JSW Energy Limited — Proxy Solicitation & Information Statement 2022

Aug 2, 2022

==> picture [102 x 49] intentionally omitted <==

Energy Limited

Regd. Office: JSW Centre, Bandra Kurla Complex, Bandra (East), Mumbai – 400 051,

CIN: L74999MH1994PLC077041 Phone: 022-4286 1000 Fax: 022-4286 3000 Website: www.jsw.in

SEC / JSWEL 2[nd] August, 2022

BSE Limited Phiroze Jeejeebhoy Towers Dalal Street Mumbai - 400 001	National Stock Exchange of India Limited “Exchange Plaza” Bandra-Kurla Complex, Bandra (E) Mumbai - 400 051
Scrip Code: 533148	Scrip Code: JSWENERGY-EQ

Sub: Postal Ballot Notice for appointment of Mr. Desh Deepak Verma as a Director and an Independent Director of the Company

Ref: Regulation 30 of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 (‘Listing Regulations’)

Dear Sirs,

Pursuant to Regulation 30 of the Listing Regulations, please find attached the Postal Ballot Notice (“Notice”) for seeking approval of the Members of the Company for the appointment of Mr. Desh Deepak Verma (DIN: 09393549) as a Director with effect from 21[st] July, 2022 and as an Independent Director of the Company for a period of 3 consecutive years from 21[st] July, 2022 to 20[th] July, 2025.

The Notice is being sent to all the Members, whose names appear in the Register of Members / list of Beneficial Owners as received from National Securities Depository Limited and Central Depository Services (India) Limited and whose email IDs are registered with the Company / Depositories as on Friday, 29[th] July, 2022 (cut-off date).

The voting period will commence at 9.00 a.m. (IST) on Wednesday, 3[rd] August, 2022 and will end at 5.00 p.m. (IST) on Thursday, 1[st] September, 2022.

The above Notice have been simultaneously sent to the Shareholders.

You are requested to take note of the above.

Yours faithfully,

For JSW Energy Limited Monica Chopra Company Secretary

==> picture [80 x 81] intentionally omitted <==

Part of O.P. Jindal Group

Corporate Identification Number (CIN): : L74999MH1994PLC077041 Registered Office: JSW Centre, Bandra-Kurla Complex, Bandra (E), Mumbai - 400 051 Tel.: 022-4286 1000 Fax: 022-4286 3000

Email: jswel.investor@jsw.in Website: www.jsw.in

NOTICE OF POSTAL BALLOT

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

Dear Members,

NOTICE is hereby given pursuant to the provisions of Sections 110, 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, (‘the Rules’), Regulation 44 of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 (‘Listing Regulations’), Secretarial Standard on General Meetings issued by the Institute of Company Secretaries of India (‘SS-2’), each as amended, and in accordance with the guidelines prescribed by the Ministry of Corporate Affairs (‘MCA’) for holding general meetings / conducting postal ballot process through e-voting vide General Circulars No. 14/2020 dated 8[th] April, 2020, 17/2020 dated 13[th] April, 2020, 22/2020 dated 15[th] June, 2020, 33/2020 dated 28[th] September, 2020, 39/2020 dated 31[st] December, 2020, 10/2021 dated 23[rd] June, 2021, 20/2021 dated 8[th] December, 2021 and 3/2022 dated 5[th] May, 2022 (collectively the ‘MCA Circulars’), that the Resolution as set out hereunder is proposed for approval by the Members of the Company as a Special Resolution by means of Postal Ballot by voting through electronic means (‘remote e-voting’).

Pursuant to Sections 102 and 110 and other applicable provisions of the Act, the statement setting out the material facts and the reasons / rationale pertaining to the said Resolution is annexed to this Postal Ballot Notice for your consideration and forms a part of this Postal Ballot Notice.

SPECIAL BUSINESS

Appointment of Mr. Desh Deepak Verma as an Independent Director

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

“RESOLVED THAT pursuant to the provisions of Section 152 and other applicable provisions, if any, of the Companies Act, 2013 (“the Act”), the Companies (Appointment and Qualifications of Directors) Rules, 2014 (“the Rules”) (including any statutory modification(s) or re-enactment thereof), Mr. Desh Deepak Verma (DIN: 09393549) who was appointed by the Board of Directors as an Additional Director of the Company with effect from 21[st] July, 2022 in terms of Section 161 of the Act and Article 116 of the Articles of Association of the Company and who is eligible for appointment as a Director, be and is hereby appointed as a Director of the Company.”

“RESOLVED FURTHER THAT pursuant to the provisions of Sections 149, 150, 152 read with Schedule IV and other applicable provisions of the Act, if any, read with Regulation 17 and other 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 thereof), the appointment of Mr. Desh Deepak Verma (DIN: 09393549) as an Independent Director of the Company, not liable to retire by rotation, for a period of 3 consecutive years from 21[st] July, 2022 to 20[th] July, 2025, be and is hereby approved.”

“RESOLVED FURTHER THAT the Board of Directors of the Company (hereinafter referred to as “the Board”, which term shall include any committee(s) constituted or to be constituted by the Board to exercise the powers conferred on the Board by this Resolution) be and is hereby authorized to take such steps and do and perform all such acts, deeds, matters and things, as may be considered necessary, proper or expedient to give effect to this resolution.”

By order of the Board of Directors JSW Energy Limited

Sd/Monica Chopra Company Secretary

Registered Office:

JSW Centre, Bandra Kurla Complex Bandra (East), Mumbai - 400051

Mumbai

21[st] July, 2022

1

NOTES:

1. The Statement pursuant to Section 102 of the Companies Act, 2013 (‘the Act’), in respect of the proposed resolution given in this Postal Ballot Notice, the details under Regulation 36(3) of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 (‘Listing Regulations’) and Clause 1.2.5 of the Secretarial Standard on General Meetings (‘SS-2’) issued by the Institute of Company Secretaries of India, in respect of the person seeking appointment as a Director is furnished as an Annexure to the Postal Ballot Notice.

2. Ministry of Corporate Affairs, Government of India (‘MCA’) in terms of the General Circulars No. 14/2020 dated 8[th] April, 2020, 17/2020 dated 13[th] April, 2020, 22/2020 dated 15[th] June, 2020, 33/2020 dated 28[th] September, 2020, 39/2020 dated 31[st] December, 2020, 10/2021 dated 23[rd] June, 2021 and Circular No. 20/2021 dated 8[th] December, 2021 has permitted sending of the Postal Ballot Notice through electronic mode only to those Members whose e-mail addresses are registered with the Company / Depositories as well as the communication of assent / dissent by the Members through the remote e-voting system only.

MCA by Circular No. 3/2022 dated 5[th] May, 2022 has extended the above exemption till 31[st] December, 2022 and accordingly, in compliance with the applicable provisions of the Act and the said Circulars:

• The Postal Ballot Notice is being sent only through electronic mode to those Members whose e-mail addresses are registered with the Company / Depositories; and the physical copy of the Postal Ballot Notice along with Postal Ballot Form and pre-paid business reply envelope is dispensed with for this Postal Ballot.

• The communication of assent / dissent of the Members will only take place through the remote e-voting system.

The Postal Ballot Notice is available at the website of the Company at www.jsw.in/investors/energy/jsw-energy-fy-202223-corporate-governance-shareholders-meetings, on the websites of Stock Exchanges, i.e. BSE Limited at www.bseindia. com and National Stock Exchange of India Limited at www.nseindia.com and on the website of KFin Technologies Limited (‘KFin’) (the Registrar and Share Transfer Agent and the agency engaged for providing e-voting facility) at www.kfintech.com.

1. Corporate Members are entitled to appoint authorized representatives to vote on their behalf on the resolution proposed in this Postal Ballot Notice. Institutional / Corporate Shareholders (i.e. other than individuals, HUF, NRI, etc.) are required to send a scanned, certified copy (PDF / JPG Format) of their Board or governing body’s Resolution / Authorisation, authorising their representative to vote through remote e-voting, to the Scrutinizer through e-mail at shreyanscs@gmail.com with a copy marked to KFin at evoting@kfintech.com. The scanned image of the above documents should be in the naming format ‘JSW Energy Limited - EVEN 6793.’

2. All the documents referred to in the accompanying Postal Ballot Notice and Statement may be accessed for inspection upon log-in to https://evoting.kfintech.com/. The said documents will also be available for inspection by Members at the Registered Office of the Company between 11 a. m. and 1 p. m. on all working days of the Company from the date of dispatch of this Postal Ballot Notice till 1[st] September, 2022.

Information and Other Instructions relating to Remote E-Voting:

1. In compliance with the provisions of Section 108 and other applicable provisions, if any, of the Act read with Rule 20 of the Companies (Management and Administration) Rules, 2014, as amended from time to time, Regulation 44 of the Listing Regulations and the MCA Circulars, Members are provided with the facility to cast their vote electronically, through the remote e-voting services provided by KFin, on the resolution set forth in this Postal Ballot Notice. The instructions for remote e-voting are given below.

2. In order to increase the efficiency of the voting process and pursuant to SEBI Circular No. SEBI/ HO/CFD/CMD/ CIR/P/2020/242 dated 9[th] December, 2020, all individual shareholders holding shares in demat mode can now cast their vote by way of a single login credential, through either their demat accounts / websites of Depositories / DPs thereby not only facilitating seamless authentication but also ease and convenience of participating in the e-Voting process. Members are advised to update their mobile number and e-mail ID with their Depository Participants to access this facility.

2

1. The communication relating to remote e-voting containing details about User ID and Password, instructions and other information relating thereto is given in this Postal Ballot Notice.

2. The remote e-voting facility will be available during the following period: Commencement of remote e-voting: 9.00 a.m. (IST) on Wednesday, 3[rd] August, 2022; End of remote e-voting: 5.00 p.m. (IST) on Thursday, 1[st] September, 2022. The remote e-voting will not be allowed beyond the aforesaid date and time, and the e-voting module shall be disabled by KFin upon expiry of the aforesaid period.

3. The Board of Directors of the Company has appointed Mr. Shreyans Jain, Proprietor of Shreyans Jain & Co., Company Secretaries (Membership Number: FCS 8519), as the Scrutiniser to scrutinise the Postal Ballot process and the remote e-voting in a fair and transparent manner and he has communicated his willingness to be appointed.

4. The Scrutiniser, after scrutinising the votes cast through remote e-voting will, not later than two working days of the conclusion of the remote e-voting, make a Scrutiniser’s Report and submit the same to the Chairman or the Company Secretary. The results declared along with the Scrutiniser’s Report shall be placed on the website of the Company at the link www.jsw.in/investors/energy/jsw-energy-fy-2022-23-corporate-governance-shareholders-meetings and on the website of KFin at https://evoting.kfintech.com. The results shall be communicated to the Stock Exchanges simultaneously.

5. Subject to receipt of the requisite number of votes, the Resolution shall be deemed to have been passed on the last date of remote e-voting i.e. Thursday, 1[st] September, 2022.

6. The cut-off date for Members to whom this Postal Ballot Notice is being sent and the Members who are eligible to exercise their right to vote on Resolution proposed to be passed through the Postal Ballot by remote e-voting is Friday, 29[th] July, 2022. A person who is not a Member as on the cut-off date should treat this Postal Ballot Notice for information purposes only.

7. It is however clarified that Members of the Company as on cut-off date (including Members who may have not received this communication due to non-registration of their e-mail address with the Company / RTA / Depositories) shall be entitled to vote in respect of the Special Resolution, in accordance with the process specified in this Postal Ballot Notice.

8. The voting rights of Members shall be in proportion to their shares in the paid-up equity share capital of the Company as on the cut-off date.

9. In case of joint holders, only such joint holder who is higher in the order of names will be entitled to vote.

10. The detailed process and manner for remote e-voting are explained herein below:

11. (I) E-Voting procedure for Individual Shareholders holding securities in Demat:

12. (a) Method of log-in for individual Shareholders holding the securities in demat mode directly from the website of Depositories:

3

• NSDL CDSL

• 1. User already registered for IDeAS facility: I. URL: https://eservices.nsdl.com 1. Existing user who have opted for Easi / Easiest II. Click on the “Beneficial Owner” icon under ‘IDeAS’ section. I. URL: https://web.cdslindia.com/ myeasi/ home/login III. On the new page, enter User ID and Password. Post or successful authentication, click on “Access to e-Voting”. URL: www.cdslindia.com

• IV. Click on the link against JSW Energy Limited or e-Voting II. Click on New System Myeasi service provider “KFinTech” and you will be re-directed to III. Login with user id and password. e-Voting service provider website for casting the vote during IV. Option will be made available to reach e-Voting page the remote e-Voting period. without any further authentication.

2. User not registered for IDeAS e-Services I. To register click on link: https://eservices.nsdl.com Select “Register Online for IDeAS” or click on the link https:// eservices.nsdl.com/SecureWeb/IdeasDirectReg.jsp

II. Proceed with completing the required fields.

3. By visiting the e-Voting website of NSDL I. URL: https://www.evoting.nsdl.com/ II. Click on the icon “Login” which is available under ‘Shareholder/Member’ section.

• III. Enter User ID (i.e. 16-digit demat account number held with NSDL), Password/OTP and a Verification Code as shown on the screen.

• IV. Post successful authentication, you will be redirected to NSDL Depository site wherein you can see e-Voting page. Click on JSW Energy Limited or e-Voting service provider name “KFinTech” and you will be redirected to e-Voting service provider website for casting your vote during the remote e-Voting period.

• V. Click on e-Voting service provider name to cast your vote.

• 2. User not registered for Easi/Easiest

• I. Option to register is available at https://web.cdslindia.com/ myeasi/ Registration/EasiRegistration

• II. Proceed with completing the required fields.

3. By visiting the e-Voting website of CDSL I. URL: www.cdslindia.com

• II. Provide demat Account Number and PAN No. III. System will authenticate user by sending OTP on registered Mobile & Email as recorded in the demat Account.

After successful authentication, user will be provided links for the respective E-voting Service Provider (ESP) where the e-Voting is in progress.

Shareholders/Members can also download NSDL Mobile App ‘NSDL Speede’ facility by scanning the QR code given below for seamless voting experience.

==> picture [91 x 46] intentionally omitted <==

(b) Method of Login for individual Shareholders holding the securities in demat mode through their Depository Participants.

Members can also login using the login credentials of their demat account through a Depository Participant registered with NSDL / CDSL for e-Voting facility. Once logged in, you will be able to see e-Voting option. Click on e-Voting option and you will be redirected to NSDL / CDSL Depository site after successful authentication. Click on JSW Energy Limited or e-Voting service provider name “KFinTech” and you will be redirected to e-Voting service provider website for casting your vote during the remote e-Voting period.

Members who are unable to retrieve their User ID / Password are advised to use Forgot User ID and Forgot Password option available at above mentioned website.

Members facing any technical issue in login can contact the helpdesk of the respective Depositories by sending a request on the following email addresses or contact on the following phone numbers i.e. NSDL - Email: evoting@nsdl.co.in, toll free numbers: 1800 1020 990 / 1800 22 44 30; or CDSL - Email: helpdesk.evoting@cdslindia.com, phone numbers: 022- 23058738 / 02223058542-43.

(II) Method of Login for Institutional Shareholders and Shareholders holding securities in Physical form:

• (i) The details of the process and manner of remote e-voting are given below: (a) Initial password is provided in the body of the email.

• (b) Launch internet browser and type the URL : https://evoting.kfintech.com in the address bar.

• (c) Enter the login credentials i.e. User ID and password mentioned in your email. Your Folio No./ DP ID Client ID will be your User ID. However, if you are already registered with KFin for e-voting, you can use your existing User ID and password for casting your votes.

4

• (ii) After entering the details appropriately, click on LOGIN.

• (iii) You will reach the password change menu wherein you are required to mandatorily change your password. The new password shall comprise of minimum 8 characters with at least one upper case (A-Z), one lower case (a-z), one numeric value (0-9) and a special character (@,#,$,etc.). It is strongly recommended not to share your password with any other person and take utmost care to keep your password confidential.

• (iv) You need to login again with the new credentials.

• (v) On successful login, the system will prompt you to select the EVENT i.e. JSW Energy Limited.

E-voting Procedure

• (i) On the voting page, the number of shares (which represents the number of votes) held by you as on the cut-off date will appear. If you desire to cast all the votes assenting / dissenting to the resolution, enter all shares and click ‘FOR’/ ‘AGAINST’ as the case may be or partially in ‘FOR’ and partially in ‘AGAINST’, but the total number in ‘FOR’ and / or ‘AGAINST’ taken together should not exceed your total shareholding as on the cut-off date. You may also choose the option ‘ABSTAIN’ and the shares held will not be counted under either head.

• (ii) Members holding multiple folios / demat accounts shall choose the voting process separately for each folio / demat account.

• (iii) Cast your votes by selecting an appropriate option and click on ‘SUBMIT’. A confirmation box will be displayed. Click ‘OK’ to confirm, else ‘CANCEL’ to modify. Once you confirm, you will not be allowed to modify your vote subsequently. During the voting period, you can login multiple times till you have confirmed that you have voted on the resolution.

Query / Grievance: In case of any query and/or grievance, in respect of remote e-voting, Members may refer to the Frequently Asked Questions (FAQs) and E-voting user manual available at the download section of https://evoting.kfintech.com (KFin Website) or contact Ms. Sheetal Doba – Manager Corporate Registry, at evoting@kfintech.com or call KFin’s toll free No. 1800-309-4001 for any further clarifications.

Explanatory Statement pursuant to Section 102(1) of the Companies Act, 2013, Secretarial Standard – 2 on General Meetings and Regulation 36 of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015

Appointment of Mr. Desh Deepak Verma as an Independent Director

Based on the recommendation of the Compensation and Nomination & Remuneration Committee (CNRC), the Board of Directors at its meeting held on 21[st] July, 2022, appointed Mr. Desh Deepak Verma (DIN: 09393549) as an Additional Director of the Company with effect from 21[st] July, 2022 pursuant to the provisions of Section 161(1) of the Companies Act, 2013 (‘the Act’) and Article 116 of the Articles of Association of the Company.

Mr. Desh Deepak Verma, aged 69 years, a post graduate in Physics from Allahabad University and an MBA from Australia in International Business, is a retired 1978 batch IAS Officer. He retired from the post of Secretary, Ministry of Parliamentary Affairs, Government of India, New Delhi in June, 2013. Post retirement, he was appointed as the Chairman of U.P. Electricity Regulatory Commission. He continued in this post for 4 years and subsequently served as the Secretary General, Rajya Sabha from September, 2017 to August, 2021.

During his 45 years long illustrious professional career, he occupied top positions in the Government and public sector undertakings of U.P. and at the Centre. At the State level, he had been Principal Secretary in the key Departments of Commercial Taxes, Registration, Transport, Cooperatives and Tourism. At the Joint Secretary and Special Secretary level, he dwelled into policy formulation for MSMEs and agro-processing industries.

At the Government of India level also, he has handled assignments like Joint Secretary, Ministry of Environment & Forests; Additional Secretary and Financial Advisor in the Ministry of Consumer Affairs, Food and Public Distribution; Director General, Sports Authority of India (SAI) and Secretary to Government of India, Ministry of Parliamentary Affairs. At the international level, Mr. Verma has represented India in several UN Conventions.

The Company has received a notice in writing under the provisions of Section 160 of the Act, from a Member proposing the candidature of Mr. Desh Deepak Verma for the office of Director of the Company. Mr. Verma has conveyed his consent to act as a Director of the Company. The Company has also received other necessary disclosures and declarations from Mr. Verma.

The Board of Directors at its meeting held on 21[st] July, 2022, as per the recommendations of the CNRC also appointed Mr. Verma as an Independent Director, not liable to retire by rotation, for a period of 3 consecutive years from 21[st] July, 2022 to 20[th] July, 2025, subject to the approval by the Members of the Company. Mr. Verma has given a declaration to the Board that he meets the criteria of independence as provided in the Act and the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 (‘Listing Regulations’).

5

Mr. Verma has confirmed that he is not aware of any circumstance or situation which exists or may be reasonably anticipated that could impair or impact his ability to discharge his duties as an Independent Director of the Company. Mr. Verma has also confirmed that he is not debarred from holding the office of a Director by virtue of any Order passed by SEBI or any such authority. Mr. Verma is not disqualified from being appointed as a Director in terms of Section 164 of the Act. Mr. Verma has confirmed that he is in compliance with Rules 6(1) and 6(2) of the Companies (Appointment and Qualification of Directors) Rules, 2014, with respect to his registration with the data bank of Independent Directors maintained by the Indian Institute of Corporate Affairs (‘IICA’).

In the opinion of the Board, Mr. Verma is a person of integrity and his appointment as an Independent Director of the Company would be in the interest of the Company taking into consideration Mr. Verma’s knowledge, background and expertise in the power sector, strategic planning, governance and policy advocacy, and vast experience in various prestigious positions at the national and international levels. Mr. Verma also fulfills the identified core skills / expertise / competencies and the criteria laid down by the Board in the Company’s Nomination Policy for appointment as a Director of the Company and as required in the context of the Company’s business and the sector it operates in. In the opinion of the Board, Mr. Desh Deepak Verma fulfils the specified conditions for appointment as an Independent Director and is independent of the management.

As per Sections 149 and 152 of the Act and the rules thereunder, a Director can be appointed with the approval of the Members and as per Regulation 17 of the Listing Regulations, Director can be appointed subject to approval of the Members by way of a special resolution to be obtained at the next general meeting or within a period of three months from the date of appointment, whichever is earlier. Accordingly, approval of the Members is being sought for the appointment of Mr. Desh Deepak Verma as a Director and an Independent Director of the Company.

A copy of the draft letter of appointment as an Independent Director stating the terms and conditions is available for inspection by Members at the Registered Office of the Company between 11 a. m. and 1 p. m. on all working days of the Company from the date of dispatch of this Postal Ballot Notice till Thursday, 1[st] September, 2022 and the same is also available on the website of the Company at the link www.jsw.in/investors/energy/jsw-energy-corporate-governance-policies.

As required under Regulation 36 of the Listing Regulations and Clause 1.2.5 of Secretarial Standard-2, other requisite information is annexed hereto, and forms a part of this Postal Ballot Notice.

Your Directors recommend the said Resolution for approval by the Members by way of a Special Resolution.

Except Mr. Desh Deepak Verma and his relatives to the extent of their shareholding interest, if any, in the Company, none of the other Directors, Key Managerial Personnel of the Company and their relatives are in anyway concerned or interested, financially or otherwise, in the Resolution set out in this Postal Ballot Notice.

By order of the Board of Directors

JSW Energy Limited

Sd/Monica Chopra Company Secretary

Registered Office: JSW Centre Bandra Kurla Complex Bandra (East), Mumbai - 400051

Mumbai 21[st] July, 2022

6

Annexure

Pursuant to Regulation 36 of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 and Clause 1.2.5 of the Secretarial Standard -2, the details of the Director proposed to be appointed through Postal Ballot process are given below:

Sr. No.	Particulars	Particulars
1	Name	Mr. Desh Deepak Verma
2	Category/ Designation	Independent Director
3	Director Identification Number (DIN)	09393549
4	Age	69years
5	Date of Birth	26thJune, 1953
6	Original Date of Appointment	21stJuly, 2022
7	Qualifications	Post-graduate in Physics from Allahabad University, MBA from Australia in International Business, and 1978 Batch IAS
8	Directorship in other Companies along with listed entities from which the person has resigned in thepast threeyears*	NIL
9	Directorship in other Companies*	1) Jakson Engineers Limited 2) Jakson Limited
10	Chairmanship / Membership of Committees in other Companies*	NIL
11	Number of EquityShares held in the Company*	NIL
12	Number of Equity Shares held in the Company for anyotherperson on a beneficial basis*	NIL
13	Relationship between Directors inter-se; with other Directors and Key Managerial Personnel of the Company	None
14	Terms and conditions of appointment or re-appointment	Appointed as an Independent Director not liable to retire by rotation for 3 years with effect from 21stJuly, 2022
15	Remuneration last drawn, if applicable	Not Applicable
16	Remuneration proposed to be paid	Sitting Fees and commission in accordance with the provisions of the Companies Act, 2013
17	Number of Meetings of the Board attended duringtheyear 2022-23	1 of 1
18	Justification for choosing the appointee for appointment as Independent Director	His educational background, vast experience and extensive knowledge in the power sector (he was theChairman of U.P. Electricity Regulatory Commission), expertise in strategic planning, governance and policy advocacy, enables him to provide the Board with valuable insights across extensive issues in business andgovernance matters of the Company.
19	Skills and capabilities required for the role and the manner in which the proposed person meets such requirements	Please refer to the Explanatory Statement forming part of this Notice.

*As per disclosures received from the Director.

7