Network People Services Technologies Limited — AGM Information 2023

Dec 28, 2023

SYMBOL: NPST Dated: 28.12.2023 ISIN: INE0FFK01017

To, The Manager-Listing Department, The National Stock Exchange of India Limited, Exchange Plaza, NSE Building, Bandra Kurla Complex, Bandra East, Mumbai – 400 051 Fax: 022-26598237, 022-26598238

Subject: Notice of Extra-Ordinary General Meeting (EGM) through Video Conferencing / Other Audio-Visual Means (“VC /OAVM”) facility

Dear Sir/Ma’am,

Pursuant to Regulation of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, please find the enclosed herewith Notice of 1[st] Extra-Ordinary General Meeting of the Company for the Financial Year 2023-24 schedule on Monday, January 22, 2024 through Video Conference (“VC”) / Other Audio-Visual Means (“OAVM”).

The above information is also available on the company’s website at https://www.npstx.com/investor-desk/notices-announcement/

This is for your information and record.

Thanking You,

For Network People Services Technologies Limited

Ashish Digitally signed by Ashish Aggarwal Aggarw Date: al 2023.12.28 16:23:42 +05'30' Ashish Aggarwal (Joint Managing Director) DIN: 06986812

NOTICE OF EXTRA-ORDINARY GENERAL MEETING

Dear Members,

NOTICE is hereby given that the 1[st] Extra-Ordinary General Meeting in the F.Y. 2023-24 of the Members of Network People Services Technologies Limited will be held on Monday, 22[nd] Day of January, 2024 at 11.00 A.M.) through video conferencing ('VC') / other audio-visual means ('OAVM') to transact the following Special Businesses:

Special Businesses:

ITEM NO. 1: TO INCREASE THE AUTHORISED SHARE CAPITAL OF THE COMPANY:

To consider and, if thought fit, to give assent/dissent to the following resolution as an Ordinary Resolution:

“RESOLVED THAT subject to the provisions of Section 61 read with Section 64 and other applicable provisions, if any, of the Companies Act, 2013 and rules made there under (including any statutory modification or reenactment thereof for the time being in force), consent of the members of the company be and is hereby accorded to increase the Authorized Share Capital of the company from Rs. 7,50,00,000/- (Rupees Seven Crore Fifty Lakh Only) divided into 75,00,000 (Seventy-Five Lakh) Equity Shares of Rs.10/- (Rupees Ten Only) each to Rs. 25,00,00,000/- (Rupees Twenty-Five Crore Only) divided into 2,50,00,000 (Two Crore Fifty Lakh) Equity Shares of Rs.10/- (Rupees Ten Only) each ranking pari passu in all respect with the existing Equity Shares of the Company.”

“RESOLVED FURTHER THAT any of the directors of the company or the company secretary be and are hereby severally authorized to do all such acts, deeds, matters and things and take all such steps as may be necessary, proper expedient or incidental for giving effect to this resolution.”

ITEM NO. 2: ALTERATION OF THE MEMORANDUM OF ASSOCIATION OF THE COMPANY:

To consider and, if thought fit, to give assent/dissent to the following resolution as a Special Resolution :

“RESOLVED FURTHER THAT pursuant to the provisions of Section 13, 61 and 64 and all other applicable provisions, if any, of Companies Act, 2013 and the rules made there under (including any statutory modification(s) or re-enactment(s) thereof for the time being in force) consent of the members of the company be and is hereby accorded for altering the existing Clause V of the Memorandum of Association of the Company relating to Authorized Share Capital by deleting the same and substituting in place therefore, the following new Clause V:

- - V. The Authorized Share Capital of the Company is Rs. 25,00,00,000/ (Rupees Twenty Five Crore Only) - divided into 2,50,00,000 (Two Crore Fifty Lakh) Equity Shares of Rs.10/ (Rupees Ten Only) each

“RESOLVED FURTHER THAT any of the directors of the company or the company secretary be and are hereby severally authorized to do all such acts, deeds, matters and things and take all such steps as may be necessary, proper expedient or incidental for giving effect to this resolution.”

ITEM NO. 3: ISSUE OF BONUS SHARES TO THE EQUITY SHAREHOLDERS OF THE COMPANY:

To consider and, if thought fit, to give assent/dissent to the following resolution as a Special Resolution :

“RESOLVED THAT pursuant to the provisions of Section 63 and other applicable provisions, if any, of the Companies Act, 2013 read with Rule 14 of the Companies (Share Capital and Debentures) Rules, 2014 (including any statutory modifications or re-enactment thereof for the time being in force), and subject to regulations/guidelines issued by the Securities and Exchange Board of India (SEBI) (as amended from time to time), including the SEBI (ICDR) Regulations, 2018, SEBI (LODR) Regulations, 2015, SEBI (SAST) Regulations, 2015 and as per the Articles of Association of the Company and subject to such approvals, consents, permissions and sanctions as may be necessary from appropriate authorities, the consent of the members of the company be and is hereby accorded to capitalize a sum not exceeding Rs. 12,92,40,000/(Rupees Twelve Crore Ninety-Two Lakh Forty Thousand Only) from amount standing to the credit of the reserves and surplus account of the Company or such other accounts as are permissible to be utilized for the purpose of issue of Bonus Shares of Rs. 10/- (Rupees Ten Only) each credited as fully paid up to the existing holders of the Equity Shares of the Company, whose name appears on the Register of Members as on record date as determined by the Board in the proportion of 2:1 i.e., 2 (Two) Bonus Equity Shares of Rs. 10 each for every 1 (One) fully paid-up Equity Share of Rs. 10 each held by them and the Bonus Shares so distributed shall for all purposes, be treated as an increase in the Paid-up capital of the Company held by each such member and not as income or in lieu of dividend.”

“RESOLVED FURTHER THAT the new equity bonus shares of Rs. 10/- each to be allotted and issued as bonus shares shall subject to the terms of Memorandum & Articles of Association of the Company and shall upon allotment have the same rights of voting as the existing equity shares and be treated for all other purposes pari-passu with the existing equity shares of the Company and that the equity shares so allotted during the financial year shall be entitled to dividend, if any, proportionately in the year of the allotment of these shares.”

“RESOLVED FURTHER THAT any of the Board of Directors and Company Secretary be and is hereby authorized to take all steps to implement the above resolutions, finalize and take all actions in connections with the bonus issue and allotment of shares to the members including filing of relevant e-forms with the Registrar of Companies, Mumbai.”

ITEM NO. 4: APPOINTMENT OF MRS. SAVITA VASHIST (DIN: 08658850) AS EXECUTIVE DIRECTOR:

To consider and, if thought fit, to give assent/dissent to the following resolution as an Ordinary Resolution :

“RESOLVED THAT in pursuance of the provisions of Section 152 read in conjunction with Rule 8 and 14 of the Companies (Appointment and Qualification of Directors) Rules, 2014, and other relevant provisions of the Companies Act, 2013, along with its pertinent rules (including any statutory amendments or reenactments in force), as well as the stipulations within the Articles of Association of the Company, the consent of the board of directors of the company be and is hereby accorded subject to the consent of the

shareholders to appoint Mrs. Savita Vashist (DIN: 08658850) as Executive Director of the company with immediate effect.

“RESOLVED FURTHER THAT any of the directors of the company or the company secretary be and are hereby severally authorized to do all such acts, deeds, matters and things and take all such steps as may be necessary, proper expedient or incidental for giving effect to this resolution.”

By the Order of the Board For Network People Services Technologies Limited

Ashish Digitally signed by Ashish Aggar Aggarwal Date: 2023.12.26 wal 19:01:39 +05'30'

Ashish Aggarwal Joint Managing Director DIN: 06986812

Date: 26/12/2023 Place: Thane

NOTES:

1. The Explanatory Statement according to Section 102 of the Act setting out material facts concerning the business under Item No. 2 and 3 of the Notice is annexed hereto. The relevant details, pursuant to Regulations 36(3) of the Listing Regulations in respect of Directors seeking appointment at the EGM are provided as an annexure to the Notice. Requisite declarations have been received from the Directors for seeking appointment.

2. In view of the massive outbreak of the COVID-19 pandemic, social distancing is a norm to be followed and pursuant to the Circular No. 14/2020 dated April 08, 2020, Circular No.17/2020 dated April 13, 2020 issued by the Ministry of Corporate Affairs followed by Circular No. 20/2020 dated May 05, 2020 and Circular No. 02/2021 dated January 13, 2021, Circular No. 21/2021 dated December, 14, 2021 and 02/2022 dated 5th May 2022 and latest being 10/2022 dated December 28, 2022, (“MCA Circulars”) and Circular No. SEBI/HO/CFD/CMD2/CIR/P/2021/11 dated January 15, 2021 and Circular No. SEBI/HO/DDHS/P/CIR/2022/0063dated 13th May, 2022 and SEBI/HO/CRD/PoD2/P/CIR/2023/4 dated 5th January, 2023 issued by the Securities Exchange Board of India (“SEBI Circular”) prescribing the procedures and manner of conducting the Extra Ordinary General Meeting through VC/OVAM and all other relevant circulars issued from time to time, physical attendance of the Members to the EGM/AGM venue is not required and general meeting be held through video conferencing (VC) or other audio visual means (OAVM). Hence, Members can attend and participate in the ensuing EGM/AGM through VC/OAVM.

3. Pursuant to the Circular No. 14/2020 dated April 08, 2020, issued by the Ministry of Corporate Affairs, the facility to appoint proxy to attend and cast vote for the members is not available for this EGM. However, the Body Corporates are entitled to appoint authorized representatives to attend the EGM through VC/OAVM and participate there at and cast their votes through e-voting.

4. The relevant details, pursuant to Regulations 26(4) and 36(3) of the Listing Regulations and Secretarial Standards on General Meetings issued by the Institute of Company Secretaries of India, in respect of Directors seeking appointment at this EGM is annexed.

5. The Members can join the EGM in the VC/OAVM mode 15 minutes before and after the scheduled time of the commencement of the Meeting by following the procedure mentioned in the Notice. The facility of participation at the EGM through VC/OAVM will be made available for 1000 members on first come first served basis. This will not include large Shareholders (Shareholders holding 2% or more shareholding), Promoters, Institutional Investors, Directors, Key Managerial Personnel, the Chairpersons of the Audit Committee, Nomination and Remuneration Committee and Stakeholders Relationship Committee, Auditors etc. who are allowed to attend the EGM without restriction on account of first come first served basis.

6. The attendance of the Members attending the EGM through VC/OAVM will be counted for the purpose of reckoning the quorum under Section 103 of the Companies Act, 2013.

7. Pursuant to the provisions of Section 108 of the Companies Act, 2013 read with Rule 20 of the Companies (Management and Administration) Rules, 2014 (as amended) and Regulation 44 of SEBI (Listing Obligations & Disclosure Requirements) Regulations 2015 (as amended), and the Circulars issued by the Ministry of Corporate Affairs dated April 08, 2020, April 13, 2020 and May 05, 2020 the Company is providing facility of remote e-Voting to its Members in respect of the business to be transacted at the EGM/AGM. For this purpose, the Company has entered into an agreement with National Securities Depository Limited (NSDL) for facilitating voting through electronic means, as the authorized agency. The facility of casting votes by a member using remote e-Voting system as well as venue voting on the date of the EGM/AGM will be provided by NSDL.

8. EGM has been convened through VC/OAVM in compliance with applicable provisions of the Companies Act, 2013 read with MCA Circular No. 14/2020 dated April 08, 2020 and MCA Circular No. 17/2020 dated April 13, 2020, MCA Circular No. 20/2020 dated May 05, 2020 and MCA Circular No. 2/2021 dated January 13, 2021.

9. Pursuant to the provisions of the Act, a member entitled to attend and vote at the EGM is entitled to appoint a proxy to attend and vote on his/her behalf and the proxy need not be a Member of the Company. Since this EGM is being held pursuant to the MCA Circulars through VC / OAVM, physical attendance of Members has been dispensed with. Accordingly, the facility for appointment of proxies by the Members will not be available for the EGM and hence the Proxy Form and Attendance Slip are not annexed to this Notice.

10. Institutional/Corporate Shareholders (i.e. other than Individuals/HUF, NRI, etc) are required to send a scanned copy (PDF/JPG Format) of its Board or governing body Resolution/Authorization etc. authorizing its representative to attend the EGM through VC /OAVM on its behalf and to vote through remote e-voting. The said Resolution/Authorization shall be sent to the Scrutinizer by email through its registered email address to agarwalkala@gmail.com

11. The Securities and Exchange Board of India (SEBI) vide its Circular No. CIR/MRD/DP/10/2013 dated March 21, 2013 has mandated all Companies to use approved electronic mode of payment for making cash payments such as dividend to the Members (where core banking details are available) or to print the bank account details of the Members (as per the Company’s records) on the physical payment.

12. Hence, the Members are requested to furnish/update their bank account name & branch, bank account number and account type along with other core banking details such as MICR (Magnetic Ink Character Recognition), IFSC (Indian Financial System Code) etc. at the earliest with:

13. i. The respective Depository Participants (DP) (in case of the shares held in Electronic Mode) or;

14. ii. The Registrar & Share Transfer Agent of the Company (R&T Agent) (in case of the shares held in Physical form).

15. Members holding shares in Demat mode may kindly note that any request for change of address or change of E-mail ID or change in bank particulars/mandates or registration of nomination are to

be instructed to their Depository Participant only, as the Company or its Registrar & Share Transfer Agent cannot act on any such request received directly from the Members holding shares in Demat mode.

1. Members are requested to contact the Company’s Registrar & Share Transfer Agent M/s. Link Intime India Private Limited (“ Link Intime ” or “Registrar & Share Transfer Agent”) having address at C – 101, 1st Floor, 247 Park, Lal Bahadur Shastri Marg, Vikhroli (W), Mumbai – 400083 Maharashtra India.; Tel.: +9122 - 49186000 Email id: ashok.sherugar@linkintime.co.in; Website: www.linkintime.co.infor reply to their queries/redressal of complaints, if any, or contact Mrs. Manali Rushang Ved Company Secretary at the Registered Office of the Company (Phone No.: +91 – 86901 01017; Email: cs@npstx.com ).

2. To support the “Green Initiative” Members who have not yet registered their email addresses are requested to register the same with their DPs in case the shares are held by them in electronic form and with Link Intime in case the shares are held by them in physical form. In line with the Ministry of Corporate Affairs (MCA) Circular No. 17/2020 dated April13, 2020, the Notice calling the EGM has been uploaded on the website of the Company at www.npstx.com. The Notice can also be accessed from the websites of the Stock Exchange i.e. National Stock Exchange of India Limited at www.nseindia.com respectively and the EGM Notice is also available on the website of NSDL (agency for providing the Remote e-Voting facility) i.e.www.evoting.nsdl.com.

3. Members are requested to intimate changes, if any, pertaining to their name, postal address, email 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, IFS Code, etc., to their DPs in case the shares are held by them in electronic form and to Link Intime in case the shares are held by them in physical form.

4. The Cut-off date for determining the names of shareholders eligible to get Notice of Extra Ordinary General Meeting is Tuesday , 26[th] December, 2023.

5. Members who hold shares in physical form in multiple folios in identical names or joint names in the same order of names are requested to send the share certificates to the Company’s Registrar & Share Transfer Agent for consolidation into single folio.

6. Since, the securities of the Company are traded compulsorily in dematerialized form as per SEBI mandate, Members holding shares in physical form are requested to get their shares dematerialized at the earliest.

7. As per Regulation 40 of SEBI Listing Regulations, as amended, Securities of listed companies can be transferred only in dematerialized form with effect from, April 1, 2019, except in case of request received for transmission or transposition of securities. In view of this and to eliminate all risks associated with physical shares and for ease of portfolio management, members holding shares in physical form are requested to consider converting their holdings to dematerialized form. Members can contact the Company or Company’s Registrar and Share Transfer Agent, M/s. Link Intime India Private Limited (“ Link Intime ”) for assistance in this regard.

8. The Shareholders, seeking any information with regard to the accounts or any matter to be placed at the EGM, are requested to write to the Company before the date of the EGM through Email on cs@npstx.com. The same will be replied by/ on behalf of the Company suitably.

9. The Company has appointed M/s Kala Agarwal (Membership No. 5976), Practicing Company Secretaries, Mumbai, as scrutinizer to scrutinize the voting and the voting process in a fair and transparent manner.

10. The Chairman shall, at the EGM, at the end of discussion on the Resolutions on which the voting is to be held, allow voting with the assistance of the Scrutinizer, by use of e-voting for all those Members who are present at the EGM through VC/AOVM.

11. The scrutinizer shall after the conclusion of voting at the Meeting, will first count the votes cast at the Meeting in the presence of at least two witnesses not in the employment of the Company and shall make and submit, within 48 hours of the conclusion of the EGM, a consolidated scrutinizer’s Report of the total votes cast in favour or against, if any, to the Chairman or a person authorized by him in writing, who shall countersign the same and declare the result of the voting within 48 hours of conclusion of the EGM.

12. The Notice of the EGM shall be placed on the website of the Company till the date of EGM. The Notice can also be assessed from the website of the National Stock Exchange. The Results declared, along with the scrutinizer’s Report shall be placed on the Company’s website www.npstx.com immediately after the declaration of result by the Chairman or a person authorized by him in writing. The Results shall also be immediately forwarded to the Stock Exchange(s) where the shares of the Company are listed.

13. Pursuant to the provisions of Section 108 of the Companies Act, 2013 read with Rule20 of the Companies (Management and Administration) Rules, 2014 (as amended)and Regulation 44 of SEBI (Listing Obligations & Disclosure Requirements) Regulations, 2015 (as amended), and the Circulars issued by the Ministry of Corporate Affairs dated April 08, 2020, April 13, 2020 and May 05, 2020 the Company is providing facility of remote e-Voting to its Members in respect of the business to be transacted at the EGM. For this purpose, the Company has entered into an agreement with National Securities Depository Limited (NSDL) for facilitating voting through electronic means, as the authorized agency. The facility of casting votes by a member using remote e-Voting system as well as venue voting on the date of the EGM will be provided by NSDL.

THE INSTRUCTIONS FOR MEMBERS FOR REMOTE E-VOTING AND JOINING GENERAL MEETING ARE AS UNDER:-

The voting period begins on Thursday, 18[th] January, 2024 at 09.00 A.M. and ends on Sunday, 21[st] January, 2024 at 05.00 P.M . During this period shareholders of the Company, holding shares either in physical form or in dematerialized form, as on the cut-off date Monday , 15[th] day of January, 2024 may cast their vote electronically and that a person who is not a member as on the cut-off date should treat this notice for information purposes only. The e-voting module shall be disabled by NSDL for voting thereafter. Those Members, who will be present in the EGM through VC / OAVM facility or physically and have not cast their vote on the Resolutions through remote e-voting and are otherwise not barred from doing so, shall be eligible to vote through e-voting system during the EGM.

- 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 and joining virtual meeting 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
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Type of shareholders Login Method	Type of shareholders Login Method	Type of shareholders Login Method
Individual Shareholders holding securities in demat mode with NSDL.	1. 2. 3.	ExistingIDeASuser 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 or joining virtual meeting & voting during the meeting. 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 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

	4.	4.
Individual Shareholders holding securities in demat mode with CDSL	1. 2. 3. 4.	Existing users who have opted for Easi / Easiest, they can login through their user id and password. Option will be made available to reach e-Voting page without any further authentication. The URL for users to login to Easi / Easiest are https://web.cdslindia.com/myeasi/home/login or http://www.cdslindia.com and click on New System Myeasi Tab and then user 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 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 or joining virtual meeting & voting during the meeting. 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 websitehttp://www.cdslindia.com and click on login & New System Myeasi Tab and then click on registration option Alternatively, the user can directly access e-Voting page by providing demat Account Number and PAN No. from a link in http://www.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 evoting is in progress and also able to directly access the system of all e-VotingService 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 or joining virtual meeting & voting during the meeting.

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 mailto:evoting@nsdl.co.in or call at toll free no.: 1800 1020 990 and 1800 22 44 30
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 022- 23058738 or 022-23058542-43

B) Login Method for e-Voting and joining virtual meeting 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.

4. 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.

5. Your User ID details are given below:

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Manner of holding shares i.e., Demat Your User ID is:
(NSDL or CDSL) or Physical
a) For Members who hold shares in demat 8 Character DP ID followed by 8 Digit Client
account with NSDL. 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 16 Digit Beneficiary ID
account with CDSL. For example if your Beneficiary ID is
12** then your user ID is
12**
c) For Members holding shares in Physical EVEN Number followed by Folio Number
Form. registered with the company
For example if folio number is 001 and
EVEN is 101456 then user ID is
101456001
5. 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.
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.
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.
6. 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.
b) Physical User Reset Password ?” (If you are holding shares in physical mode) option available
on http://www.evoting.nsdl.com.
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.
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• 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 and join General Meeting on NSDL e Voting system.

- How to cast your vote electronically and join General Meeting 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 and General Meeting is in active status.

2. Select “EVEN” of company for which you wish to cast your vote during the remote e-Voting period and casting your vote during the General Meeting. For joining virtual meeting, you need to click on “VC/OAVM” link placed under “Join Meeting”.

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 agarwalkala@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

2. on "Upload Board Resolution / Authority Letter" displayed under "e-Voting" tab in their login.

3. 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.

4. 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 http://www.evoting.nsdl.com or call on toll free no.: 1800 1020 990 and 1800 22 44 30 or send a request at Mr. Abhijeet Gunjal evoting@nsdl.co.in.

Process for those shareholders whose email ids are not registered with the depositories for procuring user id and password and registration of email 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 cs@npstx.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@npstx.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 and joining virtual meeting 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.

INSTRUCTIONS FOR MEMBERS FOR E-VOTING ON THE DAY OF THE EGM ARE AS UNDER:

1. The procedure for e-voting on the day of the EGM is same as the instructions mentioned above for remote e-voting.

2. Only those Members/ shareholders, who will be present in the EGM through VC/OAVM facility and have not casted their vote on the Resolutions through remote e-Voting and are otherwise not barred from doing so, shall be eligible to vote through e-Voting system in the EGM.

3. Members who have voted through Remote e-Voting will be eligible to attend the EGM. However, they will not be eligible to vote at the EGM.

4. The details of the person who may be contacted for any grievances connected with the facility for e-Voting on the day of the EGM shall be the same person mentioned for Remote e-voting.

INSTRUCTIONS FOR MEMBERS FOR ATTENDING THE EGM THROUGH VC/OAVM ARE AS UNDER:

1. Member will be provided with a facility to attend the EGM/AGM through VC/OAVM through the NSDL e-Voting system. Members may access by following the steps mentioned above for Access to NSDL e-Voting system . After successful login, you can see link of “VC/OAVM link” placed under “Join meeting” menu against company name. You are requested to click on VC/OAVM link placed under Join General Meeting menu. The link for VC/OAVM will be available in Shareholder/Member login where the EVEN of Company will be displayed. Please note that the members who do not have the User ID and Password for e-Voting or have forgotten the User ID and Password may retrieve the same by following the remote e-Voting instructions mentioned in the notice to avoid last minute rush.

2. Members are encouraged to join the Meeting through Laptops for better experience.

3. Further Members will be required to allow Camera and use Internet with a good speed to avoid any disturbance during the meeting.

4. Please note that Participants Connecting from Mobile Devices or Tablets or through Laptop connecting via Mobile Hotspot may experience Audio/Video loss due to Fluctuation in their respective network. It is therefore recommended to use Stable Wi-Fi or LAN Connection to mitigate any kind of aforesaid glitches.

5. Shareholders who would like to express their views/have questions may send their questions in advance mentioning their name demat account number/folio number, email id, mobile number at cs@npstx.com .The same will be replied by the company suitably.

By the Order of the Board For Network People Services Technologies Limited

Ashish Digitally signed by Ashish Aggarwal Aggar Date: 2023.12.26 wal 19:02:19 +05'30'

Ashish Aggarwal

Joint Managing Director

DIN: 06986812

Date: 26/12/2023 Place: Thane

EXPLANATORY STATEMENT PURSUANT TO SECTION 102 OF COMPANIES ACT, 2013:

ITEM NO: 1 & 2

The present authorized and paid-up share capital of the Company is as follows:

Equity/Preference Shares	No. of Shares	Subscribed and Paid- Up Capital	Authorized Share Capital
Equity Shares	64,62,000 Equity Shares of Rs. 10/- each	Rs. 6,46,20,000/-	Rs. 7,50,00,000/-

The Board of Directors at their meeting held on 26.12.2023 approved the agenda of raising additional capital to meet the needs of its growing business, including long term capital requirements for pursuing growth plans and to maintain ideal debt equity ratio.

Accordingly, it is proposed to increase the authorized share capital of the Company from Rs. 7,50,00,000/- (Rupees Seven Crore Fifty Lakh Only) divided into 75,00,000 (Seventy-Five Lakh) Equity Shares of Rs.10/- (Rupees Ten Only) each to Rs. 25,00,00,000/- (Rupees Twenty-Five Crore Only) divided into 2,50,00,000 (Two Crore Fifty Lakh) Equity Shares of Rs.10/- (Rupees Ten Only) each and consequently alter the Capital Clause of the Memorandum and Articles of Association of the Company.

The Board of Directors of the Company believes that the proposed increase in Capital is in the best interest of the Company and its members. The Board of Directors, therefore, recommends Ordinary Resolution at item no. 1 and the Special Resolution at item no. 2.

None of the Directors, Key Managerial Personnel and their relatives in any way is concerned or interested in the Ordinary Resolution set forth in item no. 1 and the Special Resolution at item no. 2 of the notice, except to the extent of their shareholding in the Company and shares that may be allotted to them.

Disclosure according to Section 102 of the Companies Act, 2013:

(A) The nature of concern or interest, financial or otherwise, if any	(A) The nature of concern or interest, financial or otherwise, if any
Financial Concern or Interest of	Other Concern or Interest of
EveryDirector and Manager: None	EveryDirector and Manager: None
Everyother KeyManagerial Personnel: None	Everyother KeyManagerial Personnel: None
Relatives of the Directors, Managers and Key Managerial Personnel: None	Relatives of the Directors, Managers and Key Managerial Personnel: None
(B) Other information for members:	The authorized capital is being increased to facilitate the capital raisingabilityof the

company by allotment of shares and to meet the needs of the increased business activities.

ITEM NO. 3: ISSUE OF BONUS SHARES TO THE EQUITY SHAREHOLDERS OF THE COMPANY

The Board of Directors at their meeting held on 26/12/2023 subject to consent of the members of the Company, recommended to issue Bonus Equity Shares of Rs. 10/- (Rupees Ten Only) each credited as fully paid up to eligible shareholders of the Company in the proportion of 2:1 i.e., 2 (Two) Bonus Equity Shares of Rs. 10 each for every 1 (One) fully paid-up Equity Share of Rs. 10 (Rupees Ten Only) each by capitalizing a sum not exceeding upto Rs. 12,92,40,000/- (Rupees Twelve Crore Ninety-Two Lakh Forty Thousand Only) from amount standing to the credit of the reserves and surplus account of the Company or such other accounts as are permissible to be utilized for the purpose of issue of Bonus Shares.

The Bonus shares once allotted shall rank pari passu in all respects and shall carry the same rights as the existing Equity Shares and shall be entitled to participate in full in any dividend and other corporate action, recommended and declared after the new equity shares are allotted.

Article 166 of the Articles of Association of the Company permits capitalization of amount for the time being standing to the credit of any of the Company’s reserve account (including securities premium account and capital redemption reserve account), or to the credit of the profit and loss account, or otherwise available for distribution by applying the same towards payment of unissued shares to be issued to the members as fully paid bonus shares.

Pursuant to the provisions of Section 63 and other applicable provisions of the Companies Act, 2013, issue of Bonus shares requires the approval of the shareholder of the Company. The Board recommends the Special resolution as set out in the Notice for the approval of the shareholders.

None of the Directors, Key Managerial personnel of the Company and their relatives are in any way concerned or interested directly or indirectly in passing of the resolution except to the extent of their respective interest as shareholders of the Company or to the extent of the shareholding of the Companies / institutions / trust of which they are Directors or members or trustees, without any beneficial interest.

Disclosure according to Section 102 of the Companies Act, 2013:

Disclosure according to Section 102 of the Companies Act, 2013:	Disclosure according to Section 102 of the Companies Act, 2013:
(A) The nature of concern or interest, financial or otherwise, if any
Financial Concern or Interest of	Other Concern or Interest of
EveryDirector and Manager: None	EveryDirector and Manager: None
Everyother KeyManagerial Personnel: None	Everyother KeyManagerial Personnel: None
Relatives of the Directors, Managers and Key Managerial Personnel: None	Relatives of the Directors, Managers and Key Managerial Personnel: None
(B) Other information for members:	Issue Bonus Equity Shares of Rs. 10/- (Rupees Ten Only) each credited as fully paid up shares to eligible shareholder of the Companyin the

proportion of 2:1 i.e., 2 (Two) Bonus Equity Shares of Rs. 10 each for every 1 (One) fully paidup Equity Share of Rs. 10 (Rupees Ten Only) each.

By the Order of the Board For Network People Services Technologies Limited

Ashish Digitally signed by Ashish Aggarwal Aggar Date: 2023.12.26 wal 19:02:40 +05'30' Ashish Aggarwal

Joint Managing Director DIN: 06986812

Date: 26/12/2023 Place: Thane

ANNEXURE TO THE NOTICE

Details of Directors seeking appointment at the Extra Ordinary General Meeting in pursuance of provisions of the Companies Act, 2013 & Regulation 36 (3) of SEBI (Listing Obligations & Disclosure Requirements) Regulations, 2015.

ITEM NO. 4: APPOINTMENT OF MRS. SAVITA VASHIST (DIN: 08658850) AS EXECUTIVE DIRECTOR:

==> picture [468 x 499] intentionally omitted <==

----- Start of picture text -----

Reason for change Appointment
(Appointment/Resignation)
Name of Director Savita Vashist
DIN 08658850
Date of Appointment and Term Her appointment will be effective from 22 [nd] January, 2024
of Appointment
Designation Director
Address C – 2001, Fairfield CHS, Lodha Luxuria, Majiwada, Near Lodha
Paradise, Thane - 400 601, Maharashtra, India
Contact No. +91 9833010482
Email Id savita.vashist@npstx.com
Brief resume of the director Savita Vashist has spent the last 20 years developing new business,
driving complex tech solutions and improving reach of the
organizations she worked across North America and Europe
regions.
A strategic thinker and has been instrumental in the success and
growth of the business relationship in both Domestic and
International markets. Her clients included some of the world’s
most recognized brands. The products/ services she helped develop
today run in the several Fortune 500 organization across Travel,
Transportation, Logistics and Retail verticals
In the last 20 years in the sales and marketing role, Savita has
consistently bagged top awards for sales and solution performance.
Savita has a master’s degree in marketing from a reputed business
school in India and a bachelor’s degree in electronics and
telecommunication from University of Mumbai. She has held
leadership roles both at Sutherland and Kale Consultants, now
Accelya.
Nature of expertise in specific Business Development, Sales and Alliance
functional areas
----- End of picture text -----

Disclosure of relationships between directors inter se	Mrs. Savita Vashist is not related to any of the Director of the Company.
Name of the listed entities in which the person also holds directorship and the membership of committees of the board (along with listed entities from which the person has resigned in the past three years	NA
Information as required under Circular No. LIST/COMP/14/2018-19 and NSE/CML/2018/02 dated June 20, 2018 issued by the BSE and NSE, respectively.	The appointing Director is not debarred from holding office of director by virtue of any SEBI order or any other such authority.

By the Order of the Board For Network People Services Technologies Limited

Ashish Digitally signed by Ashish Aggarwal Aggar Date: 2023.12.26 wal 19:02:56 +05'30'

Ashish Aggarwal Joint Managing Director DIN: 06986812

Date: 26/12/2023 Place: Thane