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IRM ENERGY LIMITED — Proxy Solicitation & Information Statement 2026
Mar 12, 2026
59378_rns_2026-03-12_9468eaaa-c588-48e2-8dc6-df69cd575c97.pdf
Proxy Solicitation & Information Statement
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March 12, 2026
To, National Stock Exchange of India Limited BSE Limited "Exchange Plaza" Phiroze Jeejeebhoy Towers Bandra-Kurla Complex, Bandra (East) Dalal Street Mumbai - 400051 Mumbai - 400001 Scrip Symbol: IRMENERGY Scrip Code: 544004
Sub: Disclosure under Regulation 30 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 – Postal Ballot Notice
Dear Sir/Madam,
Pursuant to Regulation 30 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, we are enclosing herewith a copy of the Postal Ballot Notice (“Notice”) along with the explanatory statement thereto, for seeking approval of the members of IRM Energy Limited (‘’the Company’’) on the Special Business as set out in the Notice, through remote e-voting only.
In compliance with the applicable circulars issued by Ministry of Corporate Affairs (“MCA Circular”) from time to time, this Notice has been sent electronic mode only to those members whose names appear in the Register of Members/ list of Beneficial Owners, and whose email addresses are registered with the Company/ Registrar and Share Transfer Agents/ Depositories as on Cut-Off date i.e. Friday, March 06, 2026.
The Company has engaged the services of MUFG Intime India Private Limited (“MUFG Intime”) for providing e-voting facilities to enable the members to cast their votes electronically. The remote e-voting facility will be available during the following period:
| Commencement of e-voting | End of e-voting |
|---|---|
| Friday,March 13,2026 from 09:00 A.M.(IST) | Saturday,April 11,2026 at 05:00 P.M.(IST) |
The voting results of the Notice will be announced within two (2) working days from the closure of remote e-voting period.
A copy of the Notice is also uploaded on the website of the Company i.e. www.irmenergy.com and on the website of the MUFG Intime at https://instavote.linkintime.co.in/
Kindly take the same on your record.
Thanking you,
Yours sincerely,
For, IRM Energy Limited
Akshit Digitally signed by Akshit Nandkishor Nandkishor Soni Date: 2026.03.12 Soni 18:40:52 +05'30' _________ Akshit Soni Company Secretary & Compliance Office
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IRM Energy Limited
Registered Office : 4th Floor, Block 8, Magnet Corporate Park, S.G. Highway, Near Sola Bridge, Ahmedabad, Gujarat, 380054
Email: [email protected]; Website : www.irmenergy.com CIN: L40100GJ2015PLC085213; Tel. : 079-49031500
NOTICE OF POSTAL BALLOT
[Pursuant to Section 110 of the Companies Act, 2013 read with Rule 20 and 22 of the Companies (Management and Administration) Rules, 2014]
NOTICE is hereby given that pursuant to the provisions of Section 110 and all other applicable provisions, if any, of the Companies Act, 2013 (the “Act”), read together with Rules 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) (“Rules”), Regulation 44 of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 (the “SEBI Listing Regulations”), General Circular Nos. 14/2020 dated April 08, 2020, Circular No. 17/2020 dated April 13, 2020, Circular No. 20/2020 dated May 05, 2020 and Circular No. 03/2025 dated September 22, 2025 (“MCA Circulars”) issued by the Ministry of Corporate Affairs (“MCA”), and Securities and Exchange Board of India (“SEBI”) Master Circular and applicable SEBI Circular and Secretarial Standard on General Meetings (“SS-2”) issued by the Institute of Company Secretaries of India (“ICSI”) and any other applicable law, rules and regulations (including any statutory modification(s) or re-enactment(s) thereof, for the time being in force), the resolution set out below is proposed to be passed by the Members of IRM Energy Limited (the “Company”) by means of Postal Ballot, only by way of remote e-voting (“e-voting”) process.
The proposed resolution and the Explanatory Statement pursuant to Section 102 of the Act and any other applicable provisions of the Act, read with Rules framed thereunder, setting out the material facts and reasons thereof concerning the resolution mentioned in this Postal Ballot Notice (“Notice”), are annexed hereto.
In compliance with the aforesaid MCA Circulars, this Notice is being sent only through electronic mode to those Members whose email addresses are registered with the Company/Registrar and Transfer Agent) / Depositories/depository participant. Accordingly, physical copy of the Notice along with Postal Ballot Form and pre-paid business reply envelope is not being sent to Members for this Postal Ballot and no physical ballot forms will be accepted.
In compliance with Regulation 44 of the SEBI Listing Regulations and pursuant to the provisions of Sections 108 and 110 of the Act read with the Rules framed thereunder and the MCA Circulars, the manner of voting on the proposed resolution is restricted only to e-voting i.e., by casting votes electronically instead of submitting physical copy of postal ballot form. The instructions for e-voting are appended to this Notice.
Pursuant to Rule 22(5) of the Rules, the Board of Directors of the Company has appointed M/s Manoj Hurkat & Associates, Practicing Company Secretaries, Ahmedabad, as the Scrutinizer for conducting the postal ballot through e-voting process in a fair and transparent manner.
The Company has engaged the services of MUFG Intime India Private Limited, Registrar and Share Transfer Agent of the Company (“RTA”/ “MUFG Intime”) for facilitating e-voting to enable the Members to cast their votes electronically.
Members are requested to carefully read the instructions indicated in this Notice to exercise their vote through the remote e-voting process and record their assent (FOR) or dissent (AGAINST) to the proposed Resolution. Members as on the cut-off date Friday, March 06, 2026 , may cast their vote remote e-voting.
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Notice of Postal Ballot
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The remote e-voting period shall commence on Friday, March 13, 2026 from 9.00 a.m. (IST) and ends on Saturday, April 11, 2026 at 5.00 p.m. (IST) (both days inclusive). The remote e-voting facility will be disabled by RTA immediately thereafter and voting will not be allowed beyond the said date and time.
The Scrutinizer will submit his report to the Chairman of the Company or any other authorized officer(s) of the Company after completion of the scrutiny of the e-voting. The results of the Postal Ballot will be announced within 2 (Two) working days from the conclusion of the e-voting period. The result of Postal Ballot along with the Scrutinizer's Report will be intimated to the National Stock Exchange of India Limited and BSE Limited (“Stock Exchanges”) where the equity shares of the Company are listed and shall be hosted on the website of the Company at www.irmenergy.com and on the website of MUFG Intime at htps://instavote.linkintme.co.in/
The proposed resolution, if passed by the requisite majority, shall be deemed to be passed on the last date specified for receipt of votes through the e-voting process i.e., Saturday, April 11, 2026.
SPECIAL BUSINESS:
1. APPOINTMENT OF MR. VIVEK WATHODKAR (DIN: 08486382) AS AN INDEPENDENT DIRECTOR 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 149, 150, 152 and other applicable provisions, if any, of the Companies Act, 2013 (the “Act”), (including any statutory modification(s) or re-enactment(s) thereof for the time being in force) and the Companies (Appointment and Qualifications of Directors) Rules, 2014 read with Schedule IV of the Act, Regulations 17, 25(2A) and other applicable regulations of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 (“SEBI Listing Regulations”), the provisions of the Articles of Association of the Company and based on the recommendations of the Nomination and Remuneration Committee and the Board of Directors of the Company, approval of the Members, be and is hereby accorded for appointment of Mr. Vivek Wathodkar (DIN: 08486382), who was appointed as an Additional Director in the capacity of an Independent Director of the Company by the Board of Directors with effect from February 03, 2026, and who has submitted a declaration that he meets the criteria of independence under Section 149(6) of the Act and Regulation 16(1 )(b) of the SEBI Listing Regulations and is eligible for appointment under the provisions of the Act, the Rules made thereunder and the SEBI Listing Regulations, and in respect of whom the Company has received a Notice in writing under Section 160(1) of the Act proposing his candidature for the office of a Director, as an Independent Director, not liable to retire by rotation, to hold office for a term of five consecutive years commencing from February 03, 2026 to February 02, 2031 (both days inclusive).
RESOLVED FURTHER THAT Board of Directors or KMPs of the Company, be and are hereby severally authorised to do all acts, deeds and things including filings and taking steps as may be deemed necessary, proper or expedient to give effect to this Resolution and matters incidental thereto."
By Order of the Board For, IRM Energy Limited
Place : Ahmedabad Date : March 11, 2026
Akshit Soni Company Secretary & Compliance Officer
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Notice of Postal Ballot
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NOTES:
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The Explanatory Statement pursuant to Section 102 read with Section 110 and other applicable provisions, if any of the Act read with the rules framed thereunder concerning the resolution as set out in the postal ballot notice is annexed hereto and forms part of this Notice. Information of the Director proposed to be appointed as required under Regulation 36(3) of the SEBI Listing Regulations and Secretarial Standard-2 and other applicable provisions is provided in Annexure – I to this Notice.
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In compliance with the MCA Circulars and the SEBI Listing Regulations, the Company is sending this Notice only in electronic form to those Members whose names appears in the Register of Members/List of Beneficial Owners as received from the Depositories / Company’s RTA or who will register their email address in accordance with the process outlined in this Notice. A person who is not a member as on the cut-off date or who becomes a member of the Company after the cut-off date should treat this Notice for information purposes only.
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In accordance with the MCA Circulars, the Notice is being sent in electronic form only. The hard copy of the Notice along with the Postal Ballot forms and pre-paid business envelope will not be sent to the Members for the Postal Ballot. Accordingly, the communication of the assent or dissent of the Members would take place through the e-voting system only.
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In compliance with the provisions of Section 108 and 110 of the Act read with Rules 20 and 22 of the Companies (Management and Administration) Rules, 2014, as amended from time to time, Regulation 44 of the SEBI Listing Regulations and SS -2 issued by the ICSI on General Meeting, the Company is offering e- voting facility to enable the Members to cast their votes electronically. The Company has engaged the services of MUFG Intime to provide remote e-voting facility to the Members.
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Members holding shares in dematerialised mode are requested to register/update their email addresses with the relevant Depository Participant. After successful registration of the e-mail address, a copy of this Postal Ballot Notice will be sent to your registered e-mail address, upon request received from the member. In case of any queries, Members may write to [email protected] or [email protected].
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The e-voting rights of the shareholders / beneficiary owners shall be reckoned on the shares held by them as on Friday, March 06, 2026, being the Cut-Off date for the purpose. The shareholders of the Company holding shares as on the Cut-Off date, can cast their vote electronically.
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The voting rights for the equity shares of the Company are one vote per equity share, registered in the name of the Member as on the Cut-Off date. The voting rights of the Members shall be in proportion to the percentage of paid-up share capital of the Company held by them. In case of joint holders, only such joint holder who is higher in the order of names will be entitled to vote.
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A Member cannot exercise his/her vote through proxy on postal ballot. However, Corporate and Institutional Members shall be entitled to vote through their authorised representatives. Corporate and institutional Members are required to send scanned certified true copy (PDF Format) of the Board or Governing Body Resolution/authorisation letter , to the Scrutinizer by e-mail to [email protected] with a copy marked to [email protected].
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Once the vote is cast, whether partially or otherwise, the Member shall not be allowed to change it subsequently or cast the vote again.
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Postal Ballot (e-voting) period commences from Friday, March 13, 2026 from 9.00 a.m. (IST) and ends on Saturday, April 11, 2026 at 5.00 p.m. (IST). At the end of the e-voting period, the facility shall forthwith be blocked and e-voting shall not be allowed beyond the said date and time.
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Notice of Postal Ballot
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The proposed resolution, if approved, by requisite majority, shall be deemed to be passed on the last date of e-voting, which would be Saturday, April 11, 2026. The resolution passed by the Members through Postal Ballot are deemed to be passed as if the same have been passed at a general meeting of the Members.
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This Notice shall also be available on the website of the Company at www.irmenergy.com, websites of the stock exchanges where the equity shares of the Company are listed, i.e. National Stock Exchange of India Limited and BSE Limited at www.nseindia.com and www.bseindia.com respectively, and on the website of MUFG Intime at htps://instavote.linkintme.co.in/.
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All the documents referred to in the explanatory statement will be available for inspection electronically from the date of circulation of this Notice up to the closure of the e-voting period. Members seeking to inspect such documents can send an email to [email protected].
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The Board of Directors of the Company has appointed M/s Manoj Hurkat & Associates, Practicing Company Secretaries, Ahmedabad (Membership Number FCS: 4287, COP: 2574) as the Scrutinizer for conducting the postal ballot through e-voting process in a fair and transparent manner.
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The Scrutinizer will submit his report to the Chairman of the Company or any other authorized officer(s) of the Company after completion of the scrutiny of the e-voting. The results of the Postal Ballot will be announced within 2 (Two) working days from conclusion of the e-voting period. The result of Postal Ballot along with the Scrutinizer's Report will be intimated to the National Stock Exchange of India Limited and BSE Limited (“Stock Exchanges”) where the equity shares of the Company are listed and shall be hosted on the website of the Company at www.irmenergy.com and on the website of MUFG Intime at htps://instavote.linkintme.co.in/
16. The instructions for remote e-Voting are as under:
In terms of SEBI circular no. SEBI/HO/CFD/PoD2/CIR/P/0155 dated November 11, 2024, Individual shareholders holding securities in demat mode are allowed to vote through their demat account maintained with Depositories and Depository Participants.
Shareholders are advised to update their mobile number and email Id correctly in their demat accounts to access remote e-Votng facility.
Login method for Individual shareholders holding securities in demat mode:
| Individual Shareholders holding securites in demat mode with NSDL |
METHOD 1 - NSDL OTP based login a) Visit URL:htps://eservices.nsdl.com/SecureWeb/evotng/evotnglogin.jsp b) Enter your 8 - character DP ID, 8 - digit Client Id, PAN, Verifcaton code and generate OTP. c) Enter the OTP received on your registered email ID/ mobile number and click on login. d) Post successful authentcaton, you will be re-directed to NSDL depository website wherein you will be able to see e-Votng services under Value added services. Click on “Access to e-Votng” under e-Votng services. e) Click on “MUFG InTime” or “evotng link displayed alongside Company’s Name” and you will be redirected to InstaVote website for castng the vote during the remote e-votng period. METHOD 2 - NSDL IDeAS facility Shareholders registered for IDeAS facility: |
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Notice of Postal Ballot
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a) Visit URL: htps://eservices.nsdl.com and click on “Beneficial Owner” icon under “IDeAS Login Section”.
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b) Enter IDeAS User ID, Password, Verification code & click on “Log-in”. c) Post successful authentication, you will be able to see e-Voting services under Value added services section. Click on “Access to e-Voting” under e-Voting services.
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d) Click on “MUFG InTime” or “evoting link displayed alongside Company’s Name” and you will be redirected to InstaVote website for casting the vote during the remote e-voting period.
Shareholders not registered for IDeAS facility:
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a) To register, visit URL: htps://eservices.nsdl.com and select “Register Online for IDeAS Portal” or click on htps://eservices.nsdl.com/SecureWeb/IdeasDirectReg.jsp
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b) Enter 8-character DP ID, 8-digit Client ID, Mobile no, Verification code & click on “Submit”.
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c) Enter the last 4 digits of your bank account / generate ‘OTP’
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d) Post successful registration, user will be provided with Login ID and password. e) Follow steps given above in points (a-d).
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METHOD 3 - NSDL e-voting website
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a) Visit URL: https://www.evoting.nsdl.com
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b) Click on the “Login” tab available under ‘Shareholder/Member’ section. c) Enter User ID (i.e., your 16-digit demat account no. held with NSDL), Password/OTP and a Verification Code as shown on the screen & click on “Login”.
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d) Post successful authentication, you will be re-directed to NSDL depository website wherein you will be able to see e-Voting services under Value added services. Click on “Access to e-Voting” under e-Voting services.
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e) Click on “MUFG InTime” or “evoting link displayed alongside Company’s Name” and you will be redirected to InstaVote website for casting the vote during the remote e-voting period.
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Individual METHOD 1 - CDSL e-voting page Shareholders holding a) Visit URL: htps://www.cdslindia.com. securities in b) Go to e-voting tab. demat mode c) Enter 16-digit Demat Account Number (BO ID) and PAN No. and click on “Submit”. with CDSL d) System will authenticate the user by sending OTP on registered Mobile and Email as recorded in Demat Account
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e) Post successful authentication, user will be able to see e-voting option. The evoting option will have links of e-voting service providers i.e., MUFG InTime. Click on “MUFG InTime” or “evoting link displayed alongside Company’s Name” and you will be redirected to InstaVote website for casting the vote during the remote e- voting period.
METHOD 2 - CDSL Easi/ Easiest facility: Shareholders registered for Easi/ Easiest facility:
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Notice of Postal Ballot
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| a) Visit URL:htps://web.cdslindia.com/myeasitoken/Home/Loginor Visit URL: www.cdslindia.com, click on “Login” and select “My Easi New (Token)”. b) Enter existng username, Password & click on “Login”. c) Post successful authentcaton, user will be able to see e-votng opton. The evotng opton will have links of e-votng service providers i.e., MUFG InTime. Click on “MUFG InTime” or “evotng link displayed alongside Company’s Name” and you will be redirected to InstaVote website for castng the vote during the remote e- votng period. Shareholders not registered for Easi/ Easiest facility: a) To register, visit URL: htps://web.cdslindia.com/myeasitoken/Home/EasiRegistraton b) Proceed with updatng the required felds for registraton. c) Post successful registraton, user will be provided username and password on the registered email id. Follow steps given above in points (a-c). |
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| Individual Shareholders holding securites in demat mode with Depository Partcipant |
Individual shareholders can also login using the login credentals of your demat account through your depository partcipant registered with NSDL / CDSL for e-votng facility. a) Login to DP website b) Afer Successful login, user shall navigate through “e-votng” opton. c) Click on e-votng opton, user will be redirected to NSDL / CDSL Depository website afer successful authentcaton, wherein user can see e-votng feature. d) Post successful authentcaton, click on “MUFG InTime” or “evotng link displayed alongside Company’s Name” and you will be redirected to InstaVote website for castngthe vote duringthe remote e-votng period. |
Login method for shareholders holding securities in physical mode / Non-Individual Shareholders holding securities in demat mode.
Shareholders holding shares in physical mode / Non-Individual Shareholders holding securities in demat mode as on the cut-of date for e-votng may register and vote on InstaVote as under:
| STEP 1: LOGIN / SIGNUP on InstaVote |
Shareholders registered for INSTAVOTE facility: a) Visit URL: htps://instavote.linkintme.co.in & click on “Login” under ‘SHARE HOLDER’ tab. b) Enter details as under: 1. User ID: Enter User ID 2. Password: Enter existng Password 3. Enter Image Verifcaton (CAPTCHA) Code 4. Click “Submit”. (Home page of e-votng will open. Follow the process given under "Steps to cast vote for Resolutons”) Shareholders not registered for INSTAVOTE facility: |
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Notice of Postal Ballot
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a) Visit URL: htps://instavote.linkintme.co.in & click on “Sign Up” under ‘SHARE HOLDER’ tab & register with details as under:
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User ID: Enter User ID
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PAN: Enter your 10-digit Permanent Account Number (PAN) (Shareholders who have not updated their PAN with the Depository Participant (DP)/ Company shall use the sequence number provided to you, if applicable.
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DOB/DOI: Enter the Date of Birth (DOB) / Date of Incorporation (DOI) (As recorded with your DP/Company - in DD/MM/YYYY format)
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Bank Account Number: Enter your Bank Account Number (last four digits), as recorded with your DP/Company.
oShareholders, holding shares in NSDL form, shall provide ‘point 4’ above.oShareholders, holding shares in CDSL form, shall provide ‘point 3’ or ‘point 4’ above. -
Shareholders, holding shares in physical form but have not recorded ‘point 3’ and ‘point 4’, shall provide their Folio number in ‘point 4’ above
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- Set the password of your choice. (The password should contain minimum 8 characters, at least one special Character (!#$&*), at least one numeral, at least one alphabet and at least one capital letter).
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- Enter Image Verification (CAPTCHA) Code. 7. Click “Submit” (You have now registered on InstaVote). Post successful registration, click on “Login” under ‘SHARE HOLDER’ tab & follow steps given above in points (a-b).
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STEP 2: Steps to cast vote for Resolutions through InstaVote
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A. Post successful authentication and redirection to InstaVote inbox page, you will be able to see the “Notification for e-voting”.
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B. Select ‘View’ icon. E-voting page will appear. C. Refer the Resolution description and cast your vote by selecting your desired option ‘Favour / Against’ (If you wish to view the entire Resolution details, click on the ‘View Resolution’ file link).
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D. After selecting the desired option i.e. Favour / Against, click on ‘Submit’. E. A confirmation box will be displayed. If you wish to confirm your vote, click on ‘Yes’, else to change your vote, click on ‘No’ and accordingly modify your vote.
NOTE : Shareholders may click on “Vote as per Proxy Advisor’s Recommendation” option and view proxy advisor recommendations for each resolution before casting vote. “Vote as per Proxy Advisor’s Recommendation” option provides access to expert insights during the e-Voting process. Shareholders may modify their vote before final submission.
Once you cast your vote on the resolution, you will not be allowed to modify or change it subsequently.
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Notice of Postal Ballot
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Non-Individual Body corporate shareholders shall send a scanned copy of the board resolution/authorisation letter authorising its representative to vote, to the scrutinizer at registered email address with a copy marked to RTA at [email protected] and the company at registered email address.
Guidelines for Institutional shareholders (“Custodian / Corporate Body/ Mutual Fund”)
| STEP 1 – Custodian / Corporate Body/ Mutual Fund Registraton |
A. Visit URL:htps://instavote.linkintme.co.in B. Click on “Sign Up” under “Custodian / Corporate Body/ Mutual Fund” C. Fill up your entty details and submit the form. D. A declaraton form and organizaton ID is generated and sent to the Primary contact person email ID (which is flled at the tme of sign up). The said form is to be signed by the Authorised Signatory, Director, Company Secretary of the entty & stamped and sent [email protected]. E. Thereafer, Login credentals (User ID; Organisaton ID; Password) is sent to Primarycontactperson’s email ID.(You have now registered on InstaVote) |
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| STEP 2 – Investor Mapping |
A. Visit URL:htps://instavote.linkintme.co.inand login with InstaVote Login credentals. B. Click on “Investor Mapping” tab under the Menu secton C. Map the Investor with the following details: 1) ‘Investor ID’ –Investor ID for NSDL demat account is 8 Character DP ID followed by 8 Digit Client ID i.e., IN00000012345678; Investor ID for CDSL demat account is 16 Digit Benefciary ID. 2) ‘Investor’s Name - Enter Investor’s Name as updated with DP. 3) ‘Investor PAN’ - Enter your 10-digit PAN. 4) ‘Power of Atorney’ - Atach Board resoluton or Power of Atorney. NOTE: File Name for the Board resoluton/ Power of Atorney shall be – DP ID and Client ID or 16 Digit Benefciary ID. Further, Custodians and Mutual Funds shall also upload specimen signatures. D. Click on Submit buton. (The investor is now mapped with the Custodian / Corporate Body/ Mutual Fund Entty). The same can be viewed under the “Report secton”. |
| STEP 3 – Steps to cast vote for Resolutons through InstaVote |
The corporate shareholder can vote by two methods, during the remote e-votng period. METHOD 1 - VOTES ENTRY a) Visit URL:htps://instavote.linkintme.co.inand login with InstaVote Login credentals. b) Click on “Votes Entry” tab under the Menu secton. c) Enter the “Event No.” for which you want to cast vote. Event No. can be viewed on the home page of InstaVote under “On-going Events”. d) Enter “16-digit Demat Account No.”. e) Refer the Resoluton descripton and cast your vote by selectng your desired opton ‘Favour / Against’ (If you wish to view the entre Resoluton details, click on the ‘View Resoluton’ fle link). Afer selectng the desired opton i.e. Favour / Against, click on ‘Submit’. f) A confrmaton box will be displayed. If you wish to confrm your vote, click on ‘Yes’, else to changeyour vote,click on ‘No’ and accordinglymodify your vote. |
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Notice of Postal Ballot
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(Once you cast your vote on the resolution, you will not be allowed to modify or change it subsequently).
METHOD 2 - VOTES UPLOAD
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a) Visit URL: https://instavote.linkintime.co.in and login with InstaVote Login credentials.
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b) After successful login, you will see “Notification for e-voting”.
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c) Select “View” icon for “Company’s Name / Event number”.
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d) E-voting page will appear.
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e) Download sample vote file from “Download Sample Vote File” tab.
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f) Cast your vote by selecting your desired option 'Favour / Against' in the sample vote file and upload the same under “Upload Vote File” option.
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g) Click on ‘Submit’. ‘Data uploaded successfully’ message will be displayed. (Once you cast your vote on the resolution, you will not be allowed to modify or change it subsequently).
NOTE : Non-Individual Body corporate shareholders shall send a scanned copy of the board resolution authorising its representative to vote, to the scrutinizer at registered email address with a copy marked to RTA at [email protected] and the company at registered email address.
HELPDESK:
Shareholders holding securities in physical mode / Non-Individual Shareholders holding securities in demat mode:
Shareholders holding securities in physical mode / Non-Individual Shareholders holding securities in demat mode facing any technical issue in login may contact INSTAVOTE helpdesk by sending a request at [email protected] or contact on: - Tel: 022 – 4918 6000.
Individual Shareholders holding securities in demat mode:
Individual Shareholders holding securities in demat mode may contact the respective helpdesk for any technical issues related to login through Depository i.e., NSDL and CDSL.
| **Login Type ** | Helpdesk Details |
|---|---|
| Individual Shareholders holding securites in demat mode with NSDL |
Members facing any technical issue in login can contact NSDL helpdesk by sending request at [email protected] or call at: 022 - 4886 7000 |
| Individual Shareholders holding securites in demat mode with CDSL |
Members facing any technical issue in login can contact CDSL helpdesk by sending request at [email protected] or contact at toll free no. 1800 22 55 33 |
Forgot Password:
Individual Shareholders holding securities in physical mode / Non-Individual Shareholders holding securities in demat mode:
Individual Shareholders holding securities in physical mode / Non-Individual Shareholders holding securities in demat mode have forgotten the USER ID [Login ID] or Password or both then the shareholder can use the “Forgot Password” option available on: htps://instavote.linkintme.co.in
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Notice of Postal Ballot
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Click on “ Login ” under ‘SHARE HOLDER’ tab.
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Further Click on “ forgot password ?”
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Enter User ID, select Mode and Enter Image Verification code (CAPTCHA).
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Click on “SUBMIT”.
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In case Custodian / Corporate Body/ Mutual Fund has forgotten the USER ID [Login ID] or Password or both then the shareholder can use the “Forgot Password” option available on: htps://instavote.linkintme.co.in
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Click on ‘Login’ under “Custodian / Corporate Body/ Mutual Fund” tab
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Further Click on “ forgot password ?”
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Enter User ID, Organization ID and Enter Image Verification code (CAPTCHA).
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▪ Click on “SUBMIT”.
In case shareholders have a valid email address, Password will be sent to his / her registered e-mail address. Shareholders can set the password of his/her choice by providing information about the particulars of the Security Question and Answer, PAN, DOB/DOI etc. The password should contain a minimum of 8 characters, at least one special character (!#$&*), at least one numeral, at least one alphabet and at least one capital letter.
Individual Shareholders holding securities in demat mode with NSDL/ CDSL has forgotten the password:
Individual Shareholders holding securities in demat mode have forgotten the USER ID [Login ID] or Password or both, then the Shareholders are advised to use Forget User ID and Forget Password option available at above mentioned depository/ depository participants website.
General Instructions – Shareholders
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❖ 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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❖ For shareholders/ members holding shares in physical form, the details can be used only for voting on the resolutions contained in this Notice.
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❖ During the voting period, shareholders/ members can login any number of time till they have voted on the resolution(s) for a particular “Event”.
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During the voting period, Members can login any number of time till they have voted on the resolution for a particular “Event”.
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Members holding multiple folios/demat accounts shall choose the voting process separately for each of the folios/demat accounts.
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In case shareholders/ members have any queries regarding login/ e-voting, they may send an email to [email protected] or contact on: - Tel: 022-49186175.
By Order of the Board For, IRM Energy Limited
Place : Ahmedabad Date : March 11, 2026
Akshit Soni Company Secretary & Compliance Officer
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Notice of Postal Ballot
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EXPLANATORY STATEMENT IN PURSUANT TO SECTION 102 OF THE COMPANIES ACT, 2013 AND THE SEBI (LISTING OBLIGATIONS AND DISCLOSURE REQUIREMENTS) REGULATIONS, 2015
Item No. 1
The Board of Directors of the Company, based on recommendation of the Nomination and Remuneration Committee (“NRC”), at its meeting held on February 03, 2026 has approved the appointment of Mr. Vivek Wathodkar (DIN: 08486382) as an Additional Independent Director of the Company, in terms of Sections 161 and other applicable provisions of the Act and Companies (Appointment and Qualification of Directors) Rules, 2014 with effect from February 03, 2026. Further, the board of directors recommended the appointment of Mr. Vivek Wathodkar as an Independent Director of the Company for a period of consecutive 5 (five) years with effect from February 03, 2026, subject to the approval of members of the Company.
In the opinion of the Board, Mr. Vivek Wathodkar fulfils the conditions specified under the Act and the rules made thereunder and SEBI Listing Regulations for the appointment as an Independent Director of the Company and he is Independent from the management of the Company.
The Company has received from Mr. Vivek Wathodkar (i) consent in writing to act as a Director in Form DIR-2 pursuant to Rule 8 of Companies (Appointment & Qualification of Directors) Rules, 2014, (ii) intimation in Form DIR-8 in terms of Companies (Appointment & Qualification of Directors) Rules, 2014, to the effect that he is not disqualified under Section 164 of the Act and (iii) a declaration to effect that he meets the criteria of independence as provided in Section 149(6) of the Act and Regulation 16 (1) of the SEBI Listing Regulations. He does not hold any equity shares of the Company.
He has also enrolled himself with the databank for Independent Directors as specified under the Section 150 of the Act and he is not debarred by the virtue of order of the SEBI or any other authority from holding office as a Director. The Company has also received a notice in writing from a member proposing his candidature for appointment as an Independent Director of the Company.
Details as required under Regulation 36(3) of the SEBI Listing Regulations and the Secretarial Standard – 2 and other provisions of the applicable laws are provided in Annexure - I forming part of this notice. A copy of the letter of appointment setting out the terms and conditions for appointment of Mr. Vivek Wathodkar as Independent Director of the Company shall be available for inspection by the Members through electronic mode as provided in this Postal Ballot Notice.
In terms of Regulation 17(1C) of the SEBI Listing Regulations, the Company is required to obtain approval of the Members for the appointment of a person on the Board at the next general meeting or within a period of three months from the date of appointment, whichever is earlier. Further, pursuant to Regulation 25(2A) of the SEBI Listing Regulations, the appointment of an Independent Director shall be subject to the approval of the Members by way of a Special Resolution. Accordingly, approval of the Members is sought by way of a Special Resolution for the appointment of Mr. Vivek Wathodkar as an Independent Director of the Company within the prescribed timeline.
In terms of Regulation 17(11) of the SEBI Listing Regulations, the Company is of the firm view that the appointment of Mr. Vivek Wathodkar as an Independent Director will enhance the collective capability of the Board of Directors and the Company would be benefitted by the skill, knowledge, experience and expertise of the proposed appointee as given elsewhere in this Notice.
Except Mr. Vivek Wathodkar, none of the Directors or any Key Managerial Personnel or any of their relatives is, in anyway, concerned or interested, financially or otherwise in the above resolution as set out in item no. 1 of this notice.
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Notice of Postal Ballot
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The Board of Directors of the Company recommend the resolution as set out in item no. 1 of the accompanying Notice for the approval of the members by way of Special Resolution.
Place : Ahmedabad Date : March 11, 2026
By Order of the Board For, IRM Energy Limited Akshit Soni Company Secretary & Compliance Officer
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Notice of Postal Ballot
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ANNEXURE – I
DETAILS OF DIRECTOR SEEKING APPOINTMENT, PURSUANT TO REGULATION 36(3) OF THE SEBI (LISTING OBLIGATIONS AND DISCLOSURE REQUIREMENTS) REGULATIONS, 2015 AND THE SECRETARIAL STANDARD 2 ON GENERAL MEETINGS (SS-2) ISSUED BY THE INSTITUTE OF COMPANY SECRETARIES OF INDIA:
| Particulars | Details |
|---|---|
| Name of the Director | Mr. Vivek Wathodkar |
| DIN | 08486382 |
| Date of Birth (Age in years) | 26-01-1965 (61 Years) |
| Date of first appointment | 03-02-2026 |
| Qualification(s) | Mr. Vivek Wathodkar holds a Bachelor of Engineering in Mechanical from Rani Durdawati, Jabalpur, University. |
| Experience/ Expertise in Specific Functional Areas/ Brief Profile |
Mr. Vivek Wathodkar is a seasoned energy-sector professional with over 32 years of extensive experience in natural gas pipeline construction, city gas distribution, LNG infrastructure, and operations and maintenance. He has successfully led largescale cross-country pipeline projects, last-mile connectivity initiatives, and critical energy infrastructure across diverse geographies in India. He has held senior leadership roles including Executive Director (Operations & Maintenance) and Zonal Executive Director (Western Region) at GAIL (India) Limited. In addition, he has served as a Director on the Boards of Kokan LNG Limited and Goa Natural Gas Private Limited, contributing at both operational and strategic levels to organizational growth and governance He renowned for his strong project execution capabilities and operational excellence, he has consistently ensured safe, reliable, and efficient gas supply systems. His expertise spans project management, regulatory compliance, infrastructure development, and market expansion, making him a respected leader in the oil and gas sector. |
| Directorship in other companies includinglisted companies |
Nil |
| Listed entities from which the person has resigned in thepast threeyears |
None |
| Chairmanship / Membership of Committees |
Nil |
| Shareholding in the listed entity, including shareholders as a beneficial owner (equity shares) |
Nil |
| No. of Board Meetings attended during the FY 2025-26 (upto the date of this notice) |
Not Applicable |
| Last Remuneration drawn | Not Applicable |
| Details of Remuneration sought to be paid |
Except, Sitting Fee for attending the Board and/or Committee Meetings, no other remuneration is payable |
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Notice of Postal Ballot
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| Terms and condition for appointment | Appointment as an Independent Director of the Company for a term of consecutive 5 (five) years commencing from February 03, 2026 to February 02, 2031 (both days inclusive), not liable to retire byrotation. |
|---|---|
| Disclosure of relationships between directors inter-se and with KMP |
Nil |
| Justification for appointment and Skills and capabilities required for the role of Independent Director and the manner in which the proposed person meets such requirements. |
Mr. Vivek Wathodkar fulfils the conditions specified in the Act, the Companies (Appointment and Qualifications of Directors) Rules, 2014 and Regulation 16 (1) (b) of the SEBI Listing Regulations for his appointment as an Independent Director of the Company and he is independent of the management. He possesses appropriate skills, experience and knowledge as mentioned in hisprofile above. |
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