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High Energy Batteries (India) Ltd. Proxy Solicitation & Information Statement 2025

Feb 13, 2025

62224_rns_2025-02-13_d05aae57-c5c3-4bac-a4dc-c5fa2b80d7e8.pdf

Proxy Solicitation & Information Statement

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Ref: SECY/2024 – 25/139

February 13, 2025

BSE Limited

Phiroze Jeejeebhoy Towers, Dalal Street, Fort, Mumbai 400 001

Dear Sirs,

Sub: Postal Ballet Notice – Disclosure under Regulation 30 of SEBI (Listing Obligations and Disclosures Requirements) Regulations, 2015 (SEBI - LODR) - Scrip Code: 504176

Pursuant to Regulation 30 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, please find enclosed Postal Ballot Notice seeking approval of members through remote e-voting by way of Special Resolution for the Re-appointment of Mr. M Ignatius (DIN:08463140), as Whole time Director designated as Director (Operations) of the Company for a period of 3 years with effect from 01[st] April, 2025 to 31[st] March, 2028 and terms thereof.

In accordance with the General Circulars issued by the Ministry of Corporate Affairs, the Notice of Postal Ballot was dispatched through e-mail on 13.02.2025 to the registered email id of the shareholders as on the cut-off date on 07.02.2025 . Shareholders were advised to give their assent / dissent on the proposed resolution only through remote e-voting. The Company has engaged the services of CDSL for the purpose of providing e-voting facility to all its members. The remote e-voting period commences on Monday, the 17[th] February, 2025 (09:00 A.M.) and ends on Tuesday, the 18[th] March, 2025 (05:00 P.M.) . The Notice of Postal Ballot is also available on the Company’s website www.highenergy.co.in.

Kindly take the above information into your records.

Thanking you,

Yours faithfully,

For High Energy Batteries (India) Limited

V ANANTHA Digitally signed by V ANANTHA SUBRAMANIAN SUBRAMANIAN Date: 2025.02.13 19:43:25 +05'30'

(V. Anantha Subramanian) Company Secretary & Compliance Officer

Encl: as above

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HIGH ENERGY BATTERIES (INDIA) LIMITED

CIN: L36999TN1961PLC004606

Regd. Office: “Esvin House”, 13, Old Mahabalipuram Road, Perungudi, Chennai-600 096.

Phone: 044 - 24960335 / 24963552 / 24961785

Email: [email protected], Web: www.highenergy.co.in

POSTAL BALLOT NOTICE

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

To

SPECIAL BUSINESS:

The Members of High Energy Batteries (India) Limited

NOTICE is hereby given, pursuant to Section 110 read with Section 108 and other applicable provisions, if any, of the Companies Act, 2013, (‘the Act’), read with Rule 20 and 22 of the Companies (Management and Administration) Rules, 2014 (including any statutory modification(s) or re-enactment(s) thereof for the time being in force), the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, read with Secretarial Standard on General Meetings (SS–2) issued by the Institute of Company Secretaries of India and pursuant to other applicable laws and regulations, that the Resolution appended below is proposed to be passed by the Members of the Company by way of Postal Ballot through Remote electronic voting (“e-voting”) . The Explanatory Statement pursuant to Section 102 and other applicable provisions, if any, of the Act, pertaining to the proposed Resolution setting out the material facts is annexed hereto for your consideration and approval.

1. Re-appointment of Mr. M Ignatius (DIN: 08463140) as Whole Time Director, designated as Director (Operations) of the Company

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

“RESOLVED THAT pursuant to the provisions of Sections 196, 197 read with Schedule V and other applicable provisions, if any, of the Companies Act, 2013 and the Rules made thereunder, as amended from time to time and applicable provisions of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 (including any statutory modification(s) or re-enactment thereof for the time being in force), approval of the Company be and is hereby accorded for the re-appointment of Mr. M Ignatius (DIN: 08463140) as Whole time Director, designated as Director (Operations) of the Company for a period of 3 years, with effect from 01[st] April, 2025, (viz., from 01.04.2025

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to 31.03.2028), whose office is liable to retire by rotation, under the Articles of Association of the Company, on the terms and conditions of appointment and remuneration as set out below, as recommended by the Nomination and Remuneration Committee and approved by the Board of Directors of the Company;

RESOLVED FURTHER THAT on the recommendation of the Nomination and Remuneration Committee, the Board of Directors be and are hereby authorized to alter and vary such terms of appointment and remuneration in accordance with the provisions of the Companies Act, 2013, as amended from time to time;

RESOLVED FURTHER THAT the Board of Directors and the Company Secretary of the Company be and are hereby severally authorized to do all acts and take all such steps as may be considered necessary, proper or expedient to give effect to this Resolution.

TERMS AND CONDITIONS:

1 Period From
01.04.2025
to
31.03.2028
2 Salary Rs. 2,00,000 /- (Rupees
Two
Lakhs
only)
per
month.
3 Perquisites Perquisites
will
be
in
addition to salary and shall
be restricted to an amount
equal to the annual salary.
a) House
Rent
Allowance
Rs.
40,000/-
(Rupees
Forty Thousand only) per
month.
b) Medical
Allowance
Rs.
22,500/-
(Rupees
Twenty-Two
Thousand
Five Hundred only) per
month.
c) Personal
Accident
Allowance
Personal
Accident
Insurance of an amount,
the annual premium of
which does not exceed
Rs. 5,000/- (Rupees Five
thousand only).
d) Use of Car Car for use on Company’s
business
will
not
be
considered as perquisites.
e) Leave As per the Rules of the
Company.
4 Performance
Incentive
Equivalent to 1% of the
net profts of the Company
subject to a ceiling of
an amount equal to the
annual salary.

(By order of the Board) For High Energy Batteries (India) Limited Sd/- (V Anantha Subramanian) Company Secretary Place : Chennai Date : 21.01.2025

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NOTES:

  1. An Explanatory Statement pursuant to Section 102 of the Companies Act, 2013 (‘the Act’), setting out all the material facts concerning the Resolution is annexed hereto and forms part of this Postal Ballot Notice.

  2. The Postal Ballot Notice is being sent to all the Members whose names appear on the Register of Members / List of Beneficial Owners as received from the National Securities Depository Limited (NSDL) and Central Depository Services (India) Limited (CDSL) as on the cut-off date i.e., Friday, the 07[th ] February, 2025. A person who is not a member on the relevant cut-off date should treat this notice for information purpose only.

  3. The Postal Ballot Notice is being sent in electronic form to the email address registered with the depository participants (in the case of Demat holding) / the Company’s Registrar and Transfer Agent (in the case of physical holding). In addition, the Notice is displayed on the website of the Company at www.highenergy.co.in and on the website of the CDSL www.evotingindia.com. Ministry of Corporate Affairs (MCA) vide its General Circular No. 09/2024 dated 19.09.2024 has decided to allow Companies to transact items through postal ballot up to 30[th ] September, 2025 in accordance with frame work provided in the MCA General Circular Nos.14/2020 dated 08.04.2020, 17/2020 dated 13.04.2020, 22/2020 dated 15.06.2020, 33/2020 dated 28.09.2020, 39/2020 dated 31.12.2020, 10/2021 dated 23.06.2021, 20/2021 dated 08.12.2021, 03/2022 dated 05.05.2022,

  4. 11/2022 dated 28.12.2022 and 09/2023 dated 25.09.2023. In compliance with the requirements of the MCA Circulars, physical copy of Postal Ballot notice along with Postal Ballot Forms and prepaid business envelop is not being sent to the shareholders for this Postal Ballot and shareholders are required to communicate their assent or dissent on the proposed resolution through the remote e-voting system only. This is in accordance to the relaxation provided by SEBI vide Circular No. SEBI/HO/CFD/CFD-PoD-2/P/ CIR/2024/133 dated October 03, 2024.

  5. In compliance with the provisions of the Companies Act, 2013, the Rules made thereunder and in terms of Regulation 44 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, the Company has provided the facility to the Members to exercise their votes electronically through the Remote e-voting facility arranged with Central Depository Services (India) Limited (CDSL).

  6. Remote e-voting commences on Monday, the 17[th] February, 2025 (09.00 A.M.) and ends on Tuesday, the 18[th] March, 2025 (05.00 P.M.). Members whose names appear on the Register of Members / List of Beneficial Owners as on 07.02.2025 (Cut-off date) will alone be considered for being entitled to vote for the e-voting.

  7. The Board of Directors has appointed Mr. A S Kalyanaraman, Practicing Chartered Accountant (Membership No.201149) as the Scrutinizer for conducting the Postal Ballot voting through Remote e-voting system, in a fair and transparent manner.

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  1. Members holding shares in Demat mode, who mode are requested to update their e-mail have not registered their email addresses are addresses with the Company / to our RTA requested to register their e-mail addresses M/s. Cameo Corporate Services Limited. with their respective Depository Participants Members may follow the process detailed (DP) and members holding shares in physical below for registration of PAN, KYC details and Nomination.
Type of
holder
Process to be followed
Physical For availing the following investor services, send a written request in the prescribed
form to our RTA by post at:
M/s. Cameo Corporate Services Limited
“Subramanian Building”, 5thFloor, No.1, Club House Road, Chennai - 600 002
Form for availing investor services to register PAN, email
address, Bank details and other KYC details or changes /
update thereof for securities held in physical mode
Form ISR-1
Form for Update of signature of securities holder
Form ISR-2
Form for Registration of Nomination
Form SH-13
Form for Declaration for Opting-out of Nomination
Form ISR-3
Form for Cancellation of nomination by the holder(s) (along
with ISR-3) / Change of Nominee
Form SH-14
Form for requesting issue of Duplicate Certifcate and other
service requests for shares / debentures / bonds, etc., held in
physical form
Form ISR-4
The forms for updating on the above details are available at the Company’s website:
https://www.highenergy.co.in/investor-info/- Forms
Demat Please register your email address and Bank account details in your Demat account
through your DP.

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  1. Resolution passed by the Members through electronic voting (e-voting) shall be deemed to have been passed as if they have been passed at a General Meeting of the Members.

  2. Members are advised to read carefully the voting process and instructions, appended hereunder before casting their vote(s).

  3. For any clarification /assistance, members may contact:

Mr. V. Anantha Subramanian Company Secretary High Energy Batteries (India) Limited “ESVIN House”, 13, Old Mahabalipuram Road, Perungudi, Chennai - 600 096. Phone: 044 - 24960335 / 24963552 / 24961785

Email: [email protected]

In case of further queries, please contact our Registrar and Share Transfer Agent (RTA) M/s. Cameo Corporate Services Limited through Online Investor portal: https://wisdom.cameoindia.com.

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EXPLANATORY STATEMENT

(Pursuant to Section 102 of the Companies Act, 2013)

SPECIAL BUSINESS:

Item No.1:

Re-appointment of Mr. M Ignatius (DIN: 08463140) as Whole Time Director, designated as Director (Operations) of the Company

In accordance with the Provisions of Sections 149 and 196 of the Companies Act, 2013, Mr. M Ignatius was appointed as Director (Operations) of the Company at the 58[th] Annual General Meeting of the Company held on 03[rd] August, 2019 for a period of 3 years from 01[st ] June, 2019 to 31[st ] March, 2022, based on the recommendation of Nomination and Remuneration Committee (NRC) and approval of the Board vide its meetings dated 25[th] May, 2019. Subsequently, on the recommendation of NRC, and approval of the Board vide its meetings dated 26[th] March, 2022, Mr. M Ignatius was re-appointed as Director (Operations) at the 61[st] Annual General Meeting of the Company held on 29[th] June, 2022 for a period of 3 years from 01[st] April, 2022 to 31[st] March, 2025.

The Current term of Mr. M Ignatius (DIN: 08463140) as Director (Operations) will expire on 31.03.2025. On the recommendation of the Nomination and Remuneration Committee vide its meeting dated 21[st] January, 2025, the Board of Directors at their meeting held on 21[st] January, 2025 have (i) re-appointed Mr. M Ignatius (DIN:08463140) as Whole time director designated as Director (Operations) of the

Company for a period of 3 years with effect from 01[st ] April, 2025 (viz., from 01.04.2025 to 31.03.2028), liable to retire by rotation and approved the remuneration package, subject to the approval of shareholders (ii) approved the Postal Ballot Notice to seek shareholder approval for the re-appointment by Special Resolution.

Mr. M Ignatius, aged 64, is an Electrical engineer having more than four decades of experience in the Company under various positions and about six years as Director (Operations) involving design, development and qualification of strategic high-tech batteries and has coordinated with the Indian Navy, Indian Air Force, Defence Research and Development Organization (DRDO), Naval Science and Technological Laboratory (NSTL), Vikram Sarabhai Space Centre (VSSC) and Defence agencies abroad.

He was fully involved in recent development cum qualification of High-Power Silver Zinc batteries for the future Torpedo Program, to meet the requirements of NSTL for under water defence applications.

During his tenure as Director (Operations) a number of developments in silver based, Silver Zinc, Silver Chloride Magnesium and Sea Water based batteries were completed. The Company is looking to strengthen and improve the level of production and operations, for enhancing the turnover cum profits. Also, some new projects are being pursued, towards diversification and the

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Company is discussing many options wherein his involvement will be necessary and beneficial. He also has received accolade from The Institution of Engineers (India) - IEI for recognition to his technical expertise.

In the opinion of the Nomination and Remuneration Committee and the Board of Directors, Mr. M Ignatius (DIN: 08463140) is a person of commitment cum integrity, possesses the relevant expertise cum experience and fulfills the conditions for being re-appointed as Whole Time Director designated as Director (Operations), as specified in Sections 149, 152, 196 of the Act and SEBI (LODR), 2015. Having regard to the qualification, skill, experience and knowledge, the Board considers that the Company would be greatly benefitted by availing his scientific knowledge and technical expertise.

Mr. M Ignatius is not disqualified from being re-appointed as Director in terms of Section 164 of the Companies Act, 2013. The Company has received the following Statutory disclosures / declarations from Mr. M Ignatius in respect of his proposed re-appointment:

  1. Consent in writing to act as Director in Form DIR-2 - Section 152(5) of the Act, Rule 8 of the Companies (Appointment and Qualification of Directors) Rules, 2014.

  2. Form DIR-8 intimating that he is not disqualified under Section 164(2) of the Act, Rule 14 of Companies (Appointment and Qualification of Directors) Rules, 2014.

  3. Notice in writing from a Member intending to propose Mr. M Ignatius to the office of Director - Section 160 of the Act.

  4. Declaration that;

  5. (a) he has not been debarred from holding the office of Director by virtue of order(s) passed by the Securities and Exchange Board of India (SEBI) or Ministry of Corporate Affairs (MCA) or any such statutory authority.

  6. (b) Mr. M Ignatius will adhere to the Company’s Code of Conduct.

Details of Mr. M Ignatius are furnished in Annexure-1 pursuant to Regulation 36(3) of SEBI (LODR) and Secretarial Standard (SS-2) on General Meeting.

Mr. M Ignatius appointment as Whole time Director designed as Director (Operations) of the Company is on the basis of his being liable to retire by rotation. He will continue to be the Director (Operations) of the Company till his turn comes for retirement by rotation. He is eligible to seek re-election at the Annual General Meeting in which he retires by rotation.

The Whole Time Director will not be eligible for sitting fee for attending the Board meeting and any other Committee meetings in which he will be a member. He will be eligible for Remuneration and Performance incentive within the limits permissible under the Act and approved by shareholders.

The remuneration package is well within the overall limit prescribed under Schedule V to the Companies Act, 2013. The Board of Directors will also be at liberty to alter and vary such terms of appointment and remuneration. In any event, the Salary, Incentive and Perquisites will be within the overall ceiling specified in the Companies Act, 2013 and as applicable from time to time.

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A copy of the Resolution of the Nomination and Remuneration Committee / Board of Directors, other relevant documents referred to in the Notice and the explanatory statement in this regard are available for inspection by the Members at the Registered Office of the Company during business hours on any working day from the date of dispatch of the Notice till the date of closing of voting period of the Postal ballot i.e., 18[th ] March, 2025 .

Mr. M Ignatius is not related to any Director of the Company and none of the other Directors / Key Managerial Personnel of the Company / their relatives are in any way concerned or interested, financially or otherwise, in this Resolution.

Mr. M Ignatius is interested in the Resolution concerning his re-appointment.

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

(By order of the Board) For High Energy Batteries (India) Limited

Sd/-

(V Anantha Subramanian) Company Secretary

Place : Chennai Date : 21.01.2025

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ANNEXURE - 1

DETAILS OF DIRECTOR SEEKING RE-APPOINTMENT

[Pursuant to Regulation 36 (3) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 and Secretarial Standard (SS-2) on General Meetings]

Name of the Director seeking re-appointment Mr. M Ignatius
Director Identifcation Number(DIN) 08463140
Date of Birth / Age 15.05.1960 (64 years)
Nationality Indian
Date of Initial Appointment 01.06.2019
Qualifcations Electrical Engineer
Experience (including Expertise in Specifc
functional area)
He is an Electrical engineer having more than four
decades of experience in the Company involving
design, development and qualifcation of strategic
high-tech batteries and has coordinated with the
Indian Navy, Indian Air Force, Defence Research
and Development Organization (DRDO), Naval
Science and Technological Laboratory (NSTL),
Vikram Sarabhai Space Centre (VSSC) and Defence
agencies abroad.
Brief resume of Mr.M Ignatius and skills and
capabilities required for the role of Whole Time
director
Detailed in the explanatory statement given pursuant
to Section 102 of the Companies Act, 2013.
Terms and conditions of re-appointment Proposed to be re-appointed as Whole Time Director
designated as Director (Operations) of the Company
for a period of three years from 01stApril, 2025 to
31stMarch,2028,liable to retire byrotation.
Remuneration proposed to be paid As mentioned in the notice forming part of this Postal
Ballot.
Details of Shares held in the Company Nil
Number of Board Meetings attended during
the Financial Year till the date of this notice
Held:4
Attended: 4
Other Directorships Nil
Chairmanship / Membership of Committees in
other companies
Nil
Relationship with other Directors, Manager
and KeyManagerial Personnel
Nil

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VOTING PROCESS & INSTRUCTIONS

(A) Remote e-Voting Facility

  1. The Remote e-Voting facility is offered through e-Voting services provided by Central Depository Services (India) Limited (CDSL).

  2. Remote e-Voting commences on Monday, the 17[th] February, 2025 (09.00 A.M.) and ends on Tuesday, the 18[th] March, 2025 (05.00 P.M.). During this period, members holding shares either in physical or dematerialized form, as on the cut-off date of Friday, 07[th] February, 2025 may cast their vote electronically. The e-voting portal will be disabled by CDSL for voting thereafter. The Remote e-voting cannot be exercised through proxy.

(B) Login for Remote e-voting

  • I. Demat Holders

  • Pursuant to SEBI Circular No. SEBI/HO/CFD/CMD/CIR/P/2020/242 dated 09[th] December, 2020 (rescinded through SEBI Master Circular dt.11.07.2023) on e-voting facility provided by Listed Companies, Individual shareholders holding securities in Demat mode are allowed to vote through their Demat account maintained with Depositories/ Depository Participants. Shareholders are advised to update their mobile number and email Id in their Demat accounts for seamless access to e-voting facility.

  • In order to increase the efficiency of the voting process, all the Demat account holders, by way of a single login credential, through their Demat accounts/ websites of Depositories/ Depository Participants, will be able to cast their vote without having to register again with the E-voting Service Providers (ESPs).

  • Pursuant to the above SEBI Circular, Login for e-Voting for shareholders holding securities in Demat mode is given below:

  • Type of shareholders Login Method 1. Shareholders (user) who have opted for CDSL’sEasi / Easiest facility, can login through their existing user id and password. Option will be made available to reach e-Voting page without any further authentication. The URL for users to login to Easi / Easiest are https://web.cdslindia.com/myeasitoken/home/login or visit www.cdslindia.com and click on Login icon and select New System Myeasi.

    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.

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On clicking the e-Voting option, the user will be able to see e-Voting page of the e-Voting service provider ( “ESP” ) for casting his/her vote during the remote e Voting period. Additionally, there are also links provided to access the system of all ESPs i.e., CDSL/NSDL/ KFIN/LINKINTIME/BIGSHARE/PURVASHARE, so that the user can visit the websites of ESPs directly.

  1. If the user is not registered for Easi/Easiest, option to register is available at: https://web.cdslindia.com/myeasitoken/ Registration/EasiRegistration or https://web.cdslindia.com/myeasitoken/Registration/

Individual Shareholders holding EasiestRegistration

securities in Demat mode with CDSL Depository Proceed to complete registration using your DP ID, Client ID etc. After successful registration, please follow steps given above to cast your vote.

  1. Alternatively, the user can directly access e-Voting page by providing Demat Account Number and PAN No. from e-Voting link available on www.cdslindia.com home page. The system will authenticate the user by sending OTP on registered Mobile & Email 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.
Type of shareholders Login Method
Individual Shareholders holding
securities in demat mode with
NSDL Depository
1. If you are already registered for NSDL IDeAS facility, please
visit the e-Services website of NSDL. Open web browser by
typing the following URL:https://eservices.nsdl.com either on
a Personal Computer or on a mobile. Once the home page
of e-Services is launched, click on the “Benefcial Owner”
icon under “Login” which is available under ‘IDeAS’ section.
A new screen will open. You will have to enter your User ID
and Password. After successful authentication, you will be able
to see e-Voting 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 name and
you will be re-directed to e-Voting service provider website for
casting your vote during the remote e-Voting period.

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  1. If the user is not registered for IDeAS e-Services, option to register is available at https://eservices.nsdl.com. Select “Register Online for IDeAS “Portal or click at https://eservices. nsdl.com/SecureWeb/IdeasDirectReg.jsp.

  2. Alternatively, the user can directly 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 Verification 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 name and you will be redirected to e-Voting service provider website for casting your vote during the remote e-Voting period.

  3. Shareholders/Members can also download NSDL Mobile App “NSDL Speede” facility by scanning the QR code mentioned below for seamless voting experience.

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Type of shareholders Login Method
Individual Shareholders (holding
securities
in
Demat
mode)
login through their Depository
Participants
You can also login using the login credentials of your Demat
account through your Depository Participant registered with NSDL/
CDSL for e-Voting facility. After Successful login, you will be able
to see e-Voting option. Once you click on e-Voting option, you
will be redirected to NSDL/CDSL Depository site after successful
authentication, wherein you can see e-Voting feature. Click on
company name or e-Voting service provider name and you will be
redirected to e-Voting service provider’s website for casting your
vote during the remote e-Voting period.

4. Important note: Members who are unable to retrieve User ID/ Password are advised to use Forget User ID and Forget Password option available at abovementioned website.

5. Dedicated helpdesk for individual shareholders holding shares in Demat mode for any technical issues related to login through Depository(ies) i.e., CDSL and NSDL:

Login type Helpdesk details
Individual Shareholders holding
shares in Demat mode withCDSL
Members facing any technical issue in login can contact CDSL
helpdesk by sending a request athelpdesk.evoting@cdslindia.
comor contact at toll free no.1800 22 55 33.
Individual Shareholders holding
shares in Demat mode withNSDL
Members facing any technical issue in login can contact NSDL
helpdesk by sending a request [email protected] call on
toll free no. 1800 1020 990 and 1800 22 44 30.

6. Registration of e-mail with DPs

Process for those shareholders whose email addresses are not registered with the depositories for obtaining login credentials for e-voting for the resolution proposed in this notice:

  • i) For Physical shareholders- please provide necessary details like Folio No., Name of shareholder, scanned copy of the share certificate (front and back), PAN (self-attested scanned copy of PAN card), AADHAAR (self-attested scanned copy of Aadhaar card) by email to Company/RTA email id.

  • ii) For Demat shareholders - please provide your email id and mobile no with your respective Depository Participant (DP).

  • iii) For Individual Demat shareholders - please update your email id and mobile no with your respective Depository Participant (DP) which is mandatory while e-voting.

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II. Login method for e-voting for Physical shareholders and Non-Individual shareholders

  • 1) The Shareholders should log on to the e-Voting website www.evotingindia.com.

  • 2) Click on “Shareholders” module.

  • 3) Now enter your User ID

  • a. For CDSL: 16 digits beneficiary ID,

  • b. For NSDL: 8 Character DP ID followed by 8 Digits Client ID,

  • c. Shareholders holding shares in Physical Form should enter Folio Number registered with the Company.

  • 4) Next enter the Image Verification as displayed and Click on Login.

  • 5) If you are holding shares in Demat form and had logged on to www.evotingindia.com and voted on an earlier e-Voting of any company, then your existing password to be used.

  • 6) If you are a first-time user follow the steps given below:

PAN Enter your 10-digit alpha-numeric PAN issued by Income Tax Department
(Applicable for both Demat shareholders as well as physical shareholders)
Shareholders who have not updated their PAN with the Company/
Depository Participant are requested to use the sequence number sent
by Company/RTA or contact Company/RTA.
Dividend Bank Details
OR
Date of Birth (DOB)
Enter the Dividend Bank Details or Date of Birth (in dd/mm/yyyy format)
as recorded in your Demat account or in the company records in order
to login.
If both the details are not recorded with the depository or company, please
enter the member id / folio number in the Dividend Bank details feld.
  • 7) After entering these details appropriately, click on “SUBMIT” tab.

  • 8) Shareholders holding shares in physical form will then directly reach the Company selection screen. However, shareholders holding shares in Demat form will now reach ‘Password Creation’ menu wherein they are required to mandatorily enter their login password in the new password field. Kindly note that this password is to be also used by the Demat holders for voting for resolutions of any other company on which they are eligible to vote, provided that company opts for e-Voting through CDSL platform. It is strongly recommended not to share your password with any other person and take utmost care to keep your password confidential.

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  • 9) For shareholders holding shares in physical form, the details can be used only for e-Voting on the resolution contained in this Notice.

  • i) Click on the EVSN – 250212010 for High Energy Batteries (India) Limited on which you choose to vote.

  • ii) On the voting page, you will see “RESOLUTION DESCRIPTION” and against the same the option “YES/NO” for voting. Select the option YES or NO as desired. The option YES implies that you assent to the Resolution and option NO implies that you dissent to the Resolution.

  • iii) Click on the “RESOLUTIONS FILE LINK” if you wish to view the details of the Resolution.

  • iv) After selecting the resolution, you have decided to vote on, click on “SUBMIT”. A confirmation box will be displayed. If you wish to confirm your vote, click on “OK”, else to change your vote, click on “CANCEL” and accordingly modify your vote.

  • v) Once you “CONFIRM” your vote on the resolution, you will not be allowed to modify your vote.

  • vi) You can also take a print of the votes cast by clicking on “Click here to print” option on the Voting page.

  • vii) If a Demat account holder has forgotten the login password, then enter the User ID and the image verification code and click on Forgot Password & enter the details as prompted by the system.

  • viii) There is also an optional provision to upload BR/POA if any uploaded, which will be made available to scrutinizer for verification.

(C) Additional Facility for Non – Individual Shareholders and Custodians - Remote Voting only

  • Non-Individual shareholders (i.e., other than Individuals, HUF, NRI etc.) and Custodians are required to log on to www.evotingindia.com and register themselves in the “Corporates” module.

  • A scanned copy of the Registration Form bearing the stamp and sign of the entity should be emailed to [email protected].

  • After receiving the login details a Compliance User should be created using the admin login and password. The Compliance User would be able to link the account(s) for which they wish to vote on.

  • The list of accounts linked in the login will be mapped automatically & can be delink in case of any wrong mapping.

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  • A scanned copy of the Board Resolution and Power of Attorney (POA) which they have issued in favor of the Custodian, if any, should be uploaded in PDF format in the system for the scrutinizer to verify the same.

  • Alternatively Non-Individual shareholders are required to send the relevant Board Resolution/ Authority letter etc. together with attested specimen signature of the duly authorized signatory who are authorized to vote, to the Scrutinizer and to the Company at the email address viz. [email protected] if they have voted from individual tab & not uploaded same in the CDSL e-Voting system for the scrutinizer to verify the same.

(D) General Instructions

  • 1) The cut-off date for the purpose of e-voting has been fixed as Friday, the 07[th ] February, 2025 . Shareholders holding shares as on this date alone are entitled to vote.

  • 2) Voting rights of shareholders shall be in proportion to their shareholding in the company as on the cut-off date i.e., 07[th ] February, 2025.

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

  • 4) The Board of Directors has appointed Mr.A S Kalyanaraman, Practicing Chartered Accountant (Membership No.201149) as the Scrutinizer for conducting the e-voting process in a fair and transparent manner.

  • 5) The Scrutinizer’s decision on the validity of the e-voting shall be final.

  • 6) The Scrutinizer upon the conclusion of voting period will:

  • i) Unblock the votes cast through Remote e-Voting in the presence of two witnesses not in the employment of the company.

  • ii) Submit Scrutinizer’s report of the total votes cast through Remote e-Voting in favor or against, to the Chairman.

7. Voting Results

  • i) The Chairman or a person authorized by him in writing shall declare at or before 05.00 P.M. on Wednesday, the 19[th ] March, 2025 at the registered office of the company the result of the voting based on the Scrutinizer’s report and have it declared.

  • ii) The results immediately on declaration along with the scrutinizer’s report will be displayed at the registered office of the company, placed on the company’s website www.highenergy.co.in and on the website of CDSL www.evotingindia.com and also communicated to the Stock Exchange i.e., BSE forthwith.

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  • iii) Subject to receipt of requisite number of votes, the resolution shall be deemed to have been passed on the date of declaration of Postal Ballot result i.e., Wednesday, the 19[th ] March, 2025.

(E). Help Centre

  1. If you have any queries or issues regarding Remote e-Voting from the CDSL e-Voting System, send an email to email to helpdesk.evoting@ cdslindia.com or contact at toll free no. 1800 22 55 33.

  2. All grievances connected with the facility for voting by electronic means may be addressed to Mr. Rakesh Dalvi, Sr. Manager, Central Depository Services (India) Limited(CDSL), A Wing, 25[th] Floor, Marathon Futurex, Mafatlal Mill Compounds, N M Joshi Marg, Lower Parel (East), Mumbai - 400013 or send an email to helpdesk.evoting@cdslindia. com or call at toll free no. 1800 22 55 33.

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