Palash Securities Limited — AGM Information 2021

Aug 1, 2021

PALASH SECURITIES LIMITED CIN — L74120UP2015PLC069675 REGD. OFFICE - P.O. HARGAON, DIST SITAPUR (U.P.), PIN — 261 121 Phone No. (05862) 256220-221; Fax No.: (05862) 256 225 E-mail — palashsecurities@birlasugar.org; Website-www.birla-sugar.com Sub: Intimation of Annual General Meeting and Book Closure

Ist August, 2021

The Secretary The Dy. General Manager National Stock Exchange of India Ltd. Corporate Relationship Department Exchange Plaza, 5th Floor BSE Ltd. Plot No. C/1, G Block 1st Floor, New Trading Ring, Bandra- Kurla Complex, Bandra (E) Rotunda Building Mumbai 400 051 P.J. Towers, Dalal Street, Fort

Mumbai-400 001

Symbol : PALASHSECU Stock Code : 540648

Dear Sirs,

The 7th Annual General Meeting ('AGM') of the Company will be held on Wednesday, 25th August, 2021 via Video Conferencing / Other Audio - Visual Means, in accordance with the relevant circulars issued by the Ministry of Corporate Affairs and the Securities and Exchange Board of India, in view of the prevailing COVID-19 pandemic.

Pursuant to Regulation 42 of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015, we hereby inform you that the Register of Members and Share Transfer Books of the Company will remain closed from Thursday, 19th August, 2021 to Wednesday, 25th August, 2021 (both days inclusive) for taking record of the members of the Company for the purpose of ensuing 7th Annual General Meeting of the Company, being convened on Wednesday, 25th August, 2021. Copy of Notice convening the AGM is enclosed herewith for your records.

The Cut-off date for ascertaining the members who shall be eligible to cast vote through the process of e-voting on the resolutions covered by the aforesaid AGM Notice is 18th August, 2021. We are also arranging to upload the Notice of AGM on the Company's website www. birlasugar.com/www.palashsec.com.

Kindly take the same on your record and display the same on your website.

Thanking You,

Yours faithfully, For Palash Securities Limited

\

ayurl Raja Company Secretary ACS: 2602?

Encl: a/a

PALASH SECURITIES LIMITED

CIN : L74120UP2015PLC069675

Registered Office: P.O. Hargaon, Dist. Sitapur (U.P.), Pin - 261 121 Email: palashsecurities@birlasugar.org Website: www.birla-sugar.com Phone (05862) 256220 Fax (05862) 256225

NOTICE

Notice is hereby given that the 7th Annual General Meeting (AGM) of the members of PALASH SECURITIES LIMITED will be held on Wednesday, 25th August, 2021 at 11 A.M., through Video Conferencing ("VC") / Other Audio Visual Means ("OAVM"), to transact the following businesses:

ORDINARY BUSINESS

1. To receive, consider and adopt:

• a) the Audited Standalone Financial Statements of the Company for the year ended 31st March, 2021 and the Reports of the Directors and Auditors thereon.
• b) the Audited Consolidated Financial Statements of the Company for the year ended 31st March, 2021 and the Reports of the Auditors thereon.
• To appoint a Director in place of Mrs Shalini Nopany (DIN: 00077299) who retires by rotation and, being eligible, seeks re-appointment.

To reappoint the Statutory Auditors of the Company:

RESOLVED THAT pursuant to Sections 139, 142 of the Companies Act, 2013 ("Act") and other applicable provisions, if any, of the said Act and Companies (Audit and Auditors) Rules, 2014 made thereunder and other applicable rules, if any, under the said Act (including any statutory modification(s) or re-enactment thereof for the time being in force) M/s. Agrawal Subodh & Co., Chartered Accountants (Registration No. 319260E), be and are hereby re-appointed as the Statutory Auditors of the Company for another term of 5 years commencing from the conclusion of this Annual General Meeting till the conclusion of the twelfth Annual General Meeting at a remuneration to be fixed by the Audit Committee and/or Board of Directors of the Company, in addition to the re-imbursement of applicable taxes and actual out of pocket and travelling expenses incurred in connection with the audit of the accounts of the Company.

By Order of the Board of Directors For Palash Securities Limited

Mayuri Raja Place: Kolkata Company Secretary

Dated : 12th May, 2021 ACS 26022

NOTES:

• 1. In view of the massive outbreak of the COVID-19 pandemic, the Ministry of Corporate Affairs ("MCA") has, vide its circular dated January 13, 2021 read together with circulars dated April 8, 2020, April 13, 2020 and May 5, 2020 (collectively referred to as "MCA Circulars"), permitted convening the Annual General Meeting ("AGM'" / "Meeting") through Video Conferencing ("VC") or Other Audio Visual Means ("OAVM"), without physical presence of the members at a common venue. In accordance with the MCA Circulars, provisions of the Companies Act, 2013 ("the Act") and the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 ("SEBI Listing Regulations"), the AGM of the Company is being held through VC / OAVM. The deemed venue for the AGM shall be the Registered Office of the Company.
• The relevant details, pursuant to Regulations 26(4) and 36(3) of the SEBI Listing Regulations and Secretarial Standard on General Meetings issued by the Institute of Company Secretaries of India, in respect of Director seeking re-appointment at this AGM is annexed.
• In terms of the MCA Circular No. 14/2020 dated April 08, 2020 and SEBI Circular No. SEBI/HO/CFD/CMD1/CIR/P/2020/79 dated May 12, 2020, the requirement of sending Proxy Forms to holders of securities as per provisions of Section 105 of the Act read with Regulation 44(4) of the SEBI Listing Regulations, has been dispensed with. Therefore, the facility to appoint Proxy by the members will not be available and consequently, the Proxy Form and Attendance Slip are not annexed to this notice convening the 7th AGM of the

NOTICE

Company (the "notice"). However, the Body Corporates are entitled to appoint authorised representatives to attend the AGM through VC/OAVM and participate there at and cast their votes through e-voting.

The statement pursuant to Section 102(1) of the Companies Act, 2013 ("Act") is given below and forms part hereof.

• 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 AGM 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 goeenkamohan@gmail.com with a copy marked to evoting@nsdl.co.in.
• The Share Transfer Books and Register of Members of the Company will remain closed from Thursday, 19th August, 2021 to Wednesday, 25th August, 2021 (both days inclusive) for the purpose of the AGM
• 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 Registrars and Transfer Agents, Link Intime India Private Limited ("RTA") for assistance in this regard.
• 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 RTA in case the shares are held by them in physical form.
• 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, IFSC code, etc., to their DPs in case the shares are held by them in electronic form and to RTA in case the shares are held by them in physical form.
• As per the provisions of Section 72 of the Act, the facility for making nomination is available for the Members in respect of the shares held by them. Members who have not yet registered their nomination are requested to register the same by submitting Form No. SH-13. Members are requested to submit the said details to their DP in case the shares are held by them in electronic form and to RTA in case the shares are held in physical form.
• In case of joint holders, the Member whose name appears as the first holder in the order of names as per the Register of Members of the Company will be entitled to vote at the AGM.
• Members seeking any information with regard to the accounts or any matter to be placed at the AGM, are requested to write to the Company on or before 18th August, 2021 through email on palashsecurities@birlasugar.org. The same will be replied by the Company suitably.
• In compliance with the MCA Circulars and SEBI Circular dated January 15, 2021 read with Circular dated May 12, 2020, Notice of the AGM along with the Annual Report 2020-21 is being sent only through electronic mode to those Members whose e-mail address is registered with the Company/ Depository Participants. Members may note that the Notice and Annual Report 2020-21 will also be available on the Company's website www.birla-sugar.com/ www.palashsec.com, websites of the Stock Exchanges, that is, BSE Limited and National Stock Exchange of India Limited at www.bseindia.com and www.nseindia.com, respectively, and on the website of NSDL https://www.evoting.nsdl.com
• Members attending the AGM through VC / OAVM shall be counted for the purpose of reckoning the quorum under Section 103 of the Act.
• . The Register of Directors and Key Managerial Personnel and their Shareholding at the AGM, maintained under Section 170 of the Companies Act, 2013, shall be available for electronic inspection by the members during the AGM. All documents referred to in the Notice shall also be available for electronic inspection. Members seeking to inspect such documents can send an email to palashsecurities@birlasugar.org
• 1. Since the AGM will be held through VC / OAVM, the Route Map is not annexed in this Notice.
• 1. The Members can join the AGM 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 AGM 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 AGM without restriction on account of first come first served basis..

VOTING THROUGH ELECTRONIC MEANS

• In compliance with the provisions of Section 108 of the Act, read with Rule 20 of the Companies (Management and Administration) Rules, 2014, as amended from time to time, and Regulation 44 of the SEBI Listing Regulations, the Members are provided with the facility to cast their vote electronically, through the e-voting services provided by NSDL, on all the resolutions set forth in this Notice. The instructions for e-voting are given herein below:
• The remote e-voting period commences on Saturday, 21st August, 2021 (9:00 a.m. IST) and ends on Tuesday, 24th August, 2021 (5:00 p.m. IST).

During this period, Members holding shares either in physical form or in dematerialized form, as on Wednesday, 18th August, 2021 i.e. cut-off date, may cast their vote electronically. The e-voting module shall be disabled by NSDL for voting thereafter. Those Members, who will be present in the AGM through VC / OAVM facility 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 AGM.

• The Board of Directors has appointed Mr Mohan Ram Goenka (Membership No. FCS 4515), Practicing Company Secretary as the Scrutinizer to scrutinize the voting during the AGM and remote e-voting process in a fair and transparent manner.
• The Members who have cast their vote by remote e-voting prior to the AGM may also attend/ participate in the AGM through VC / OAVM but shall not be entitled to cast their vote again.
• The voting rights of Members shall be in proportion to their shares in the paid-up equity share capital of the Company as on the cut-off date.
• Vi. Any person, who acquires shares of the Company and becomes a Member of the Company after sending of the Notice and holding shares as of the cut-off date, may obtain the login ID and password by sending a request at evoting@nsdl.co.in. However, if he/she is already registered with NSDL for remote e-voting then he/she can use his/her existing User ID and password for casting the vote.
• VIL. In line with the Ministry of Corporate Affairs (MCA) Circular No. 17/2020 dated April 13, 2020, the Notice calling the AGM has been uploaded on the website of the Company at www.birla-sugar.com / www.palashsec.com. The Notice can also be accessed from the website of BSE Ltd and the National Stock Exchange Ltd and the AGM Notice is also available on the website of NSDL (agency for providing the Remote e-Voting facility) i.e. www.evoting.nsdl.com.
• Vill. AGM will be convened through VC/OAVM in compliance with applicable provisions of the Companies Act, 2013 read with MCA Circular No. 02/2021 dated January 13 2021, MCA Circular No. 14/2020 dated April 08, 2020 and MCA Circular No. 17/2020 dated April 13, 2020 and MCA Circular No. 20/2020 dated May 05, 2020.

THE INSTRUCTIONS FOR MEMBERS FOR REMOTE E-VOTING ARE AS UNDER:-

The remote e-voting period begins on Saturday, 21st August, 2021 at 9:00 A.M. and ends on Tuesday, 24th August, 2021 at 5:00 P.M. The remote e-voting module shall be disabled by NSDL for voting thereafter. The Members, whose names appear in the Register of Members / Beneficial Owners as on the record date (cut-off date) i.e. Wednesday, 18th August, 2021 may cast their vote electronically. The voting right of shareholders shall be in proportion to their share in the paid-up equity share capital of the Company as on the cut-off date, being Wednesday, 18th August, 2021.

How do! 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

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.

NOTICE
A)	Login method for Individual shareholders holding securities in demat mode is given below:
Type of shareholders	Login Method
Individual Shareholders holding 1.		Existing IDeAS user can visit the e-Services website of NSDL Viz. https://eservices.nsdl.com either on a Personal
securities in demat mode withNSDL.		Computer or on a mobile. On the e-Services home page click on the "Beneficial Owner" icon under "Login" whichis 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 serviceprovider 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 or joining virtual meeting & voting during the meeting.
	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
	3.	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. Youwill 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 serviceprovider 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.
	4.code mentioned below for seamless voting experience.	Shareholders/Members can also download NSDL Mobile App "NSDL Speede" facility by scanning the QR
	{0App Store	Google Play
Individual Shareholders holding	=	Existing users who have opted for Easi / Easiest, they can login through their user id and password. Option
securities in demat mode with		will be made available to reach e-Voting page without any further authentication. The URL for users to login
CDSL	System Myeasi.	to Easi / Easiest are https://veb.cdslindia.com/myeasi/home/login or www.cdslindia.com and click on New
	2.	After successful login of Easi/Easiest the user will be also able to see the E Voting Menu. The Menu will have
	If the user is not	links of e-Voting service provider i.e. NSDL. Click on NSDL to cast your vote.registered for Easi/Easiest, option to register is available at https://veb.cdslindia.com/
	3.myeasi/Registration/EasiRegistration
	4.	Alternatively, the user can directly access e-Voting page by providing demat Account Number and PANNo. from a link in 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
		provided links for the respective ESP i.e. NSDL where the e-Voting is in progress.Individual Shareholders (holding You can also login using the login credentials of your demat account through your Depository Participant registered with
		mode) NSDL/CDSL for e-Voting facility. upon logging in, you will be able to see e-Voting option. Click on e-Voting option, you
dematsecuritiesin		depository 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
throughlogintheir
participants	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 detailsMembers facing any technical issue in login can contact NSDLIndividual Shareholders holding securities in demat mode with NSDL helpdesk by sending a request at evoting@nsdl.co.in or call at tollfree no.: 1800 1020 990 and 1800 22 44 30

A) Login method for Individual shareholders holding securities in demat mode is given below:

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

Individual Shareholders holding securities in demat mode with NSDL helpdesk by sending a request at evoting@nsdl.co.in or call at toll	Members facing any technical issue in login can contact NSDL
Individual Shareholders holding securities in demat mode with CDSL helpdesk by sending a request at helpdesk.evoting@cdslindia.com	Members facing any technical issue in login can contact CDSL

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 ona mobile.
• Once the home page of e-Voting system is launched, click on the icon "Login" which is available under 'Shareholder/Member' section.
• Anew 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/ withyour 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.
• Your User ID details are given below:

		PALASH SECURITIES LIMITED
		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?
		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 ona mobile.	Once the home page of e-Voting system is launched, click on the icon "Login" which is available under 'Shareholder/Member' section.
		Anew 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/ withyour 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.
	Your User ID details are given below:
	Manner of holding shares i.e. Demat	Your User ID is:
	(NSDL or CDSL) or PhysicalForMembers who hold shares in	8 Character DP ID followed by 8 Digit Client ID
a)	demat account with NSDL.	For example if your DP ID is IN300*** and Client ID is 12****** then your user ID is
b)	For Members who hold shares indemat account with CDSL.	16 Digit Beneficiary IDFor example if your Beneficiary ID is 12************** then your user ID is1 DERERRER REE ERER
c)	ForMembers holding shares inPhysical Form.	EVEN Number followed by Folio Number registered with the companyFor example if folio number is 001*** and EVEN is 101456 then user ID is101456001***

• Your password details 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) Howto 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
• 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 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.
  • 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.
• 1. 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 General Meeting'.
  • 1. Nowyou are ready for e-Voting as the Voting page opens.

• 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.

• 1. Upon confirmation, the message "Vote cast successfully" will be displayed.

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

• 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 goenkamohan@gmail.com with a copy marked to evoting@nsdl.co.in.
• 1. Any person holding shares in physical form and non-individual shareholders, who acquires shares of the Company and becomes member of the Company after the notice is send through e-mail and holding shares as of the cut-off date i.e. Wednesday, 18th August, 2021 may obtain the login ID and password by sending a request at evoting@nsdl.co.in or Issuer/RTA. However, if you are already registered with NSDL for remote e-voting, then you can use your existing user ID and password for casting your vote. If you forgot your password, you can reset your password by using "Forgot User Details/Password" or "Physical User Reset Password" option available on www.evoting.nsdl.com or call on toll free no. 1800 1020 990 and 1800 22 44 30. In case of Individual Shareholders holding securities in demat mode who acquires shares of the Company and becomes a Member of the Company after sending of the Notice and holding shares as of the cut-off date i.e. Wednesday, 18th August, 2021 may follow steps mentioned in the Notice of the AGM under Step 1 "Access to NSDL e-Voting system'(Above).
• 1. 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.
• 1. Incase 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 toll free no.: 1800 1020 990 and 1800 22 44 30 or send a request to to Mr. Amit Vishal, Senior Manager and /or Ms. Pallavi Mhatre, Manager at 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 e mail ids for e-voting for the resolutions set out in this notice:

• 1. Incase 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), Aadhaar (self attested scanned copy of Aadhaar Card) by email to palashsecurities@birlasugar.org
• 1. 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), Aadhaar (self attested scanned copy of Aadhaar Card) to palashsecurities@birlasugar.org. 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.
• 1. 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.

THE INSTRUCTIONS FOR MEMBERS FOR e-VOTING ON THE DAY OF THE AGM ARE AS UNDER:-

• 1. The procedure for e-Voting on the day of the AGM is same as the instructions mentioned above for remote e-voting.
• 1. Only those Members/ shareholders, who will be present in the AGM 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 AGM.
• 1. | Members who have voted through Remote e-Voting will be eligible to attend the AGM. However, they will not be eligible to vote at the AGM.
• The details of the person who may be contacted for any grievances connected with the facility for e-Voting on the day of the AGM shall be the same person mentioned for Remote e-voting.

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

• 1. Member will be provided with a facility to attend the 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 General 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. Ltd and National Stock Exchange Ltd where the shares of the Company are listed.
• 1. Members are encouraged to join the Meeting through Laptops for better experience.

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

• 1. 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.
• 1. Shareholders who would like to express their views/ask questions during the meeting may register themselves as a speaker may send their request mentioning their name, demat account number/folio number, email id, mobile number at palashsecurities@birlasugar.org latest by 5 p.m. (IST) on Wednesday, 18th August, 2021.
• 1. 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 palashsecurities@birlasugar.org latest by 5 p.m. (IST) on Wednesday, 18th August, 2021.The same will be replied by the company suitably.

• Those shareholders who have registered themselves as a speaker will only be allowed to express their views/ask questions during the meeting.

• 1. When a pre-registered speaker is invited to speak at the meeting but he / she does not respond, the next speaker will be invited to speak. Accordingly, all speakers are requested to get connected to a device with a video/ camera along with good internet speed.
• 1. The Company reserves the right to restrict the number of questions and number of speakers, as appropriate, for smooth conduct of the AGM.
• 1. Members who need assistance before or during the AGM, can contact Mr. Amit Vishal, Senior Manager, NSDL and / or Ms. Pallavi Mhatre, Manager, NSDL at evoting@nsdl.co.in or call 1800 1020 990 / 1800 22 44 30.

Other Instructions

• 1. The Scrutinizer shall, immediately after the conclusion of voting at the AGM, first count the votes cast during the AGM, thereafter unblock the votes cast through remote e-voting and make, not later than two working days of conclusion of the AGM, a consolidated Scrutinizer's Report of the total votes cast in favour or against, if any, to the Chairman or a person authorised by him in writing, who shall countersign the same.
• 1. The result declared along with the Scrutinizer's Report shall be placed on the Company's website www.birla-sugar.com / www.palashsec. com. and on the website of NSDL https://www.evoting.nsdl.com immediately. The Company shall simultaneously forward the results to BSE

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

Item No. 3

M/s Agrawal Subodh & Co., Chartered Accountants, (Firm Registration No: 319260E), were appointed as the Statutory Auditors of the Company by the Members at the 2nd Annual General Meeting (AGM) of the Company held on September 12, 2016 to hold office as the Statutory Auditors of the Company from the conclusion of such AGM till the conclusion of the 7th AGM of the Company to be held in the year 2021, subject to ratification of their appointment at every AGM. However, since the first prorision to Section 139(1) has been omitted by the Companies Amendment Act, 2011 with effect from 7th May, 2018, the ratification of such appointment at every AGM is not requried.

Accordingly, their present term gets completed on conclusion of this AGM in terms of the said approval and Section 139 of the Companies Act, 2013 ('the Act') read with the Companies (Audit and Auditors) Rules, 2014. The Board of Directors of the Company ('the Board'), on the recommendation of the Audit Committee ('the Committee'), recommended for the approval of the Members, the re-appointment of M/s Agrawal Subodh & Co., Chartered Accountants, as the Auditors of the Company for another period of 5 years from the conclusion of this AGM till the conclusion of the 12th AGM to be held in the year 2026 as set out in the Resolution relating to their re-appointment.

M/s Agrawal Subodh & Co. have given their consent to act as the Auditors of the Company and have confirmed that the said appointment, if made, will be in accordance with the conditions prescribed under Sections 139 and 141 of the Act.

None of the Directors and/or Key Managerial Personnel of the Company or their relatives is, in any way, concerned or interested, financially or otherwise, in this resolution. This statement may also be regarded as an appropriate disclosure under the Listing Regulations.

The Board of Directors recommends the Ordinary Resolution set out in Item no. 3 for your approval

NOTICE

Particulars of Directors seeking appointment/re-appointment at the Annual General Meeting

NOTICE
	Particulars of Directors seeking appointment/re-appointment at the Annual General Meeting
Name	Mrs. Shalini Nopany
Date of Birth	13.03.1968
Brief Profile covering experience		Mrs. Shalini Nopany, holds a Honours Degree in Bachelor of Commerce from University of Delhiand Masters of Business Administration from the University of Pittsburgh, USA. She is an eminent
		business personality and due to her wide experience in the field of business administration occupies
	position of Director in several companies including with Indian Chamber of Commerce.
Date of Appointment	02.08.2016
Remuneration last drawn (FY 2020-21) Refer Corporate Goverance Report
No of meetings of the Board attended 4 (Four)
during the financial year (2020-21)	Name of Company(ies)	Committee Memberships, if any with position
Other Directorships	Indian Chamber of Commerce Calcutta
	SCM Investment & Trading Co Limited
	SIL Investments Limited	Corporate Social Responsibility Committee-Member@
	Gladiolus Traders Private Limited
	RTM Investment & Trading Co. Limited
	Sidh Enterprises Limited
	New India Retailing & Investment Limited	Stakeholders' Relationship Committee- Member@
		Nomination & Remuneration Committee-Member@
	Nilgiri Plantations LimitedLa Monde Trading & Investment Private

By Order of the Board of Directors For Palash Securities Limited

Mayuri Raja

Place: Kolkata Company Secretary Dated : 12th May, 2021 ACS 26022