Kshitij Polyline Limited — Proxy Solicitation & Information Statement 2023

May 24, 2023

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To, May 24, 2023 Listing Department, National Stock Exchange of India Limited Exchange Plaza, Bandra Kurla Complex, Bandra East, Mumbai - 400 051

Symbol: KSHITIJPOL

Sub: Intimation under Regulation 30 of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 - Postal Ballot Notice (E-voting)

Dear Sir/ Ma’am,

With reference to the above subject, we would like to inform you that pursuant to Section 108 and Section 110 and other applicable provisions if any, of the Companies Act, 2013 (“the Act”) read with Rule 20 and Rule 22 of the Companies (Management and Administration) Rules, 2014 (“Rules”) read with the MCA General Circular No. 14/2020 dated April 8, 2020, the General Circular No. 17/2020 dated April 13, 2020, the General Circular No. 22/2020 dated June 15, 2020, the General Circular No. 33/2020 dated September 28, 2020, the General Circular No. 39/2020 dated December 31, 2020 and the General Circular No. 10/2021 dated June 23, 2021 issued by the Ministry of Corporate Affairs (hereinafter collectively referred to as (“MCA Circulars”), the approval of members of the Company is being sought for the following resolution, by way of Postal Ballot (only through the e-voting process):

Item No.1 To consider and approve the alteration of Memorandum of Association of the Company.

Pursuant to Regulation 30 of SEBI LODR Regulations and other applicable provisions, please find enclosed the Postal Ballot Notice dated May 22,2023 (“Postal Ballot Notice”) along with the Explanatory Statement. The same is being made available on the Company’s website at website https://kshitijpolyline.co.in/

In terms of the MCA Circulars, the Company will send the Postal Ballot Notice in electronic form only to the members of the Company whose names appear in the List of Beneficial Owners as on close of business hours on Friday, May 12, 2023, being the cut-off date and who have registered their email ids with the Depository Participants/ Company. The hard copy of the Postal Ballot Notice along with postal ballot forms and pre-paid business reply envelope will not be sent to the members for the postal ballot, in accordance with the requirements specified under the MCA Circulars.

The Board of Directors has also appointed Ronak Jhuthawat & Co, Certificate of Practice No.: 12094), Practicing Company Secretary (email: csronakjhuthawat@gmail.com) to act as the Scrutinizer, for conducting the postal ballot process (including E-Voting).

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The Schedule of Events of E-voting	Event Date
Cut Off Date (for dispatch & E-voting)	May 12,2023
Date of Completion of Dispatch of Notice onlythrough Electronic Mode	May 22,2023
Voting through Remote E-Voting Starts at 9.00 a.m. on	May 23,2023
Voting through Remote E-Voting Ends at 5.00p.m. on	June 21,2023

Members who have not registered/updated their e-mail ids are requested to register/update the same with their respective Depository Participant(s), KFin Technologies Limited or the Company by following the procedure provided in the Postal Ballot Notice, in respect of both physical and electronic holdings for sending future communication(s) in electronic form. Request you to kindly take the aforesaid information on your records.

For and on behalf of KSHITIJ POLYLINE LIMITED

Digitally signed by BHARAT HEMRAJ GALA DN: c=IN, postalCode=400069, st=MAHARASHTRA, l=MUMBAI SUBURBAN, o=Personal, serialNumber=a6d2eec5915618653fda5b114c57a3b8d0 BHARAT ac2736d4d8f2c29447675ef146eaff, pseudonym=114820211230122248317, 2.5.4.20=a9ed70f96d2417b2987cdf5c1ac433e89e3bea4 HEMRAJ GALA d805b6db1ab573f455aa92bb7, email=BG@KSHITIJPOLYLINE.COM, cn=BHARAT HEMRAJ GALA, title=1148 Date: 2023.05.24 13:09:27 +05'30'

Bharat Hemraj Gala Place: Mumbai Managing Director Date: May 24, 2023 DIN: 01994342

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NOTICE OF POSTAL BALLOT

(Pursuant to Section 108, Section 110 of the Companies Act, 2013, read with Rule 20 and Rule 22 (1) of the Companies (Management and Administration) Rules, 2014, as amended)

Dear Member(s),

NOTICE of Postal Ballot is hereby given to the Members of Kshitij Polyline Limited (‘the Company’), pursuant to and in compliance with the provisions of Section 108, Section 110 and other applicable provisions, if any, of the Companies Act, 2013 (‘the Act’) read with the Companies (Management and Administration), Rules, 2014 (including any statutory modification(s) or re‐enactment(s) thereof for the time being in force) and Secretarial Standards‐2 (SS‐2), read with the General Circular No. 14/2020 dated April 8, 2020, General Circular No. 17/2020 dated April 13, 2020, General Circular No. 20/2020 dated May 05, 2020, General Circular No. 02/2021 dated January 13, 2021; General Circular No. 19/2021 dated December 08, 2021 read with General Circular No. 02/2022 dated May 05, 2022 and General Circular No. 11/2022 dated December 28, 2022 and all other applicable circulars, if any, issued by the Ministry of Corporate Affairs (“MCA”) (hereinafter collectively referred to as “MCA Circulars”) (including any statutory modification(s) or re‐enactment(s) thereof for the time being in force), Regulation 44 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 (“SEBI Listing Regulations”), and pursuant to other applicable laws and regulations, the special resolutions appended below are proposed for approval of the Members of Kshitij Polyline Limited (“the Company”) through postal ballot by remote e‐voting process (“Remote E‐Voting”).

In line with the aforementioned MCA Circulars, the companies have been advised to consider and take all decisions requiring Members’ approval, other than items of ordinary business or business where any person has a right to be heard, by way of postal ballot through remote e‐voting mechanism in accordance with the provisions of the Act and Rules made thereunder, without holding a general meeting that requires physical presence of Members at a common venue. MCA has clarified that the requirements provided in Rule 20 of the Rules as well as the framework provided in the MCA Circulars will be applicable mutatis mutandis for companies that are required to provide e‐voting facility under the Act while they are transacting any business(es) only by Postal Ballot, up‐to September 30, 2023.

In compliance with the aforesaid MCA Circulars, this Postal Ballot Notice is being sent only through electronic mode to those members whose e‐mail addresses are registered with the Company/Depositories. If your e‐mail address is not registered with the Company/Depositories, please follow the process provided in the Notes to receive this Postal Ballot Notice.

An explanatory statement pursuant to Section 102, 110 and other applicable provisions, if any, of the Act, pertaining to the special resolution setting out the material facts and reasons thereof along with the instructions/procedures for remote e‐voting is annexed to this Postal Ballot Notice for your consideration.

Pursuant to Rule 22(5) of the Companies (Management and Administration) Rule, 2014, the Board of Directors, at its meeting held on February 13, 2023 has appointed Ronak Jhuthawat & Co, Certificate of

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Practice No.: 12094), Practicing Company Secretary (email: csronakjhuthawat@gmail.com), as the Scrutinizer for conducting the postal ballot voting process fairly and transparently.

The remote e‐voting period commences from 9.00 AM (IST) on May 23, 2023, and ends at 05:00 PM (IST) on June 21, 2023. The Scrutinizer will submit the report to the Chairman of the Company, or any person authorized by him upon completion of the scrutiny of the votes cast through remote e‐voting. The results of the Postal Ballot will be announced on or before 05:00 PM (IST) on June 23, 2023.

The said results along with the Scrutinizer’s Report would be intimated to National Stock Exchange Limited where the Equity Shares of the Company are listed. Additionally, the results will also be uploaded on the Company’s website and on the website of National Securities Depository Limited (“NSDL”) www.evoting.nsdl.com.

SPECIAL BUSINESS:

1. To consider and approve the alteration of Memorandum of Association of the Company.

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

“RESOLVED THAT pursuant to Section 4, 13(1), 13(9) and 15 of Companies Act, 2013 along with the rules made there under and other applicable provisions of the Companies Act, 2013 including any statutory modification(s) or re‐enactment thereof, for the time being in force and approval of the Board of Directors of the Company; consent of members of the Company be and is hereby accorded to alter the memorandum of association of the Company by insertion of an additional sub‐clauses no. 98 under “Clause III B i.e. Matters which are necessary for furtherance of the objects specified in Clause III A” which is as follows:

1. To invest the surplus monies of the company not immediately required for the business to purchase/acquire or subscribe the shares and securities of any other company which inter‐alia includes new age businesses and such other various business segment or sector as deemed fit as long as the same is not prohibited by any law in force in the Country which the Company may think necessary for the purpose of its business AND to procure, invest or otherwise employ or deal with money belonging to or entrusted to the Company in securities and shares or other moveable or immoveable properties, with or without security, upon such terms, and, in such manner, as may be thought proper, and, from time to time, to vary such transactions and investments in such manner as the Directors may think fit, subject to the provisions of various laws as may be applicable for the time being in force and further to subscribe for, underwrite, purchase, or otherwise acquire and to hold, dispose of securities issued or guaranteed and deal with the shares, stocks or any other form of securities and any option or right in respect thereof by any company incorporated or carrying on business in India or elsewhere or by any government, public body or authority supreme, municipal, local or otherwise whether in India or elsewhere.

RESOLVED FURTHER THAT the existing “Matters which are necessary for furtherance of the objects specified in Clause III A” shall be numbered from “2 to 98”

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RESOLVED FURTHER THAT any one of the Directors of the Company be and is hereby authorized to take such steps as may be necessary for obtaining approvals, statutory, contractual or otherwise, in relation to the above and to settle all matters arising out of and incidental thereto and sign and execute all deeds, applications, documents and writings that may be required, on behalf of the Company and also to delegate all or any of the above powers to of the Company and generally to do all acts, deeds and things that may be necessary, proper, expedient or incidental for the purpose of giving effect to the aforesaid Resolution.

RESOLVED FURTHER THAT a certified true copy of the resolution signed by any director of the Company be provided to anyone concerned or interested in the matter.”

Registered Office:

8, Sona Udyog, Parsi Panchayat Road, Andheri East Mumbai Maharashtra‐ 400069

By order of the Board of Directors For KSHITIJ POLYLINE LIMITED

Digitally signed by BHARAT HEMRAJ GALA DN: c=IN, postalCode=400069, st=MAHARASHTRA, l=MUMBAI SUBURBAN, o=Personal, serialNumber=a6d2eec5915618653fda5b114c57a3b8d0ac2736d4d8f2c29447675ef146eaff, pseudonym=114820211230122248317, 2.5.4.20=a9ed70f96d2417b2987cdf5c1ac433e89e3bea4d805b6db1ab573f455aa92bb7, email=BG@KSHITIJPOLYLINE.COM, cn=BHARAT HEMRAJ GALA, title=1148 Date: 2023.05.22 14:25:52 +05'30'

BHARAT HEMRAJ GALA

Bharat Hemraj Gala Managing Director DIN: 01994342

Date: May 22, 2023 Place: Mumbai

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NOTES TO THE POSTAL BALLOT NOTICE

1. The Explanatory Statement pursuant to the provisions of Sections 102 and 110 of the Act read with Rule 22 of the Rules stating material facts and reasons for the proposed resolution is annexed hereto including the relevant details of the Directors seeking appointment/reappointment above as required by Regulation 36(3) of the Listing Regulations and Secretarial Standard – 2 on General Meetings (“SS‐2”) issued by the Institute of Company Secretaries of India.

2. In compliance with the MCA Circulars, the Postal Ballot Notice is being sent by electronic mode to all those members, whose names appear in the Register of Members/List of Beneficial Owners maintained by the Company/ Depositories as on May 12, 2023 (‘Record date’) and whose e‐mail IDs are registered with the Company/ Depositories. For Members who have not registered their e‐mail IDs, please follow the instructions given below under these Notes. Any member who is not a member as on the said record date shall treat this notice for information purposes only.

3. In accordance with the provisions of the MCA Circulars, Shareholders can vote only through the e‐ voting process. Shareholders are requested to provide their assent or dissent through e‐voting only. Physical copies of the Postal Ballot Notice and pre‐paid business reply envelopes are not being sent to shareholders for this Postal Ballot.

4. In compliance with provisions of Section 108 and Section 110 and other applicable provisions, of the Act read with the Management Rules, the Company is pleased to offer e‐voting facility to all the shareholders of the Company. For this purpose, the Company has engaged the services of National Securities and Depository Limited (NSDL) for facilitating e‐voting to enable the shareholders to cast their votes electronically.

5. Shareholders may please note that the Postal Ballot Notice will also be available on the Company’s website at https://kshitijpolyline.co.in/ , websites of the Stock Exchanges i.e. BSE Limited (BSE) at www.bseindia.com and on the website of NSDL at www.nsdl.co.in.

6. All the material documents referred to in this Notice, if any, shall be available for inspection based on requests received by the Company at registered office of the company on or before the last day of e‐voting on postal ballot (i.e., June 21, 2023).

7. The Postal Ballot Notice is being sent to all the shareholders electronically, whose names appear in the Register of Members / List of Beneficial Owners as received from NSDL/Central Depository Services (India) Limited (CDSL) on May 12, 2023, being the record date, are entitled to vote on the Resolutions set forth in this Postal Ballot Notice. The voting rights of such shareholders shall be in proportion to their shares of the paid‐up equity share capital of the Company as on the cut‐off date.

8. The voting through electronic means will commence on May 23, 2023, at 09:00 a.m. (IST) and will

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end on June 21, 2023 at 05:00 p.m. (IST). The e‐voting module shall be disabled by NSDL for voting thereafter. Once the vote on a resolution(s) is cast by the member, the member shall not be allowed to change subsequently.

1. A shareholder cannot exercise his/her vote by proxy on Postal Ballot.

2. The Scrutinizer will submit their report to the Chairman or any other Director after completion of the scrutiny and the result of the Postal Ballot voting process will be declared within two working days from the end of voting, i.e., on or before June 23, 2023.

3. Resolution passed by shareholders with requisite majority, through Postal Ballot shall be deemed to have been passed at a General Meeting of Members convened on that behalf.

4. The result of the Postal Ballot will be communicated to all the Stock Exchanges where the equity shares of the Company are listed and will be available on the website of the Company at https://kshitijpolyline.co.in/ . The Special Resolution, if passed by the requisite majority, shall be deemed to have been passed on June 21, 2023 being the last date specified by the Company for e‐voting.

5. Any query in relation to the resolutions proposed to be passed by Postal Ballot may be addressed to or query / grievance with respect to E‐voting, members may refer to the Frequently Asked Questions (FAQs) for Shareholders and E‐voting User Manual for Shareholders available under the Downloads section of NSDL’s e‐voting website or contact Mr. Abhijeet Gunjal, Assistant Manager, NSDL, Trade World, A wing, 4th Floor, Kamala Mills Compound, Lower Parel, Mumbai – 400013 at Toll Free No. 1800 1020 990 / 1800 224 430 or at E‐mail ID : evoting@nsdl.co.in

6. IMPORTANT INSTRUCTIONS TO SHAREHOLDERS REGARDING UPDATION OF DETAILS WITH THE COMPANY/ REGISTRAR AND SHARE TRANSFER AGENT/ DEPOSITORY PARTICIPANT.

Members who have not registered their e‐mail addresses so far are requested to register the same so that they can receive all future communications from the Company electronically. Members are requested to intimate changes, if any, pertaining to their name, postal address, e‐ mail address, telephone/mobile numbers, Permanent Account Number (PAN), mandates, nominations, power of attorney, bank details such as, name of the bank and branch details, bank account number, MICR code, IFSC code, etc.:

• For shares held in electronic form: By Contacting the Concerned Depository Participants (DPs)

• For shares held in physical form: By writing to umesh.pandey@kfintech.com or www.kfintech.com/ , the Registrar and Share Transfer Agent (“RTA”) of the Company in prescribed Form ISR‐1 along with relevant proofs and other forms pursuant to SEBI Circular No. SEBI/HO/ MIRSD/MIRSD_RTAMB/P/CIR/2021/655 dated November 3, 2021.

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Members holding shares in physical form are	advised to update their KYC details	and
Nomination details as mandated	under SEBI Circular	Nos.
SEBI/HO/MIRSD/MIRSD_RTAMB/P/CIR/2021/655	dated November 03, 2021,	and
SEBI/HO/MIRSD/MIRSD_RTAMB/P/CIR/2021/687	dated December 14, 2021, to avoid freezing
of their folios on or after April 1, 2023, with RTA.

Members are further requested to note that non‐availability of correct bank account details such as MICR (“Magnetic Ink Character Recognition”), IFSC (“Indian Financial System Code”) etc., which are required for making electronic payment will lead to rejection/failure of electronic payment instructions by the bank in which case, the Company or RTA will use physical payment instruments for making payment(s) to the Members with available bank account details of the Members.

Members may please note that SEBI vide its Circular No. SEBI/HO/MIRSD/MIRSD_ RTAMB/P/CIR/2022/8 dated January 25, 2022 has mandated the listed companies to issue securities in dematerialized form only while processing service requests viz. Issue of duplicate securities certificate; claim from unclaimed suspense account; renewal/ exchange of securities certificate; endorsement; sub‐division/splitting of securities certificate; consolidation of securities certificates/folios; transmission and transposition.

Accordingly, Members are requested to make service requests by submitting a duly filled and signed Form ISR–4, the format of which is available on the website of the Company’s RTA at www.kfintech.com and on the Company’s website at https://kshitijpolyline.co.in/ . It may be noted that any service request can be processed only after the folio is KYC Compliant.

SEBI vide its Circular dated January 25, 2022 has mandated that all requests for transfer of securities including transmission and transposition requests shall be processed only in dematerialized form. In view of the same and to eliminate all risks associated with physical shares and avail various benefits of dematerialization, Members are advised to dematerialise the shares held by them in physical form. Members can contact the Company or RTA, for assistance in this regard.

As per the provisions of Section 72 of the Companies Act, 2013 and aforesaid SEBI Circulars, the facility for making nomination is available for the Members in respect of the shares held by them in physical mode. Members who have not yet registered their nomination are requested to register the same by submitting Form No. SH‐13 with RTA.

Further members holding physical shares are informed that they can opt out of nomination or cancel the existing nomination by filing following form with RTA:

a. Form ISR – 3: For opting out of nomination by shareholder(s)

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• b. Form SH ‐14: For cancellation or variation to the existing nomination of the shareholder(s)

Further, Non‐Resident Indian Members are requested to inform RTA, immediately of:

• a. Change in their residential status on return to India for permanent settlement.

• b. Particulars of their bank account maintained in India with complete name, branch, account type, account number and address of the bank with pin code number, if not furnished earlier.

‐ 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 dated December 9, 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. 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	Login Method
Individual Shareholders holding securities in demat mode with NSDL.	1. 2.	ExistingIDeAS user can visit the e‐Services website of NSDL Viz. https://eservices.nsdl.com either on a Personal Computer or on a mobile. On the e‐Services home page click on the “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. 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

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	3. 4.	Visit the e‐Voting website of NSDL. Open web browser by typing the following URL:https://www.evoting.nsdl.com/ either on a Personal Computer or on a mobile. Once the home page of e‐Voting system is launched, click on the icon “Login” which is available under ‘Shareholder/Member’ section. A new screen will open. You will have to enter your User ID (i.e., your sixteen‐digit demat account number hold with NSDL), Password/OTP and a Verification Code as shown on the screen. After successful authentication, you will be redirected to NSDL Depository site wherein you can see e‐Voting page. Click on company name ore‐Voting service provider i.e., NSDLand you will be redirected to e‐Voting website of NSDL for casting your vote during the remote e‐Voting period. Shareholders/Members can also download NSDL Mobile App “NSDL Speede” facility by scanning the QR code mentioned below for seamless voting experience:
Individual Shareholders holding securities in demat mode with CDSL	1. 2. 3.	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 to login Easi / Easiest are requested to visit CDSL website www.cdslindia.com and click on login icon & New System Myeasi Tab and then use your existing my easi username & password. After successful login the Easi / Easiest user will be able to see the e‐ Voting option for eligible companies where the e‐voting is in progress as per the information provided by company. On clicking the e‐voting option, the user will be able to see e‐Voting page of the e‐Voting service provider for casting your vote during the remote e‐ Voting period. Additionally, there is also links provided to access the system of all e‐Voting Service Providers, so that the user can visit the e‐Voting service providers’ website directly. If the user is not registered for Easi/Easiest, option to register is available at CDSL websitewww.cdslindia.com and click on login &

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New System Myeasi Tab and then click on registration option. 4. Alternatively, the user can directly access e‐Voting page by providing Demat Account Number and PAN No. from a e‐Voting link available onwww.cdslindia.com home page. The system will authenticate the user by sending OTP on registered Mobile & Email as recorded in the Demat Account. After successful authentication, user will be able to see the e‐Voting option where the e‐voting is in progress and also able to directly access the system of all e‐Voting Service Providers.

Individual Shareholders (holding securities in demat mode) login through their depository participants

You can also login using the login credentials of your demat account through your Depository Participant registered with NSDL/CDSL for e‐ Voting facility. 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 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 at evoting@nsdl.co.in or call at 022 ‐ 4886 7000 and 022 ‐ 2499 7000
Individual Shareholders holding securities in demat mode with CDSL		Members facing any technical issue in login can contact CDSL helpdesk by sending a request at helpdesk.evoting@cdslindia.com or contact at toll free no. 1800 22 55 33

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B) Login Method 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?

1. 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.

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

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

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

1. Your User ID details are given below:

Manner of holding shares i.e., Demat (NSDL or CDSL) or Physical	Your User ID is:
a) For Members who hold shares in demat account with NSDL.	8 Character DP ID followed by 8 Digit Client ID For example, if your DP ID is IN300 and Client ID is 12 then your user ID is IN30012**.
b) For Members who hold shares in demat account with CDSL.	16 Digit Beneficiary ID For example, if your Beneficiary ID is 12** then your user ID is 12**
c) For Members holding shares in Physical Form.	EVEN Number followed by Folio Number registered with the company For example, if folio number is 001 and EVEN is 101456 then user ID is 101456001

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1. Password details for shareholders other than Individual shareholders are given below: a) If you are already registered for e‐Voting, then you can user your existing password to login and cast your vote.

2. 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.

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

4. (ii) If your email ID is not registered, please follow steps mentioned below in process for those shareholders whose email ids are not registered

5. 1. 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.

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

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

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

9. After entering your password, tick on Agree to “Terms and Conditions” by selecting on the check box. 8. Now, you will have to click on “Login” button. 9. After you click on the “Login” button, home page of e‐Voting will open.

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

‐ How to cast your vote electronically on NSDL e voting System

1. After successful login at Step 1, you will be able to see all the companies “EVEN” in which you are holding shares and whose voting cycle.

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

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

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

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

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

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

General Guidelines for shareholders:

1. 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 csronakjhuthawat@gmail.com with a copy marked to evoting@nsdl.co.in. 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.

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

3. In case of any queries, 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 ‐ 4886 7000 and 022 ‐ 2499 7000 or send a request to Abhijeet Gunjal; Assistant Manager at evoting@nsdl.co.in

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Process for those shareholders whose email ids are not registered with the depositories for procuring user id and password and registration of e mail ids for e‐voting for the resolutions set out in this notice :

1. 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 https://kshitijpolyline.co.in/

2. In case shares are held in demat mode, please provide DPID‐CLID (16 digit DPID + CLID or 16 digit beneficiary ID), Name, client master or copy of Consolidated Account statement, PAN (self‐attested scanned copy of PAN card), AADHAR (self‐attested scanned copy of Aadhar Card) to https://kshitijpolyline.co.in/ . 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 .

1. Alternatively, shareholder/members may send a request to evoting@nsdl.co.in for procuring user id and password for e‐voting by providing above mentioned documents.

2. In terms of SEBI circular dated December 9, 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. Shareholders are required to update their mobile number and email ID correctly in their demat account in order to access e‐Voting facility.

Registered Office: 8, Sona Udyog, Parsi Panchayat Road, Andheri East Mumbai Maharashtra‐ 400069

By order of the Board of Directors For KSHITIJ POLYLINE LIMITED

Digitally signed by BHARAT HEMRAJ GALA DN: c=IN, postalCode=400069, st=MAHARASHTRA, l=MUMBAI SUBURBAN, o=Personal, serialNumber=a6d2eec5915618653fda5b114c57a3b8d0ac2736d4d8f2c29447675ef146eaff, pseudonym=114820211230122248317, 2.5.4.20=a9ed70f96d2417b2987cdf5c1ac433e89e3bea4d805b6db1ab573f455aa92bb7, email=BG@KSHITIJPOLYLINE.COM, cn=BHARAT HEMRAJ GALA, title=1148 Date: 2023.05.22 14:26:25 +05'30'

BHARAT HEMRAJ GALA

Bharat Hemraj Gala Managing Director DIN: 01994342

Date: May 22, 2023 Place: Mumbai

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EXPLANATORY STATEMENT

Pursuant to Sections 102 and other applicable provisions of the Companies Act, 2013 (“Act”)

ITEM NO. 1:

To consider and approve the alteration of Memorandum of Association.

The Company has certain surplus funds and in order to utilize those surplus funds in the best possible manner which shall be profitable and in favour of the Company, it is proposed to invest these surplus funds into various business segments by complying with the applicable provisions of law involved.

Accordingly, the Memorandum of Association of the Company is required to be altered which grants an authority to the Company to invest the aforementioned surplus funds of the Company.

The Board of Directors (“the Board”) in their meeting held on February 10, 2023 have approved the said proposal to invest the surplus funds into various business segments and alteration of the Memorandum of Association of the Company.

Considering the aforesaid matter, the members are informed that pursuant to provisions of Section 13 and 110 of the Companies Act, 2013 and rules made thereunder the Company is mandated to obtain the approval of the members of the Company via special resolution through the process of postal ballot to alter the Memorandum of Association of the Company and accordingly the approval of the members is requested for the aforesaid alteration.

None of the Directors, Key Managerial Personnel of the Company and any relatives of such Directors Key Managerial Personnel are in any way connected or interested in the said resolution except with respect to their shareholding in the Company; if any.

The members are requested to deliberate on the said matter and grant their approval if deemed fit.

Registered Office:

Registered Office: By order of the Board of Directors 8, Sona Udyog, Parsi Panchayat Road, For KSHITIJ POLYLINE LIMITED Andheri East Mumbai Maharashtra‐ 400069

Digitally signed by BHARAT HEMRAJ GALA DN: c=IN, postalCode=400069, st=MAHARASHTRA, l=MUMBAI SUBURBAN, o=Personal, serialNumber=a6d2eec5915618653fda5b114c57a3b8d0ac2736 d4d8f2c29447675ef146eaff, pseudonym=114820211230122248317, 2.5.4.20=a9ed70f96d2417b2987cdf5c1ac433e89e3bea4d805b6 db1ab573f455aa92bb7, email=BG@KSHITIJPOLYLINE.COM, cn=BHARAT HEMRAJ GALA, title=1148 Date: 2023.05.22 15:21:51 +05'30'

BHARAT HEMRAJ GALA

Bharat Hemraj Gala

Managing Director DIN: 01994342

Date: May 20, 2023 Place: Mumbai