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Inox Wind Limited Proxy Solicitation & Information Statement 2025

Nov 26, 2025

59313_rns_2025-11-26_40365df8-f1b1-4a5d-a8ab-6b67a96fbc87.pdf

Proxy Solicitation & Information Statement

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IWL: NOI: 2025

26[th] November, 2025

The Secretary
BSE Limited
Phiroze Jeejeebhoy Towers
Dalal Street
Mumbai 400 001
The Secretary
National Stock Exchange of India Limited
Exchange Plaza, Bandra Kurla Complex
Bandra (E)
Mumbai 400 051

Scrip code: 539083 Trading Symbol: INOXWIND

Sub: Submission of Notice of Postal Ballot

Dear Sir/ Madam,

Pursuant to Regulation 30 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, please find enclosed herewith a copy of the Postal Ballot Notice dated 14[th] November, 2025 together with the Explanatory Statement (“Notice”) being dispatched to the Members of the Company today for seeking their approval on the following Resolution(s) as set out in the Notice through electronic means (“e-voting”) only:

S. No. Particulars Type of Resolution
1. Approval for re-appointment of Shri Manoj Dixit (DIN:
06709232) as a Whole-Time Director of the Company
Ordinary Resolution

The copy of the Notice is being uploaded on the website of the Company at www.inoxwind.com and on the website of National Securities Depository Limited (“NSDL”) at www.evoting.nsdl.com. In conformity with the requirements, the Notice is being sent only through electronic mode to those members whose names appear in the Register of Members/ List of Beneficial Owners and whose e- mail IDs are registered with the Company/ Depositories as on Friday, 21[st] November, 2025, being the Cut-off date.

The Company has engaged the services of NSDL to provide e-Voting facility to its members.

The remote e-Voting period commences on Friday, 28[th] November, 2025 from 9:00 A.M. (IST) and ends on Saturday, 27[th] December, 2025 at 5:00 P.M. (IST) . Please note that communication of assent or dissent of the members would only take place through the e-Voting. The instructions for e-Voting are provided in the Postal Ballot Notice.

The Result of the remote e-Voting shall be declared within 2 (two) working days from the conclusion of e-Voting i.e. on or before Tuesday, 30[th] December, 2025 .

We request you to take the above on record.

Thanking You

Yours faithfully,

For Inox Wind Limited

Deepak Digitally signed by Deepak Banga Date: 2025.11.26 Banga 19:32:05 +05'30' Deepak Banga Company Secretary

Encl: a/a

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INOX WIND LIMITED

(CIN: L31901HP2009PLC031083) Registered Office: Plot No. 1, Khasra Nos. 264 to 267, Industrial Area, Village Basal- 174303, District Una, Himachal Pradesh, India Telephone/ Fax: +91 1975 - 272001 Website: www.inoxwind.com; Email: [email protected]


NOTICE OF POSTAL BALLOT

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

Notice is hereby given pursuant to and in compliance with the provisions of Sections 108 and 110 of the Companies Act, 2013 (“ Act ”), Rules 20 and 22 of the Companies (Management and Administration) Rules, 2014 (“ Rules ”) and other applicable provisions of the Act and the Rules, General Circular Nos. 14/2020 dated 8[th] April, 2020, 17/2020 dated 13[th] April, 2020 and subsequent circulars issued in this regard from time to time, the latest being General Circular No. 3/2025 dated 22[nd] September, 2025 issued by the Ministry of Corporate Affairs (collectively referred to as “ MCA Circulars ”), Regulation 44 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 (“ Listing Regulations ”), Secretarial Standard on General Meetings (“ SS-2 ”) issued by the Institute of Company Secretaries of India and other applicable laws, rules and regulations including any statutory modification(s) or re-enactment(s) thereof for the time being in force and as amended from time to time, to the Members of Inox Wind Limited (“Company”) that the resolution(s) as set out below is/ are proposed for consideration of the Members of the Company for passing by means of Postal Ballot by voting through e-Voting process only (“ e-Voting ”) being provided to all its Members to cast their votes electronically.

The Statement pursuant to Sections 102(1), 110 and other applicable provisions of the Act read with the Rules framed thereunder and the Listing Regulations setting out all material facts relating to the resolution(s) mentioned in this Postal Ballot Notice is annexed hereto.

The Board of Directors have appointed Shri Jitesh Gupta (ICSI Membership No.: FCS 3978 and CP No.: 2448) failing him Ms. Priyanka Goel (ICSI Membership No.: ACS 34403 and CP No.: 15868) Partners of M/s. J.K. Gupta & Associates, Practicing Company Secretaries, Delhi as Scrutinizers for conducting the Postal Ballot, through the e-voting process, in a fair and transparent manner. The Scrutinizer’s decision on the validity of the Postal Ballot shall be final.

The Company has engaged the services of National Securities Depository Limited (“ NSDL ”) for the purpose of providing e-Voting facility to all its Members.

In accordance with the MCA Circulars, Members can vote only through the e-Voting process. Accordingly, the Company has provided e-Voting facility to all its Members to cast their votes electronically. Members are requested to read the instructions in the Notes of this Postal Ballot Notice so as to cast their vote electronically.

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The e-Voting facility will be available during the following period:

Cut off date for eligibility to vote Friday, 21st November, 2025
Commencement of e-Voting period Friday, 28th November, 2025
Conclusion of e-Voting period Saturday, 27th December, 2025

The e-voting facility will be disabled by NSDL immediately after 5.00 P.M. on Saturday, 27[th] December, 2025 and will be disallowed thereafter.

The Scrutinizer will submit his report to the Chairman of the Company (“the Chairman”) or any other person authorized by the Chairman and the result will be announced within 2 working days from the conclusion of the e-Voting period i.e. on or before 5.00 P.M. IST on 30[th] December, 2025 . The result declared along with the Scrutinizer’s report shall be communicated in the manner provided in this Postal Ballot Notice.

The last date of e-Voting, i.e. 27[th] December, 2025 , shall be the date on which the resolution would be deemed to have been passed, if approved by the requisite majority.

SPECIAL BUSINESS

ITEM No. 1

Approval for re-appointment of Shri Manoj Dixit (DIN: 06709232) as a Whole-Time Director of the Company

To consider and, if thought fit, to pass the following resolution as an Ordinary Resolution :

RESOLVED THAT pursuant to the provisions of Sections 196, 197, 203 read with Schedule V and all other applicable provisions, if any, of the Companies Act, 2013 and the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 and the applicable provisions of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 (including any statutory modification(s) or re-enactment(s) thereof for the time being in force), Shri Manoj Dixit (DIN: 06709232), be and is hereby re-appointed as a Whole-time Director of the Company for a further period of 2 (two) years commencing from 3[rd] December, 2025, without any remuneration, and on the terms and conditions as provided in the Explanatory Statement attached to the Notice.”

“RESOLVED FURTHER THAT the Board of Directors (including its Committee thereof) and the Company Secretary of the Company, be and are hereby severally authorized to do all such acts, deeds, matters and things as may be considered necessary, desirable or expedient to give effect to this resolution.”

By order of the Board of Directors

Place: Noida Date: 14[th] November, 2025

Sd/- Deepak Banga Company Secretary

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NOTES:

  1. A Statement pursuant to Sections 102(1) and 110 of the Companies Act, 2013 read with the Rules framed thereunder and Secretarial Standard-2 and the Listing Regulations, setting out all material facts relating to the resolution(s) mentioned in this Postal Ballot Notice is attached.

  2. In compliance with the MCA Circulars, this Postal Ballot Notice is being sent only by electronic mode to those Members whose names appear on the Register of Members/ List of Beneficial Owners as on 21[st] November, 2025 (“Cut-Off Date”) received from the Depositories and whose e-mail address is/ are registered with the Company/ RTA/ Depositories.

  3. This Postal Ballot Notice will also be available on the Company's website at www.inoxwind.com, websites of the Stock Exchanges i.e. BSE Limited and National Stock Exchange of India Limited at www.bseindia.com and www.nseindia.com respectively and on the website of NSDL at www.evoting.nsdl.com.

  4. In compliance with the provisions of Sections 108 and 110 of the Companies Act, 2013 and the Rules made thereunder, Regulation 44 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 (“ Listing Regulations ”) and MCA Circulars in relation to e- voting Facility provided by Listed Entities, Secretarial Standard-2 (“SS-2”) and any amendment(s) thereto, the Company is providing the facility to the Members to exercise their right to vote on the proposed resolution(s) electronically. The Company has engaged the services of National Securities Depository Limited (NSDL) to provide e-voting facility to its Members. The instructions for e-voting are provided as part of this Postal Ballot Notice which the Members are requested to read carefully before casting their vote.

  5. Voting rights of the Members shall be in proportion to the shares held by them in the paid-up equity share capital of the Company as on Cut-off date.

  6. Members would be able to cast their votes and convey their assent or dissent to the proposed resolution only through the remote e-voting process. Members whose names appear on the Register of Members/ List of Beneficial Owners as on the Cut-Off Date will only be considered eligible for the purpose of e-voting. A person who becomes a member after the Cut-Off Date should treat this notice for information purpose only.

  7. The remote e-voting period commences from 9.00 A.M. (IST) on Friday, 28[th] November, 2025 and ends at 5.00 P.M. (IST) on Saturday, 27[th] December, 2025. The remote e-voting will not be allowed beyond the aforesaid date and time and the remote e-voting module shall be forthwith disabled by NSDL upon expiry of the aforesaid period. Once the vote on the resolution is cast by the Member, he/ she shall not be allowed to change it subsequently.

  8. Institutional/ Corporate Members shall be entitled to vote through their authorized representatives. Institutional/ Corporate Members are requested to send a proof of authorisation (Board Resolution/Power of Attorney/Authority Letter etc.) in favour of their authorized representatives by sending an email to the Company at [email protected] not later than 5.00 P.M. on 27[th] December, 2025 . Also, a scanned copy of the proof of authorization should be uploaded in PDF format in the NSDL e-Voting system for the Scrutinizer to verify the same.

  9. The Resolution, if passed by requisite majority, will be deemed to have been passed on the last date of e-voting i.e. 27[th] December, 2025 .

  10. The documents referred to in this Postal Ballot Notice and the Explanatory Statement will be available for inspection electronically until last date of remote e-voting. Members seeking to inspect the same can send an email from their registered email, to the Company at [email protected]

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INFORMATION AND INSTRUCTIONS RELATING TO E-VOTING:

- How do I vote electronically using NSDL e Voting system?

The way to vote electronically on NSDL e-Voting system consists of “Two Steps” which are mentioned below:

- Step 1: Access to NSDL e Voting system

- A) Login method for e Voting for Individual shareholders holding securities in demat mode

In terms of SEBI Circular No. SEBI/HO/CFD/CMD/CIR/P/2020/242 dated 9[th] December, 2020 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 and Depository Participants. The Shareholders are advised to update their mobile number and email Id in their demat accounts in order to access e-Voting facility.

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

Type of shareholders Login Method
Individual
Shareholders
holding securities in demat
mode withNSDL
1.
For
OTP
based
login
you
can
click
on https://eservices.nsdl.com/SecureWeb/evoting/evotinglogin
.jsp.You will have to enter your 8-digit DP ID,8-digit Client Id,
PAN No., Verification code and generate OTP. Enter the OTP
received on registered email 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 ore-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 or joining virtual
meeting & voting during the meeting.
2.
ExistingIDeASuser 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 “Beneficial
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 ore-Voting service
provider i.e. NSDLand you will be re-directed to e-Voting
website of NSDL for casting your vote during the remote e-Voting
period or joining virtual meeting & voting during the meeting.
3.
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
at
https://eservices.nsdl.com/SecureWeb/IdeasDirectReg.jsp
4.
Visit the e-Voting website of NSDL. Open web browser by typing
the followingURL:https://www.evoting.nsdl.com/either on a

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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 eVoting 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 or joining virtual meeting & voting during the meeting.

  1. 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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Individual Shareholders holding securities in demat mode with CDSL

  1. Users who have opted for CDSL Easi/ 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 users who wish to login Easi /Easiest facility of CDSL are requested to visit CDSL website www.cdslindia.com and click on login icon & then to New System My Easi Tab and then use your existing My Easi username & password.

  2. After successful login on the Easi/ Easiest tab, 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, links are provided to access the system of all e-Voting Service Providers, so that the user can visit the e-Voting service providers’ website directly.

  3. If the user is not registered for Easi/Easiest, option to register is available at CDSL website www.cdslindia.com. To register, click on login & New System My Easi Tab and then click on registration option.

  4. Alternatively, the user can directly access e-Voting the page by providing demat account number and PAN No. from the e-Voting link available on CDSL home page i.e. www.cdslindia.com. The system will authenticate the user by sending OTP on registered Mobile & E-mail Id as recorded in the demat account of the user.

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After successful authentication, user will be able to see the e-
Voting option where the e-voting is in progress and also able to
directlyaccess the system of all e-VotingService Providers.
Individual
Shareholders
(holding
securities
in
demat
mode)
login
through theirdepository
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. Upon logging in, you will be able to see e-Voting
option. 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’s 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 Forget User ID and Forget Password option available at abovementioned website.

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

Login type Helpdesk details
Individual
Shareholders
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 -
48867000
Individual
Shareholders
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 2255 33

- B) Login Method for e Voting for shareholders other than Individual shareholders holding securities in demat mode and shareholders holding securities in physical mode

How to Log-in to NSDL e-Voting website?

  • i. 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.

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

  • iii. 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 e-services i.e. IDEAS, you can log-in at https://eservices.nsdl.com/ with your existing IDEAS login. Once you log-in to NSDL e-services after using your log-in credentials, click on e-Voting and you can proceed to Step 2 i.e. Cast your vote electronically.

  • iv. Details regarding User ID 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
thenyour user ID is IN30012**

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b) For Members who hold shares in
demat account with CDSL
16 Digit Beneficiary ID
For example if your Beneficiary ID is 12**
thenyour 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
  • v. Password details for shareholders other than Individual shareholders are given below:

  • a) If you are already registered for e-Voting, then you can use your existing password to login and cast your vote.

  • 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.

  • c) How to retrieve your ‘initial password’?

    • (i) If your email ID is registered in your demat account or with the Company, your ‘initial password’ was communicated to you on your email ID. Trace the email sent to you by NSDL in your mailbox. Open the e-mail and open the attachment i.e. a .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 email ID is not registered, please follow steps mentioned below.

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

  • 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.

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

  • c) If you are still unable to get the password by aforesaid two options, you can send a request at [email protected] mentioning your demat account number/folio number, your PAN, your name and your registered address etc.

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

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

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

  • ix. After you click on the “Login” button, home page of e-Voting will open.

- Step 2: Cast your vote electronically on NSDL e Voting system

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

  • i. 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 and General Meeting is in active status.

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  • ii. Select “EVEN” of the Company i.e. Inox Wind Limited , for which you wish to cast your vote during the remote e-Voting period and during the General Meeting.

  • iii.

  • Now you are ready for e-Voting as the Voting page opens.

  • iv. 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.

  • v.

  • Upon confirmation, the message “Vote cast successfully” will be displayed.

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

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

General Guidelines for shareholders

  • a) Institutional shareholders (i.e. other than individuals, HUF, NRI etc.) are required to send scanned copy (PDF/JPG Format) of the relevant Board Resolution/ Authority letter etc. with attested specimen signature of the duly authorized signatory(ies) who are authorized to vote, to the Scrutinizer by e-mail to [email protected] with a copy marked to [email protected]. Institutional shareholders (i.e. other than individuals, HUF, NRI etc.) can also upload their Board Resolution/ Power of Attorney/ Authority Letter etc. by clicking on "Upload Board Resolution/ Authority Letter" displayed under "e-Voting" tab in their login.

  • b) 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.

  • c) In case of any queries, you may refer the Frequently Asked Questions (FAQs) for Shareholders and e-Voting user manual for Shareholders available at the download section of www.evoting.nsdl.com or call on.: 022 - 48867000 or send a request to Ms. Pallavi Mhatre at [email protected].

Process for those Members whose Email Ids are not registered with the Depositories/ Company for obtaining login credentials for e-Voting

  • i. In case shares are held in physical mode, please provide Folio No., Name of shareholder, 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 email to [email protected].

  • ii. 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 (selfattested scanned copy of PAN card), AADHAR (self-attested scanned copy of Aadhar Card) to [email protected]. If you are an Individual shareholder 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 shareholders holding securities in demat mode.

  • iii. Alternatively, Shareholders/Members may send a request to [email protected] for procuring user id and password for e-Voting by providing above mentioned documents.

  • iv. In terms of SEBI circular dated 9[th] December, 2020 on e-Voting facility provided by Listed Companies, Individual shareholders holding securities in demat mode are allowed to vote through

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their demat account maintained with Depositories and Depository Participants. Shareholders are required to update their mobile number and email ID correctly in their demat account in order to access e-Voting facility.

11. Special Window for re-lodgement of transfer requests of physical share s

Pursuant to SEBI Circular No. SEBI/HO/MIRSD/MIRSDPoD/P/CIR/2025/97 dated 2nd July, 2025, a special window for the re-lodgement of transfer deeds relating to physical securities has been opened for a period of six months, from 7[th] July, 2025 to 6[th] January, 2026.

This initiative is applicable to transfer requests that were originally submitted prior to 1st April, 2019, but were either rejected, returned or not processed due to deficiencies in documentation or other procedural issues.

This facility also extends to shareholders who were eligible but missed the earlier deadline of 31[st] March, 2021, for re-lodgement under the previous SEBI framework. Such shareholders may now re-submit their transfer requests during this newly announced window.

Please note that all re-lodged transfer requests will be processed strictly in dematerialised form. Concerned shareholders are advised to take note of this opportunity and re-lodge their transfer requests alongwith the requisite documents to the Company’s Registrar and Share Transfer Agent, MUFG Intime India Private Limited.

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STATEMENT PURSUANT TO SECTIONS 102(1) AND 110 OF THE COMPANIES ACT, 2013 READ WITH RULE 22 OF THE COMPANIES (MANAGEMENT AND ADMINISTRATION) RULES, 2014

The Members of the Company through Postal Ballot on 9[th] January, 2025 had approved the appointment of Shri Manoj Dixit (DIN: 06709232) as a Whole-time Director of the Company for a period of one year commencing from 3[rd] December, 2024, without any remuneration.

Keeping in view his qualification, leadership qualities supported by his experience & contribution made to the growth of the Company and based upon the recommendation of the Nomination and Remuneration Committee, the Board of Directors in their meeting held on 14[th] November, 2025, re-appointed Shri Manoj Dixit as a Whole-time Director of the Company for a further period of 2 (two) years with effect from 3[rd] December, 2025, without any remuneration and on such other terms and conditions as specified in the Resolution as set out at Item No. 1 of the Notice.

In the opinion of the Board, he fulfils the conditions specified in the Companies Act, 2013 and Rules framed there under for his appointment and that his immense knowledge and vast experience will immensely benefit the Company. His appointment as a Whole-time Director of the Company requires shareholders’ approval and is, therefore, being placed before the Members for their approval. It is desirable that the Company should continue to avail the services of Shri Manoj Dixit as a Whole-time Director of the Company, on the terms as contained in the Resolution.

Further, the appointee is not debarred from holding the office of Director pursuant to any SEBI Order or any other such authority.

Brief resume of Shri Manoj Dixit, nature of his experience in specific functional areas and other information as required to be provided under the Secretarial Standard - 2 and Regulation 36 (3) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 is detailed in the ‘ Annexure ’ to this Notice.

Shri Manoj Dixit is interested in the resolution as set out at Item No. 1 of the Notice with regard to his appointment. The relatives of Shri Manoj Dixit may be deemed to be interested in the resolution to the extent of their shareholding interest, if any, in the Company. Save and except the above, none of the other Directors and Key Managerial Personnel of the Company and their relatives are, in any way, concerned or interested, financially or otherwise, in this resolution.

The Board recommends the Resolution as set out in the Notice at Item No. 1 for approval of the Members by way of an Ordinary Resolution.

By order of the Board of Directors

Sd/- Place: Noida Deepak Banga Date: 14[th] November, 2025 Company Secretary

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Annexure

Information as required to be provided under the Secretarial Standard-2 and Regulation 36(3) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015

Name of Director Shri Manoj Dixit Shri Manoj Dixit
Brief Profile Shri Manoj Dixit holds a Master’s Degree in Mechanical Engineering
from Indian Institute of Management Research and Technology,
Ahmedabad, Gujarat. He has more than 26 years of experience in
power management, project development, power scheduling, land
acquisition and regulatory approvals & government policy matters
related to power. He has been associated with InoxGFL Group since
2008.
In the past, he was associated with Perfect Refractories Limited and
Gujarat Fluorochemicals Limited.
Date of Birth and Age 25thNovember,1972; 52years
Date of first appointment on
theBoard
3rdDecember, 2022
Directors
Identification
Number
06709232
Qualification Shri Manoj Dixit holds a Master’s Degree in Mechanical Engineering
from Indian Institute of Management Research and Technology,
Ahmedabad,Gujarat.
Experience/
Expertise
in
specific functional areas
He has more than 26 years of experience in power management,
project development, power scheduling, land acquisition and
regulatory approvals & government policy matters related to power.
Directorship held in other
Companies including listed
entities alongwith the listed
entities
from
which
the
person resigned in the past
three years
Listed:
Inox Green Energy Services Limited
Unlisted:
1.
RBRK Investments Limited
2. Sarayu Wind Power (Tallimadugula) Private Limited
3. Vinirrmaa Energy Generation Private Limited
4. Satviki Energy Private Limited
5. Vibhav Energy Private Limited
6. Suswind Power Private Limited
7. Inox Neo Energies Limited
8. Flurry Wind Energy Private Limited
He has not resigned from any listed entity in the past three years.
Membership/ Chairmanship
of Committees of the Board
Inox Wind Limited
• Chairman of Risk Management
Committee;
• Member
of
Corporate
Social
Responsibility Committee;
• Member
of
Stakeholders
Relationship Committee;
• Member of Business Responsibility
Committee;
• Member of IWL Committee of the
Board of Directors for Operations.
Inox Green Energy
Services Limited
• Chairman
of
Risk
Management Committee;
• Chairman
of
Business
Responsibility
&
Sustainability Committee;
• Member of Stakeholders
Relationship Committee;
• Member
of
IGESL
Committee of the Board of
Directors for Operations.
The Number of Meeting of
the Board attended during
the year 2025-26
5 out of 5
Remuneration
last
drawn
including sitting fees (Rs. in
Lakhs)
Nil
Relationship
with
other
Directors, Manager and other
Key Managerial Personnel of
the Company
None
Shareholding in the Company Nil

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