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LLOYDS ENTERPRISES LIMITED Proxy Solicitation & Information Statement 2023

Dec 15, 2023

59383_rns_2023-12-15_982cffe7-0587-4c11-9329-c129508dc092.pdf

Proxy Solicitation & Information Statement

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Date: 15[th] December, 2023

To, BSE Limited The Corporate Relationship Department P.J. Towers, 1st Floor, Dalal Street, Mumbai – 400 001

Sub: Intimation under Regulation 30 of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 read with Para A Part A of Schedule III of the said Regulation – Postal Ballot Notice.

Ref: BSE Scrip Code: 512463 BSE Scrip ID: LLOYDSENT

Dear Sir/Madam,

This is to inform you that in compliance with Section 108 and 110 of the Companies Act, 2013 read with Rule 20 and 22 of the Companies (Management and Administration) Rules, 2014, General Circular Nos. 14/2020 dated April, 8, 2020, 17/2020 dated April 13, 2020, 20/2020 dated May 5, 2020, 22/2020 dated June 15, 2020, 33/2020 dated September 28, 2020, 39/2020 dated December 31, 2020, 10/2021 dated June 23, 2021, 20/2021 dated December 8, 2021 and 3/2022 dated May 5, 2022, 11/2022 dated 28th December, 2022, issued by the Ministry of Corporate Affairs and Regulation 30 and 44 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, the Postal Ballot 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, 08[th] December, 2023 (cut-off date). Members holding shares in physical mode and who have not updated their email addresses with the Company are requested to update their email addresses as per the instructions given in the enclosed Notice.

Further, in compliance with Regulation 30 of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, please find attached herewith a copy of the Postal Ballot Notice along with the Explanatory Statement for your records. The Postal Ballot Notice is also uploaded on the Company’s website at www.lloydsenterprises.in

Pranjal Digitally signed by Pranjal Pramod Pramod Mahapure Date: 2023.12.15 Mahapure 12:45:56 +05'30'

LLOYDS ENTERPRISES LIMITED

(Formerly known as- Shree Global Tradefin Limited)

Registered Address: A-2, 2nd Floor, Madhu Industrial Estate, Pandurang Budhkar Marg, Lower Parel, Mumbai – 400013 Tel: 022 - 6291 8111 Email: [email protected] www.lloydsenterprises.in (CIN) L27100MH1986PLC041252

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The voting period will commence from Saturday, 16[th] December, 2023, IST at 9.00 A.M. and will end on Sunday, 14[th] January, 2024, IST at 5.00 P.M. The results of the remote e-voting shall be announced in pursuance of timeline under Regulation 44 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 and the same will be communicated to the Stock Exchanges with the Scrutinizers Report within the prescribed time.

We request you to kindly take a note of the above.

Thanking you, Yours faithfully,

For Lloyds Enterprises Limited (Formerly known as Shree Global Tradefin Limited)

Pranjal Digitally signed by Pranjal Pramod Pramod Mahapure Date: 2023.12.15 Mahapure 12:45:29 +05'30'

Pranjal Mahapure Company Secretary & Compliance Officer ACS: 69408

LLOYDS ENTERPRISES LIMITED

(Formerly known as- Shree Global Tradefin Limited)

Registered Address: A-2, 2nd Floor, Madhu Industrial Estate, Pandurang Budhkar Marg, Lower Parel, Mumbai – 400013 Tel: 022 - 6291 8111 Email: [email protected] www.lloydsenterprises.in (CIN) L27100MH1986PLC041252

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NOTICE OF POSTAL BALLOT

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

VOTING STARTS ON VOTING ENDS ON
16thDecember, 2023 at 9:00 A.M. (IST) 14thJanuary, 2024, at 5:00 P.M. (IST)

Dear Member (s),

Notice is hereby given pursuant to the provisions of Section 110, and other applicable provisions of the Companies Act, 2013, as amended (the “Act”), read together with the Companies (Management and Administration) Rules, 2014, as amended (the “Management Rules”), General Circular Nos. 14/2020 dated April, 8, 2020, 17/2020 dated April 13, 2020, 20/2020 dated May 5, 2020, 22/2020 dated June 15, 2020, 33/2020 dated September 28, 2020, 39/2020 dated December 31, 2020, 10/2021 dated June 23, 2021, 20/2021 dated December 8, 2021 and 3/2022 dated May 5, 2022, 11/2022 dated 28th December, 2022, issued by the Ministry of Corporate Affairs, Government of India (the “MCA Circulars”), Secretarial Standard on General Meetings issued by the Institute of Company Secretaries of India and any other applicable law, rules and regulations (including any statutory modification(s) or re-enactment(s) thereof, for the time being in force), that the resolution appended below is proposed to be passed by the members of the Company (as on the Cutoff Date) (“Members”), through postal ballot (the “Postal Ballot”) only by way of remote e- voting (“e-voting”) process i.e., by casting votes electronically instead of submitting postal ballot forms. Accordingly, the postal ballot notice and instructions for e-voting are being sent only through electronic mode to those Members whose email addresses are registered with the Company / depository participant(s). The details of the procedure to cast the vote forms part of the ‘Notes’ to this Notice.

In compliance with the provisions of Section 108 and Section 110 of the Act read with Rule 20 and 22 of the Rules, Regulation 44 of the SEBI LODR Regulations, and SS-2, the Company is pleased to provide e-voting facility to its Members, to enable them to cast their votes electronically. The detailed procedure with respect to e-voting is mentioned in this Notice. The last date of e-voting, i.e. Sunday 14[th] , January, 2024 , shall be the date on which the resolution would be deemed to have been passed, if approved by the requisite majority.

LLOYDS ENTERPRISES LIMITED

(Formerly known as- Shree Global Tradefin Limited)

Registered Address: A-2, 2nd Floor, Madhu Industrial Estate, Pandurang Budhkar Marg, Lower Parel, Mumbai – 400013 Tel: 022 - 6291 8111 Email: [email protected] www.lloydsenterprises.in (CIN) L27100MH1986PLC041252

RESOLUTIONS:

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1. TO CONSIDER, DISCUSS AND APPROVE ALTERATION OF THE MAIN OBJECT CLAUSE (III) (A) OF THE MEMORANDUM OF ASSOCIATION.

To consider and, if thought fit, to pass with or without modification(s), the following resolution as a Special Resolution:

“RESOLVED THAT, pursuant to the provisions of Section(s) 4, 13 and 15 and all other applicable provisions, if any, of the Companies Act 2013, read with applicable Rules and Regulations framed thereunder (including any statutory modification(s) or reenactment(s) thereof for the time being in force), or any other applicable law(s), regulation(s), guideline(s), and subject to the approvals, consents, sanctions and permissions of the appropriate regulatory and statutory authorities, consent of the members be and is hereby accorded to alter/amend the existing Main Object Clause by adding the same with the following new clause as “clause 4”:

To carry on the business of builders, contractors, erectors, constructors of buildings, houses, apartment structures or residential, office, industrial, institutional or commercial or developers of co-operative housing societies, developers of housing schemes, townships, holiday resorts, hotels, motels and in particular preparing of building sites, constructing, reconstructing, erecting, altering, improving, enlarging, developing, decorating, furnishing and maintaining of structures, flats, houses, factories, shops, offices, garages, warehouses, buildings, works, workshops, hospitals, nursing homes, clinics, godowns and other commercial educational purposes and conveniences to purchases for development, houses buildings, structures and other properties of any tenure and any interest thereto and purchase, sell and deal in freehold and leasehold land and in purchase, sell, lease, hire, exchange or otherwise deal in land and house's property and other property whether real or personal and to turn the same into account as may seem expedient and to carry on business as developers and land buildings, immovable properties and real estates by constructing, reconstructing, altering, improving, decorating, furnishing, and maintaining offices, flats, houses, factories warehouse, shops, wharves buildings works and conveniences and by consolidating, connecting and subdividing immovable properties and by leasing and disposing off the same.

RESOLVED FURTHER THAT, any Directors of the Company or the Key Managerial Personnel of the Company be and are hereby severally authorised to do all such acts, deeds, matters and things as may be deemed proper, necessary, or expedient, including modification, amendment, filing the requisite forms with the Ministry of Corporate Affairs or submission of documents with any other authority, for the purpose of giving effect to this Resolution and for matters connected therewith or incidental thereto.”

LLOYDS ENTERPRISES LIMITED

(Formerly known as- Shree Global Tradefin Limited)

Registered Address: A-2, 2nd Floor, Madhu Industrial Estate, Pandurang Budhkar Marg, Lower Parel, Mumbai – 400013 Tel: 022 - 6291 8111 Email: [email protected] www.lloydsenterprises.in (CIN) L27100MH1986PLC041252

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2. TO MAKE INVESTMENT IN LLOYDS REALTY DEVELOPERS LIMITED (FORMERLY KNOWN AS ARISTO REALTY DEVELOPERS LIMITED) (RELATED TO PROMOTER) OF THE COMPANY.

To consider and, if thought fit, to pass with or without modification(s), the following resolution as a Special Resolution:

“RESOLVED THAT, pursuant to the provisions of Section 186 and 187 of the Companies Act, 2013, and Rules made there under and other applicable provisions, if any, the consent of the members of the Company be and are hereby accorded for making investment of Re. 110 Crores (Rupees One Hundred and Ten Crores only) to the following body corporate(s)/trust/ firm etc. and on such other terms and conditions as may be mutually agreed between the both parties:

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Name of the body corporate Amount of investment
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Name of the body corporate
Amount of investment
Name of the body corporate
Amount of investment



Lloyds
Realty
Developers
Limited
(formerly
known
as-
Aristo
Realty
Developers Limited)
Re. 110 Crores

“RESOLVED FURTHER THAT, any Directors of the Company or the Key Managerial Personnel of the Company be and are hereby severally authorised to do all such acts, deeds, matters and things as may be deemed proper, necessary, or expedient, including modification, amendment, filing the requisite forms with the Ministry of Corporate Affairs or submission of documents with any other authority, for the purpose of giving effect to this Resolution and for matters connected therewith or incidental thereto.”

By Order of the Board of Directors For and on behalf of Lloyds Enterprises Limited (Formerly known as Shree Global Tradefin Limited)

Sd/Place: Mumbai Pranjal Mahapure Date: 06[th] December, 2023 Company Secretary & Compliance Officer ACS: 69408

LLOYDS ENTERPRISES LIMITED

(Formerly known as- Shree Global Tradefin Limited)

Registered Address: A-2, 2nd Floor, Madhu Industrial Estate, Pandurang Budhkar Marg, Lower Parel, Mumbai – 400013 Tel: 022 - 6291 8111 Email: [email protected] www.lloydsenterprises.in (CIN) L27100MH1986PLC041252

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Notes:

  1. The Explanatory Statement pursuant to Section 102 of the Companies Act, 2013 and Rules related thereto, SEBI (LODR) Regulations and Secretarial Standard-2, setting out all material facts and reasons in respect of the proposed resolutions set out in Item No. 1 and 2 of this Postal Ballot Notice, is annexed herewith.

  2. Pursuant to the provisions of Section 110 of the Companies Act, 2013 read with the Companies (Management and Administration) Rules, 2014 (the "Rules") and General Circular no. 14/2020 dated April 8, 2020, General Circular no. 17/2020 dated April 13, 2020, General Circular no. 11/2022 dated December 28, 2022 and other relevant circulars (collectively referred to as “MCA Circulars”) issued by the Ministry of Corporate Affairs, Government of India (MCA), the Company is permitted to conduct the postal ballot process through electronic form.

  3. This Postal Ballot Notice is being sent to the members whose names appear on the register of members / list of beneficial owners as received from the National Securities Depository Limited (“NSDL”) and Central Depository Services (India) Limited (“CDSL”) and whose email addresses are registered with the Company / depository participant(s), as on Friday, 08[th] December, 2023 (“Cut-off Date”). A person who is not a member as on the Cutoff Date should treat this Postal Ballot Notice for informational purposes only. Members who have registered their email IDs for receipt of documents in electronic form under the Green Initiative of the Ministry of Corporate Affairs are being sent this Postal Ballot Notice by e-mail to their email addresses registered with their Depository Participants / the Company’s RTA. In compliance with Regulation 44 of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015, as amended (the “LODR 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 postal ballot forms. Accordingly, physical copy of the Notice along with Postal Ballot Form and pre-paid business reply envelope are not being sent to the Members for this Postal Ballot. The communication of the assent or dissent of the Members would only take place through the remote e-voting system.

  4. Voting rights of the Members shall be in proportion to the shares held by them in the paid-up equity share capital of the Company as on Friday, 08[th] December, 2023, (“cut-off date”).

  5. The remote e-voting period commences at 09:00 A.M. (IST) on Saturday 16[th] December, 2023 and will end at 05:00 P.M. (IST) on Sunday 14[th] January, 2024 and the remote e- voting will be blocked and voting shall not be allowed beyond the said date and time.

LLOYDS ENTERPRISES LIMITED

(Formerly known as- Shree Global Tradefin Limited)

Registered Address: A-2, 2nd Floor, Madhu Industrial Estate, Pandurang Budhkar Marg, Lower Parel, Mumbai – 400013 Tel: 022 - 6291 8111 Email: [email protected] www.lloydsenterprises.in (CIN) L27100MH1986PLC041252

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During this period, Members of the Company holding shares either in physical form or in dematerialized form, as on the cut-off date i.e., Friday, 08[th] December, 2023, may cast their vote electronically. Once the member casts the vote on the Resolution, he or she will not be allowed to change it subsequently.

  1. Mr. Hemant Maheshwari of M/s. H Maheshwari & Associates, Practicing Company Secretary (Membership Number: A26145) has been appointed as the Scrutinizer to scrutinize the remote e-voting process and casting vote through the e-voting system in a fair and transparent manner.

  2. The Scrutinizer will submit his report to the Chairman or any other person authorized by the Chairman after the completion of scrutiny of the e-voting, and the result of the voting by Postal Ballot will be announced not later than 2 working days from the conclusion of e-voting and will also be displayed on the Company website www.lloydsenterprises.in and on the website of CDSL https://www.evotingindia.com and communicated to the stock exchanges and RTA on the said date.

  3. Those Members whose email IDs are not registered can get their Email ID registered as follows:

  4. Members holding shares in de-mat form can get their E-mail ID registered by contacting their respective Depository Participant.

  5. Members holding shares in the physical form can get their E-mail ID registered by contacting our Registrar and Share Transfer Agent “Bigshare Services Private Limited” on their email id [email protected] along with relevant documents to our RTA Office No S6-2,6th Floor, Pinnacle Business Park, next to Ahura Centre, Mahakali Caves Road, Andheri (East), Mumbai-400093.

  6. Members may note that this Postal Ballot Notice will also be available on the Company’s website at www.lloydsenterprises.in, websites of BSE Limited at www.bseindia.com. Also, the Notice shall be displayed on website of CDSL at www.evotingindia.com.

  7. Electronic copies of all the documents referred to in the accompanying Notice of the Postal Ballot and the Explanatory Statement shall be made available for inspection. Members desiring inspection may send their request in writing to the Company at [email protected]

  8. The Resolutions, if passed by requisite majority, will be deemed to be passed on the last date specified for remote e-voting i.e., Sunday, 14[th] January, 2024.

  9. Resolutions passed by the Shareholders through Postal Ballot are deemed to have been passed as if they have been passed at a General Meeting of the Shareholders.

LLOYDS ENTERPRISES LIMITED

(Formerly known as- Shree Global Tradefin Limited)

Registered Address: A-2, 2nd Floor, Madhu Industrial Estate, Pandurang Budhkar Marg, Lower Parel, Mumbai – 400013 Tel: 022 - 6291 8111 Email: [email protected] www.lloydsenterprises.in (CIN) L27100MH1986PLC041252

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13. INSTRUCTIONS FOR VOTING THROUGH ELECTRONIC MEANS:

  1. The voting period begins on Saturday, 16[th] December, 2023 at 09:00 A.M. (IST) and ends on Sunday, 14[th] January, 2024 at 05.00 P.M. (IST). During this period, shareholders of the Company holding shares, either in physical form or in dematerialized form, as on the cutoff date i.e., Friday, 08[th] December, 2023 may cast their vote electronically. The e-voting module shall be disabled by CDSL for voting thereafter. Once the vote on a resolution is cast by the member, such member shall not be allowed to change it subsequently.

Pursuant to Section 108 and 110 and other applicable provisions, if any, of the Companies Act, 2013 read with Rule 20 & 22 of the Companies (Management and Administration) Rules, 2014, (the “Rules” ) as amended from time to time and read with the General Circular No. 14/2020 dated April 8, 2020, the General Circular No. 17/2020 dated April 13th, 2020, the General Circular No. 22/2020 dated June 15th, 2020, the General Circular No. 33/2020 dated September 28th, 2020, the General Circular No. 39/2020 dated December 31, 2020, the General Circular No. 10/2021 dated June 23rd, 2021, the General Circular No. 20/2021 dated 08th December, 2021 and the General Circular No. 11/2022 dated 28th December, 2022 issued by the Ministry of Corporate Affairs (herein after referred to as “MCA Circulars” ) and the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 (“SEBI Listing Regulations”) , resolutions are proposed for consideration by Members of Lloyds Enterprises Limited (“the Company”) to be passed by means of Postal Ballot through voting by electronic means only (“remote e-voting”).

  1. Currently, there is multiple e-voting service providers (ESP’s) providing e-voting facility to listed entities in India. This necessitates registration on various ESPs and maintenance of multiple user IDs and passwords by the Shareholders. In order to increase the efficiency of the voting process, pursuant to a public consultation, it has been decided to enable e-voting to all the de-mat account holders, by way of a single login credential, through their de-mat accounts/ websites of Depositories/ Depository Participants. De-mat account holders would be able to cast their vote without having to register again with the ESPs, thereby, not only facilitating seamless authentication but also enhancing ease and convenience of participating in e-voting process.

  2. In terms of SEBI circular no. SEBI/HO/CFD/CMD/CIR/P/2020/242 dated December 09, 2020 on e-Voting facility provided by Listed Companies, Individual shareholders holding securities in de-mat mode are allowed to vote through their de-mat account maintained with Depositories and Depository Participants. Shareholders are advised to update their mobile number and email Id in their de-mat accounts in order to access e- voting facility.

Pursuant to above said SEBI Circular, Login method for e-Voting for Individual shareholders holding securities in De-mat mode is given below:

LLOYDS ENTERPRISES LIMITED

(Formerly known as- Shree Global Tradefin Limited)

Registered Address: A-2, 2nd Floor, Madhu Industrial Estate, Pandurang Budhkar Marg, Lower Parel, Mumbai – 400013 Tel: 022 - 6291 8111 Email: [email protected] www.lloydsenterprises.in (CIN) L27100MH1986PLC041252

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Type of
Shareholders
Type of
Shareholders
Login Method
Individual
Shareholders
holding
securities
in
Demat mode
withCDSL
1) Users of who have opted for CDSL’s 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 URLs for users to login to Easi/Easiest are
https://web.cdslindia.com/myeasinew/home/loginor
www.cdslindia.com and click on Login icon and select New System
Myeasi Tab.
2) After successful login the Easi / Easiest user will be able to see the e-
Voting Menu. On clicking the e-voting menu, the user will be able to
see his/her holdings along with links of the respective e-Voting
service provider i.e., CDSL/ NSDL/ KARVY/ LINK INTIME as per
information provided by Issuer / Company. Additionally, we are
providing links to e-Voting Service Providers, so that the user can
visit the e-Voting service providers’ website directly.
3) If the user is not registered for Easi / Easiest, option to register is
available athttps://web.cdslindia.com/myeasinew/home/login
Alternatively, the user can directly access e-Voting page by providing
Demat Account Number and PAN No. from a link inwww.cdslindia.com
home
page
or
Click
on
https://evoting.cdslindia.com/Evoting/EvotingLoginThe system will
authenticate the user by sending OTP on registered Mobile & Email as
recorded in the De-mat Account. After successful authentication, user
will be provided links for the respective ESP 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
withNSDL
1) If you are already registered for NSDL IDeAS facility, please visit the
e-Services website of NSDL. Open web browser by typing the
following URL https://eservices.nsdl.com either on a Personal
Computer or on a mobile. Once the home page of e-Services is
launched, click on the “Beneficial Owner” icon under “Login”which is
available under ‘IDeAS’ section. A new screen will open. You will have
to enter your User ID and Password. After successful authentication,
you will be able to see e-Voting services. Click on “Access to e-Voting”
under e-Voting services and you will be able to see e-Voting page.
Click on company name or e-Voting service provider name and you
will be re-directed to e-Voting service provider website for casting
your vote during the remote e-Voting period.

LLOYDS ENTERPRISES LIMITED

(Formerly known as- Shree Global Tradefin Limited)

Registered Address: A-2, 2nd Floor, Madhu Industrial Estate, Pandurang Budhkar Marg, Lower Parel, Mumbai – 400013 Tel: 022 - 6291 8111 Email: [email protected] www.lloydsenterprises.in (CIN) L27100MH1986PLC041252

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2)
3)
If the user is 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
Visit the e-Voting website of NSDL. Open web browser by typing the
following URL: https://www.evoting.nsdl.com/ either on a Personal
Computer or on a mobile. Once the home page of e-Voting system is
launched, click on the icon “Login” which is available under
Shareholder/Member’ section. A new screen will open. You will have
to enter your User ID (i.e. your sixteen digit demat account number
hold with NSDL), Password/OTP and a Verification Code as shown on
the screen. After successful authentication, you will be redirected to
NSDL Depository site wherein you can see e-Voting page. Click on
company name or e-Voting service provider name and you will be
redirected to e-Voting service provider website for casting your vote
during the remote e-Voting period of all e-Voting Service Providers.
Individual
Shareholders
(holding
securities
in
de-mat mode)
login through
their
Depository
Participants
You can also login using the login credentials of your de-mat account
through your Depository Participant registered with NSDL/CDSL for e-
Voting facility.
After successful login, you will be able to see e-Voting option. Once you
click on e-Voting option, you will be redirected to NSDL/CDSL
Depository site after successful authentication, wherein you can see e-
Voting feature. Click on company name or e-Voting service provider
name and you will be redirected to e-Voting service provider’s website
for casting your vote during the remote e-voting period.

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

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

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Login Type Helpdesk details
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Login Type
Helpdesk details
Login Type
Helpdesk details
Individual
Shareholders
Holding
securities
in
De-mat mode
withCDSL
Members facing any technical issue in login can contact CDSL helpdesk by
sending a request at [email protected] or contact at 022-
23058738 or 22-23058542-43 or Toll-free No: 1800 22 55 33

LLOYDS ENTERPRISES LIMITED

(Formerly known as- Shree Global Tradefin Limited)

Registered Address: A-2, 2nd Floor, Madhu Industrial Estate, Pandurang Budhkar Marg, Lower Parel, Mumbai – 400013 Tel: 022 - 6291 8111 Email: [email protected] www.lloydsenterprises.in (CIN) L27100MH1986PLC041252

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Individual
Shareholders
Holding
securities
in
De-mat mode
withNSDL
Members facing any technical issue in login can contact NSDL helpdesk by
sending a request at [email protected] or call at Toll-free No: 1800 1020
990 and 1800 22 44 30
  1. Login method for e-Voting for shareholders other than individual shareholders holding in Demat form & physical shareholders.

  2. i) The Shareholders should log on to the e-voting website www.evotingindia.com.

  3. ii) Click on “Shareholders” module.

iii) Now Enter your User ID

  • a. For CDSL: 16 digits beneficiary ID,

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

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

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

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

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

For Physical Shareholders
Demat.
and other than individual shareholders holding shares in
PAN  Enter your 10 digit alpha-numeric *PAN issued by
Income Tax Department (Applicable for both demat
shareholders as well as physical shareholders)
 Shareholders who have not updated their PAN with the
Company/Depository Participant are requested to use
the sequence number sent by Company/RTA or contact
Company/RTA.
Dividend Bank Details
ORDate of Birth (DOB)
 Enter the Dividend Bank Details or Date of Birth (in
dd/mm/yyyy format) as recorded in your demat account
or in the company records in order to login.
 If both the details are not recorded with the depository
or company, please enter the member id / folio number
in the Dividend Bank details field.

LLOYDS ENTERPRISES LIMITED

(Formerly known as- Shree Global Tradefin Limited)

Registered Address: A-2, 2nd Floor, Madhu Industrial Estate, Pandurang Budhkar Marg, Lower Parel, Mumbai – 400013 Tel: 022 - 6291 8111 Email: [email protected] www.lloydsenterprises.in (CIN) L27100MH1986PLC041252

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  • (vii) After entering these details appropriately, click on “SUBMIT” tab.

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

  • (ix) For shareholders holding shares in physical form, the details can be used only for e- voting on the resolutions contained in this Notice.

  • (x) Click on the EVSN for the relevant on which you choose to vote.

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

  • (xii) Click on the “RESOLUTIONS FILE LINK” if you wish to view the entire Resolution details.

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

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

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

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

  • Note for Non – Individual Shareholders and Custodians-Remote Voting:

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

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

  • After receiving the login details a Compliance User should be created using the admin

LLOYDS ENTERPRISES LIMITED

(Formerly known as- Shree Global Tradefin Limited)

Registered Address: A-2, 2nd Floor, Madhu Industrial Estate, Pandurang Budhkar Marg, Lower Parel, Mumbai – 400013 Tel: 022 - 6291 8111 Email: [email protected] www.lloydsenterprises.in (CIN) L27100MH1986PLC041252

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login and password. The Compliance User would be able to link the account(s) for which they wish to vote on.

•The list of accounts linked in the login should be mailed to [email protected] and on approval of the accounts they would be able to cast their vote.

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

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

  1. Process for those shareholders whose email addresses/ Mobile Number are not registered with the Registrar and Share Transfer Agent of the Company/ Depository Participant/Depositories for obtaining login credentials for e-voting for the resolutions proposed in this notice:

  2. i) For Physical shareholders- Please provide necessary details like Folio No., Name of shareholder, Scanned copy of the share certificate (front and back), PAN (self-attested scanned copy of PAN card), AADHAR (self-attested scanned copy of Aadhar Card) by email to our RTA Bigshare Services Private Limited on their email ID [email protected]. The RTA shall co-ordinate with CDSL and provide the login credentials to the above-mentioned shareholders.

  3. ii) For Demat shareholders - Please update your email id & mobile no. with your respective Depository Participant (DP).

  4. iii) For Individual Demat shareholders – Please update your email id & mobile no. with your respective Depository Participant (DP) which is mandatory while e-Voting through Depository.

If you have any queries or issues regarding e-Voting from the CDSL e-Voting System, you can write an email to [email protected] or contact at Toll-free No: 1800 22 55 33

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

LLOYDS ENTERPRISES LIMITED

(Formerly known as- Shree Global Tradefin Limited)

Registered Address: A-2, 2nd Floor, Madhu Industrial Estate, Pandurang Budhkar Marg, Lower Parel, Mumbai – 400013 Tel: 022 - 6291 8111 Email: [email protected] www.lloydsenterprises.in (CIN) L27100MH1986PLC041252

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EXPLANATORY STATEMENT

As required by Section 102 of the Companies Act, 2013 (the Act), the following Explanatory Statement sets out all material facts relating to the business mentioned under Item Nos. 1 and 2 of the accompanying notice dated 06[th] December , 2023:

Item No. 1

The company proposes to undertake the business to carry on the business of builders, contractors, erectors, constructors of buildings, houses, apartment structures or residential, office, industrial, institutional or commercial or developers of co-operative housing societies, developers of housing schemes, townships. holiday resorts, hotels, motels and in particular preparing of building sites, constructing, reconstructing, erecting, altering, improving, enlarging, developing, decorating furnishing and maintaining of structures. flats, houses, factories, shops, offices, garages, warehouses, buildings, works, workshops, hospitals, nursing homes, clinics, godowns and other commercial educational purposes and conveniences to purchases for development, houses buildings, structures and other properties of any tenure and any interest thereto and purchase, sell and deal in freehold and leasehold land and in purchase, sell, lease, hire, exchange or otherwise deal in land and house's property and other property whether real or personal and to turn the same into account as may seem expedient and to carry on business as developers and land buildings immovable properties and real estates by constructing, reconstructing, altering, improving, decorating, furnishing, and maintaining offices, flats, houses, factories warehouse, shops, wharves buildings works and conveniences and by consolidating, connecting and subdividing immovable properties and by leasing and disposing off the same.

To enable the company to commence the aforesaid business, it is proposed to amend the Main Objects under the Objects Clause of the Memorandum of Association of the company, by the insertion of “Clause 4” after the existing “Clause 3” to the Main Object Clause (III)(A) of the Memorandum of the Company as stated in the resolution in the annexed notice.

The above amendment would be subject to the approval of the Registrar of Companies, Mumbai and any other statutory or Regulatory authority, as may be necessary.

Except promoters and their respective relatives, none of the Independent Directors and Mr. Manesh Cherian (Non-Executive Non-Independent Director) or Key Managerial Personnel of the Company or their respective relatives is/ are concerned or interested, financially or otherwise, in the said Resolution.

The Board recommends the Resolution for approval of the Members as a Special Resolution as set out in the item no. 1 of the notice.

LLOYDS ENTERPRISES LIMITED

(Formerly known as- Shree Global Tradefin Limited)

Registered Address: A-2, 2nd Floor, Madhu Industrial Estate, Pandurang Budhkar Marg, Lower Parel, Mumbai – 400013 Tel: 022 - 6291 8111 Email: [email protected] www.lloydsenterprises.in (CIN) L27100MH1986PLC041252

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Item No. 2

In order to make optimum use of funds available with the Company and also to achieve long term strategic and business objectives, the Board of Directors of the Company proposes to make use of the same by making investment in Lloyds Realty Developers Limited (formerly known as Aristo Realty Developers Limited).

Members may note that pursuant to Section 186 of the Companies Act, 2013 (“Act”), the Company can give loan or give any guarantee or provide security in connection with a loan to any other body corporate or person and acquire securities of any other body corporate, in excess of 60% of its paid up share capital, free reserves and securities premium account or 100% of its free reserves and securities premium account, whichever is more, with approval of Members by special resolution passed at the general meeting.

It is pertinent to mention here that the members have, vide the Postal Ballot dated 14[th] January, 2015, have authorised the Board of Directors to give loan or give any guarantee or to invest in securities up to INR 2,500 Crores. As the objects clause will alter in this notice, to include the construction business, and the company is investing construction and real estate company.

The above proposal is in the interest of the Company and the Board recommends the Resolution as set out at Item No.2 for approval by the members of the Company.

Except promoters and their respective relatives, none of the Independent Directors and Mr. Manesh Cherian (Non-Executive Non-Independent Director) or Key Managerial Personnel of the Company or their respective relatives is/ are concerned or interested, financially or otherwise, in the said Resolution.

The Board recommends the resolution at Item no. 2 to be passed as Special Resolution.

By Order of the Board of Directors For and on behalf of LLOYDS ENTERPPRISES LIMITED (formerly known as Shree Global Tradefin Limited)

Sd/Place: Mumbai Pranjal Mahapure Date: 06[th] December, 2023 Company Secretary & Compliance Officer ACS: 69408

LLOYDS ENTERPRISES LIMITED

(Formerly known as- Shree Global Tradefin Limited)

Registered Address: A-2, 2nd Floor, Madhu Industrial Estate, Pandurang Budhkar Marg, Lower Parel, Mumbai – 400013 Tel: 022 - 6291 8111 Email: [email protected] www.lloydsenterprises.in (CIN) L27100MH1986PLC041252