e‑voting as the Voting page opens.

  4. Cast your vote by selecting appropriate options i.e., assent or dissent, verify/modify the number of shares for which you wish to cast your vote and click on ‘Submit’ and also ‘Confirm’ when prompted.

  5. Upon confirmation, the message ‘Vote cast successfully’ will be displayed.

  6. You can also take the printout of the votes cast by you by clicking on the print option on the confirmation page.

  7. Once you confirm your vote on the resolution, you will not be allowed to modify your vote.

Registered Office: 104 Vasan Udyog Bhavan | Sun Mill Compound | S. B. Marg | Tulsi Pipe Road | Lower Parel (W) | Mumbai – 400013 Website: www.nykaa.com | Phone: +91 22 6838 9616 | Email[email protected] CIN: L52600MH2012PLC230136

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Notice

Process for those Members whose e-mail ids are not registered with the Depositories/Company for procuring User ID and Password for e-voting for the resolution set out in this Notice of Postal Ballot:

  1. In case shares are held in physical mode please provide Folio No., Name of Member, scanned copy of the share certificate (front and back), PAN (self attested scanned copy of PAN card), AADHAR (self attested scanned copy of Aadhar Card) by e‑mail to [email protected]

  2. In case shares are held in demat mode, please provide DPID‑ CLID (16 digit DPID + CLID or 16 digit beneficiary ID), Name, client master or copy of Consolidated Account statement, PAN (self attested scanned copy of PAN card), AADHAR (self attested scanned copy of Aadhar Card) to (Company e‑mail id). If you are an Individual Member holding securities in demat mode, you are requested to refer to the login method explained at step 1 (A) i.e. Login method for e‑Voting for Individual Members holding securities in demat mode.

  3. Alternatively, Members may send a request to evoting@ nsdl.com for procuring user id and password for e‑voting by providing above mentioned documents.

  4. In terms of SEBI circular dated December 09, 2020 on e‑Voting facility provided by Listed Companies, Individual Members holding securities in demat mode are allowed to vote through their demat account maintained with Depositories and Depository Participants. Members are required to update their mobile number and e‑mail ID correctly in their demat account in order to access e‑Voting facility.

General�Guidelines�for�Members:

  1. Institutional Members/Corporate Members (i.e. other than individuals, HUF, NRI, etc.) are requested to upload their Board Resolution/Power of Attorney/Authority Letter by clicking on ‘Upload Board Resolution/Authority Letter’ displayed under ‘e‑voting’ tab on this screen or send a scanned copy (PDF/JPG Format) of the relevant Board Resolution/Authority letter, etc. with attested specimen signature of the duly authorised signatory(ies) who are authorised to vote, to the Scrutiniser at [email protected] with a copy marked to [email protected].

  2. It is strongly recommended not to share your password with any other person and take utmost care to keep your password confidential. Login to the e‑voting website will be disabled upon five unsuccessful attempts to key in the correct password. In such an event, you will need to go through the ‘Forgot User Details/Password?’ or ‘Physical User Reset Password?’ option available on www.evoting. nsdl.com to reset the password.

  3. In case of any queries for e‑voting, you may refer the Frequently Asked Questions (‘FAQs’) for Members and e‑voting user manual for Members available at the download section of www.evoting.nsdl.com or call at Tel: +91 22 4886 7000 or send a request to Mr. Suketh Shetty, Assistant Manager, National Securities Depository Limited at evoting@ nsdl.com

Resolution passed by the Members through Postal Ballot are deemed to have been passed as if the same have been passed at a general meeting of the Members convened in this behalf. The resolution, if approved by the requisite majority of Members by means of Postal Ballot, shall be deemed to have been passed on the last day of remote E-Voting i.e., 05:00 P.M. (IST) on Friday, December 26, 2025.

Registered Office: 104 Vasan Udyog Bhavan | Sun Mill Compound | S. B. Marg | Tulsi Pipe Road | Lower Parel (W) | Mumbai – 400013 Website: www.nykaa.com | Phone: +91 22 6838 9616 | Email[email protected] CIN: L52600MH2012PLC230136

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