Monarch Networth Capital Limited — Proxy Solicitation & Information Statement 2024

Dec 17, 2024

MNCL/SE/53/2024-25

Dated: December 17, 2024

To, To, BSE Limited National Stock Exchange of India Limited Phiroze Jeejeebhoy Towers, Exchange Plaza, C-1, Block G, Bandra Kurla Dalal Street, Fort, Mumbai - 400001 Complex, Bandra (East), Mumbai – 400051 Scrip Code No.: 511551 Symbol - MONARCH

Sub: Disclosure under Regulation 30 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 – Postal Ballot Notice

Dear Sir/Ma’am,

Pursuant to Regulation 30 of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015, please find attached the Postal Ballot Notice dated December 16, 2024, along with the explanatory statement, seeking approval of the members of the Company, by way of remote e-voting process (“ e-voting ”) for:

1. Alteration of the Objects Clause of the Memorandum of Association of the Company.

Postal Ballot Notice is being sent only through electronic mode to those members whose names appear on the register of members / register of beneficial owners, as on Friday, December 13, 2024 (“ Cut-Off Date ”), received from the Depositories and whose e-mail address is registered with the Company / Registrar and Transfer Agent / Depository Participants / Depositories.

The Company has engaged the services of National Securities Depository Limited (“ NSDL ”) as the agency to provide e-voting facility.

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

Commencement of e-voting:	9:00 a.m. (IST) on Friday, December 20, 2024
End of e-voting:	5:00 p.m. (IST) on Saturday, January 18, 2025

The Postal Ballot Notice is also available on the Company's website at www.mnclgroup.com

This is for your information and records.

Thanking you,

Yours faithfully,

For Monarch Networth Capital Limited

NITESH Digitally signed by NITESH TANWAR TANWAR Date: 2024.12.17 17:18:39 +05'30'

Nitesh Tanwar

Company Secretary and Compliance Officer M. No. FCS-10181 Encl: As above

MONARCH NETWORTH CAPITAL LIMITED

CIN: L65920GJ1993PLC120014

Registered Office: Unit No. 803-804A, 8th Floor, X-Change Plaza, Block No. 53, Zone 5, Road- 5E, Gift City, Gandhi Nagar, Gujarat, 382355

Tel No. 079-26666500 / 66000500; Website : www.mnclgroup.com; Email : cs@mnclgroup.com

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POSTAL BALLOT NOTICE

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

To the Members of the Company,

Notice is hereby given that the resolution set out below is proposed for approval by the members of Monarch Networth Capital Limited (“ the Company ”) by means of Postal Ballot, only by remote e-voting process (“ e-voting ”) being provided by the Company to all its members to cast their votes electronically, pursuant to Section 110 of the Companies Act, 2013 (“ the Act ”), Rule 22 of the Companies (Management and Administration) Rules, 2014 (“ the Rules ”) and other applicable provisions of the Act and the Rules, General Circular Nos. 14/2020 dated April 8, 2020 and 17/2020 dated April 13, 2020 read with other relevant circulars, including General Circular No. 09/2024 dated September 19, 2024, issued by the Ministry of Corporate Affairs (“ MCA Circulars ”), Regulation 44 of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 (“ Listing Regulations ”), Secretarial Standard on General Meetings (“ SS-2 ”) issued by the Institute of Company Secretaries of India and other applicable laws, rules and regulations (including any statutory modification(s) or re-enactment(s) thereof for the time being in force).

The Statement, pursuant to the provisions of Section 102(1) and other applicable provisions of the Act read with the Rules, setting out all material facts relating to the resolution proposed in this Postal Ballot Notice.

The Board of Directors has appointed M/s. VKM & Associates, Practicing Company Secretaries (C.P. No. 4279) as the Scrutinizer for conducting the Postal Ballot, through e-voting process, in a fair and transparent manner and they have communicated their willingness to be appointed and will be available for the said purpose. The Scrutinizer’s decision on the validity of the votes cast in the Postal Ballot shall be final.

The Company has engaged the services of National Securities Depository Limited (“ NSDL ”) as the agency to provide e-voting facility. Members are requested to read the instructions in the Notes in this Postal Ballot Notice so as to cast their vote electronically. The votes can be cast during the following voting period:

Commencement **of e-voting: **	9:00 a.m. (IST) on Friday, December 20, 2024
End of e-voting:	5:00 p.m. (IST) on Saturday, January 18, 2025

The Scrutinizer will submit his report, after the completion of scrutiny, to the Chairman of the Company or any person authorized by him. The results of e-voting will be announced on or before Tuesday, January 21, 2025, and will be displayed on the Company’s website at www.mnclgroup.com and the website of NSDL at https:// www.evoting.nsdl.com. The results will simultaneously be communicated to the Stock Exchanges and will also be displayed at the registered office of the Company.

SPECIAL BUSINESS

1. Alteration of the Objects Clause of the Memorandum of Association 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 in accordance with the provisions of Section 13 and other applicable provisions of the Companies Act, 2013 read with applicable rules made thereunder (including any statutory modification(s) or reenactment(s) thereof, for the time being in force) and subject to such approvals as may be necessary or required, the existing “Clause III.A” titled as “ THE OBJECTS TO BE

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PURSUED BY THE COMPANY ON ITS INCORPORATION ARE: ” of the Memorandum of Association of the Company be and is hereby altered by replacing or adding and renumbered sub-clauses 1 to 6, the same as under:

1. To undertake and carry on the business of consultancy in the field of finance, capital market, commodity market, foreign exchange market, to act as Managers to issues and offers, to act as financial consultants, joint managers, lead managers, co-managers, advisers and counsellors in investment and capital market, to underwrite, sub- underwrite, or to provide stand by or procurement, arrangement, to issue guarantees.

2. (i) To acquire and hold memberships or dealership rights in stock exchanges, securities exchanges, clearing houses, and associations in India or globally, to undertake the business of bankers, merchant bankers, underwriters, sub-underwriters, stock brokers, registrars, investment advisory services, research analyst services, custodial services, asset management services, portfolio managers, investment managers, financial consultants, management consultants, and to provide advisory services, including support and incidental services to clients in India and abroad for dealing in securities, shares, stocks, debentures, bonds, funds, units, deposit receipts, currency, deposit certificates, commercial papers, warrants, other securities of all kinds, depository receipts, derivatives of all kinds, alternative investment funds, exchange traded funds and commodity derivatives and other commodities of all kinds and all other instruments and products of all kinds issued including but not limited to by Companies, Statutory Corporations, Central Government, State Government(s), Municipalities, Public authority, financial institutions, banks or anybody corporate directly or through brokers or its sub-brokers.

(ii) To conduct business in securities and related activities through e-broking, e- commerce, or other media, and to acquire and hold memberships in associations, exchanges, or entities that facilitate the Company's business operations in securities.

1. To act as full-fledged money changers, foreign exchange brokers, foreign exchange money transfer agents, subject to the approval and regulations of the concerned authority or authorities as required under applicable laws.

2. (i) To act as a sponsor, trustee, or investment manager for various asset management, mutual funds, offshore mutual funds, pooled investment vehicles, including domestic alternative investment funds and offshore investment funds. Additionally, the Sponsor Company will promote or incorporate companies or entities to engage in asset management, mutual funds, and offshore mutual funds.

(ii) acting as sponsor or trustee or investment managers to retail and institutional distribution of the schemes of mutual funds, unit trust, investment funds or any other pool or portfolio of securities, properties, assets or investments of any kind including any pension, provident fund as per the Employee Provident Fund Act, 1952 or superannuation fund as per the Income Tax Act, 1961 formed or established by the Company or any other person, or by any government, state, local authority, association, institution or any other agency or organization.

(iii) promoting, sponsoring, preparing, undertaking, administering business of asset management, mutual funds including offshore mutual fund, retail and institutional distribution of the schemes of mutual funds, unit trust, investment funds or any other pool or portfolio of securities and to issue units to issue units or participation certificates therein to investors and to distribute, redeem or revoke such funds and to distribute the proceeds thereof amongst the investors, beneficiaries, pensioners or other persons entitled to it of any proceeds of such funds including of any income, capital or annuity, property and asset and whether in money or specie, in furtherance of any discretion, obligation or permission.

(iv) to act as principals, agents, contractors, trustees in order to render and offer consultancy/advisors to banks, institutions,

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bodies corporate, government or any other person for setting up mutual funds, investment pools.

1. (i) to promote, incorporate companies to undertake, carry on and transact, whether in India or in any part of the world, all or any kinds of insurance, reinsurance, or assurance.

(ii) to promote, incorporate companies to undertake, carry on and transact business of soliciting or procuring insurance business as an insurance agent and to act as an insurance intermediary or broker.

(iii) to promote, incorporate companies to undertake, carry on and transact business of distribution of insurance products and / or to act as an insurance consultant and / or to act as surveyors and lossx assessors.

(iv) including life insurance business, health insurance, general insurance, indemnity or guarantee business of all kinds, classes, nature and description including fire, marine, accident, aviation, transit, motor vehicles, engineering and miscellaneous insurances, convention or agreement, subject to the provisions of the Insurance Regulatory & Development Authority Act, 1999, Insurance Act, 1938 and other relevant Acts.

1. to act as a sponsor, promoter or as a person controlling companies propose to undertake the financial services businesses including those specified in clauses 2, 3, 4 and 5.

RESOLVED FURTHER THAT in accordance with

the provisions of Section 13 and other applicable provisions of the Companies Act, 2013 read with applicable rules made thereunder (including any statutory modification(s) or re-enactment(s) thereof, for the time being in force) and subject to such approvals as may be necessary or required, the existing “Clause III.B” titled as “ MATTERS WHICH ARE NECESSARY FOR FURTHERANCE OF THE OBJECTS SPECIFIED IN CLAUSE III.A ARE :” of the Memorandum of Association of the Company be and is hereby altered in the following manner:

“12. To enter into partnership or into any arrangement for sharing profits, union of interest, co-operation, joint-venture, reciprocal concessions or otherwise with any person, firm or company carrying on or engaged in any business or transaction which this Company is authorised to carry on and subject to Chapter XV Compromises, Arrangements and Amalgamations, sections 230 to 240 of the Companies Act, 2013, to amalgamate with any other such Company, having objects altogether or in part similar to those of the Company.”

1. Subject to Chapter V, Acceptance of Deposits by Companies Section 73 to 76 and 76A of the Companies Act, 2013 and Chapter XII, Meetings of Board and its Powers Section 179 and the Regulations made therein and the directives issued by Reserve Bank of India to borrow, raise or secure the payment of money or to receive money as loan, at interest for any of the objects of the Company and at such time or times as may be expedient, by promissory notes, bills of exchange, hundies, bills of lading, warrants or such other negotiable instruments of all types or by taking credit in or opening current accounts or over-draft accounts with any person, firm, bank or company and whether with or without any security or by such other means, as may deem expedient and in particular by the issue of debentures or debenture stock, perpetual or otherwise and in security for any such money so borrowed, raised or received and of any such debentures of debenture stock so issued, to mortgage, pledge or charge the whole or any part of the property and assets of the Company, both present and future, including its uncalled capital by special assignment or otherwise or to transfer to convey the same absolutely or in trust and to give the lenders power of sale and such other powers as may seem expedient and to purchase, redeem or pay off such securities, provided that the Company shall not carry on the business of banking within the meaning of the Banking Regulation Act, 1949.”

2. a. the following clauses altered and renumbered in conformity of provisions of the Companies Act, 2013:

Postal Ballot Notice – Monarch Networth Capital Limited

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• b. The following new clauses added and existing clauses are renumbers from the clauses III(B) 7 to III(B) 30.

“28. To undertake the activities of Depository Participant or such other intermediary in terms of the Depositories Act, 1996 and the regulations made thereunder or any modification or re- enactment thereof and for that purpose to obtain the membership of the National Security Depository Limited, Central Depository Services (India) Limited or such other Depository as may be recognised by the Government from time to time under that Act.

1. To carry on the business of advisors on problems relating to the administration and organization of industry and business and to advise upon the means and methods for extending, developing and improving all types of business or industries and all systems and processes relating to the production, storage, distribution, marketing and sale of goods and of relating to the rendering of the services.

2. To engage in research in all problems relating to industrial and business management and distribution, marketing and selling and to collect, prepare and distribute information and statistics relating to any type of business or industry.”

RESOLVED FURTHER THAT in accordance with the provisions of Section 13 and other applicable provisions of the Companies Act, 2013 read with applicable rules made thereunder (including any statutory modification(s) or re-enactment(s) thereof, for the time being in force) and subject to such approvals as may be necessary or required, the existing “ Clause III.C ” titled as “ OTHER OBJECTS ” of the Memorandum of Association of the Company be and is hereby altered by completely deleting the clauses III(C) 23 to III(C) 53.

RESOLVED FURTHER THAT the Board of Directors of the Company be and is hereby authorized to do all such acts, deeds, matters and things including making applications for such approvals / consents, as may be required, and to accept any modification(s), amendment(s), if any, which may be specified by the statutory and regulatory authorities without being required to

seek any further approval of the members and the members shall be deemed to have given their approval thereto expressly by authority under this Resolution.”

By Order of the Board of Directors For Monarch Networth Capital Limited

Nitesh Tanwar Company Secretary and Compliance Officer

Mumbai, December 16, 2024

Registered Office: Unit No. 803-804A, 8th Floor, X-Change Plaza, Block No. 53, Zone 5, Road5E, Gift City, Gandhi Nagar, Gujarat, 382355

NOTES:

1. A statement, pursuant to the provisions of the Section 102(1) and other applicable provisions of the Act read with the Rules, setting out all material facts relating to the resolutions mentioned in this Postal Ballot.

2. In compliance with the MCA Circulars, this Postal Ballot Notice is being sent only through electronic mode to those members whose names appear on the register of members / register of beneficial owners as on Friday, December 13, 2024 (“ Cut-Off Date ”) received from the Depositories and whose e- mail address is registered with the Company / Registrar and Transfer Agent / Depository Participants / Depositories. Physical copies of this Postal Ballot Notice along with postal ballot forms and pre-paid business reply envelopes are not being sent to members for this Postal Ballot.

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

4. In accordance with the MCA Circulars, the Company has made necessary arrangements for the members to register their e-mail address. Members who have not registered their e-mail address are requested to register

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the same (i) with the Depository Participant(s) where they maintain their demat accounts, if the shares are held in electronic form, and (ii) Members holding shares in physical mode, who have not registered / updated their e-mail address with the Company, are requested to register / update their e-mail address by submitting Form ISR-1 (available on the website of the Company at www.mnclgroup.com) duly filled and signed along with requisite supporting documents to Skyline Financial Services Private Limited at D-153 A| 1[st] Floor | Okhla Industrial Area, Phase – I, New Delhi-110 020.

1. Only a person, whose name is recorded in the register of members / register of beneficial owners, as on the Cut-Off Date, maintained by the Depositories, shall be entitled to participate in the e-voting. A person, who is not a member as on the Cut-Off Date, should treat this Postal Ballot Notice for information purpose only.

2. Voting rights of a member / beneficial owner (in case of electronic shareholding) shall be in proportion to his / her / its shareholding in the paid-up equity share capital of the Company as on the Cut-Off Date.

3. Pursuant to the provisions of Sections 108, 110 and other applicable provisions of the Act and the Rules made thereunder, the MCA Circulars, Regulation 44 of the Listing Regulations read with Section VI-C of the SEBI Master Circular bearing reference no. SEBI / HO / CFD / PoD2 / CIR / P / 2023 / 120 dated July 11, 2023, as amended (“ SEBI Master Circular ”), and SS-2 and any amendments thereto, the Company is providing the facility to the members to exercise their right to vote on the proposed resolutions electronically. The instructions for e-voting are provided as part of this Postal Ballot Notice.

4. The e-voting period commences at 9:00 a.m. (IST) on Friday, December 20, 2024 and ends at 5:00 p.m. (IST) on Saturday, January 18, 2025.

module shall be forthwith disabled by NSDL upon expiry of the aforesaid period.

1. The resolution, if approved, shall be deemed to have been passed on the last date of e- voting i.e., Saturday, January 18, 2025.

2. All the documents referred to in this Postal Ballot Notice will be available for inspection electronically without any fee by the members from the date of circulation of this Postal Ballot Notice until the last date of e-voting. Members seeking to inspect such documents can send an email to cs@mnclgroup.com mentioning his / her / its folio no. / DP ID and Client ID.

11. PROCEDURE FOR E-VOTING:

(i) E-VOTING FACILITY:

The Company is providing e-voting facility of NSDL to its members to exercise their right to vote on the proposed resolutions by electronic means.

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

Commencement of e-voting:	9:00 a.m. (IST) on Friday, December 20, 2024
End of e-voting:	5:00 p.m. (IST) on Saturday, January 18, 2025

The e-voting will not be allowed beyond the aforesaid date and time and the e-voting module shall be forthwith disabled by NSDL upon expiry of the aforesaid period.

The manner of e-voting by (i) individual members holding shares of the Company in demat mode, (ii) members other than individuals holding shares of the Company in demat mode, (iii) members holding shares of the Company in physical mode, and (iv) members who have not registered their e-mail address, is explained in the instructions given herein below.

The e-voting will not be allowed beyond the aforesaid date and time and the e-voting

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(ii) INFORMATION AND INSTRUCTIONS RELATING TO E-VOTING:

Once the vote on a resolution is cast by a member, whether partially or otherwise, the member shall not be allowed to change it subsequently or cast the vote again.

INFORMATION AND INSTRUCTIONS FOR E-VOTING BY INDIVIDUAL MEMBERS HOLDING SHARES OF THE COMPANY IN DEMAT MODE:

As per the SEBI Master Circular, all “ individual shareholders holding shares of the Company in demat mode ” can cast their vote, by way of a single login credential, through their demat accounts / websites of Depositories / Depository Participants. The procedure to login and access e-voting, as devised by the Depositories / Depository Participant(s), is given below:

INSTRUCTIONS FOR E-VOTING

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

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

Step 1: Access to NSDL e-Voting system

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

In terms of SEBI circular 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:

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Type of shareholders Login Method
Individual Shareholders holding 1. Existing IDeAS user can visit the e-Services website of
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Type of shareholders Login Method	Type of shareholders Login Method
Individual Shareholders holding	1. Existing IDeAS user can visit the e-Services website of
securities in demat mode with NSDL.	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 or e-Voting service provider i.e. NSDL and you will be re-directed to e-Voting website of NSDL for casting your vote during the remote e-Voting period. 2. If you are not registered for IDeAS e-Services, option to register is available at https://eservices.nsdl.com. Select “Register Online for IDeAS Portal” or click at https://eservices.nsdl.com/SecureWeb/IdeasDirectReg.jsp

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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. 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 i.e. NSDL and you will be redirected to e- Voting website of NSDL for casting your vote during the remote e-Voting period.

2. Shareholders/Members can also download NSDL Mobile App “ NSDL Speede ” facility by scanning the QR code mentioned below for seamless voting experience.

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Individual Shareholders holding	1.	Users who have opted for CDSL Easi / Easiest facility, can
securities in demat mode with CDSL		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
		user your existing my easi username & password.
	2.	After successful login the Easi / Easiest user will be able to
		see the e-Voting option for eligible companies where the
		evoting is in progress as per the information provided by
		company. On clicking the evoting 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.
	3.	If the user is not registered for Easi/Easiest, option to
		register is available at CDSL website www.cdslindia.com
		and click on login & 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 on www.cdslindia.com home page.
		The system will authenticate the user bysendingOTP on

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registered Mobile & Email as recorded in the Demat Account. After successful authentication, user will be able to see the e-Voting option where the evoting 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 Individual Shareholders holding securities in demat mode with NSDL Individual Shareholders holding securities in demat mode with CDSL	Helpdesk details
	Members facing any technical issue in login can contact NSDL helpdesk by sending a request at evoting@nsdl.com or call at 022 - 4886 7000
	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. 1800-21-09911

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.

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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

1. Password details for shareholders other than Individual shareholders are given below:

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

3. 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.

4. 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 ’.

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

6. 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.

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

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

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Postal Ballot Notice – Monarch Networth Capital Limited

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

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

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

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

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

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

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 vkmassociates@yahoo.com with a copy marked to evoting@nsdl.com . 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 " eVoting " 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 or send a request to at evoting@nsdl.com

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Postal Ballot Notice – Monarch Networth Capital Limited

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 (selfattested scanned copy of Aadhar Card) by email to cs@mnclgroup.com.

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 cs@mnclgroup.com. If you are an Individual shareholders 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.

3. Alternatively shareholder/members may send a request to evoting@nsdl.com for procuring user id and password for e-voting by providing above mentioned documents.

4. 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.

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Postal Ballot Notice – Monarch Networth Capital Limited

STATEMENT PURSUANT TO SECTION 102(1) OF THE COMPANIES ACT, 2013 READ WITH RULE 22 OF THE COMPANIES (MANAGEMENT AND ADMINISTRATION) RULES, 2014 AND ADDITIONAL INFORMATION AS REQUIRED UNDER THE SECURITIES AND EXCHANGE BOARD OF INDIA (LISTING OBLIGATIONS AND DISCLOSURE REQUIREMENTS) REGULATIONS, 2015 AND CIRCULARS ISSUED THEREUNDER

The following Statement sets out all material facts relating to the Special Business proposed in this Postal Ballot Notice:

Item No. 1

The Company proposes to act as sponsor / trustee / investment manager to asset management entities, mutual funds and other pooled investment vehicles. Further, the Company also proposes to promote, act as sponsor and set up companies / entities to undertake various financial services business such as asset management, mutual funds, distribution of various financial products, pursuant to the provisions of the Companies Act, 2013, additionally, the existing business activities under the Main Object Clause have been expanded and re-defined for greater clarity. Further, as per the requirements of the Companies Act, 2013, the Other Object Clause is hereby omitted as more specifically set out in the resolution.

In accordance with the provisions of Section 13 of the Companies Act, 2013 (“ Act ”) alteration of the Objects Clause of the MOA requires approval of the members of the Company by passing a special resolution.

Accordingly, approval of the members is sought for alteration of the Objects Clause of the MOA of the Company as set out in the resolution at Item No. 1 of this Postal Ballot Notice.

The aforesaid alterations, if approved by the members, shall be registered by the Registrar of Companies, Gujarat, Ahmedabad (“ROC’’) as per the provisions of the Act with such modifications, as may be advised by the ROC.

None of the Directors / Key Managerial Personnel of the Company / their relatives are, in any way, concerned or interested, financially or otherwise, in the resolution.

The Board of Directors commends the Special Resolution set out at Item No. 1 of this Postal Ballot Notice for approval by the members.

By Order of the Board of Directors

For Monarch Networth Capital Limited

Nitesh Tanwar Company Secretary and Compliance Officer

Mumbai, December 16, 2024

Registered Office :

Unit No. 803-804A, 8th Floor, X-Change Plaza, Block No. 53, Zone 5, Road- 5E, Gift City, Gandhi Nagar, Gujarat, 382355

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Postal Ballot Notice – Monarch Networth Capital Limited