Pansari Developers Limited — AGM Information 2024

Sep 3, 2024

Digitally signed by MAHESH MAHESH KUMAR KUMAR AGARWAL AGARWAL Date: 2024.09.03 17:19:51 +05'30'

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Pansari Developers Limited CIN : L72200WB1996PLC079438 Registered office: 14, N.S. Road , 4[th] Floor, Kolkata-700001 Tel: 033-40050500/01; E-mail: cs@pansaridevelopers.com; Website: www.pansaridevelopers.com Notice of 28[th] Annual General Meeting of Pansari Developers Limited

NOTICE TO THE MEMBERS

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NOTICE is hereby given that the 28[th ] Annual General Meeting of the Members of the Company will be held at the registered office of the Company situated at 14, N.S. Road, 4[th ] Floor, Kolkata – 700001 on Friday, the 27[th] day of September 2024, at 2.00 P.M. to transact the following business:

ORDINARY BUSINESS:

1. To receive, consider and adopt:

• a. the Audited Standalone Financial Statementsof the Company for the financial year endedMarch 31, 2024 together with the Reports of theBoard of Directors and Auditors thereon.

• b. the Audited Consolidated Financial Statementsof the Company for the financial year endedMarch 31, 2024 together with the reports ofAuditors thereon.

2. Re-appointment of Mr. Mahesh Kumar Agarwal as Director

To appoint a Director in place of Mr. Mahesh Kumar Agarwal(DIN:00480731) who retires by rotation at this Annual General Meeting and being eligible, offers himself for re-appointment.

3. Re-appointment of statutory Auditors

To re-appoint M/s. Garv & Associates, chartered Accountants as statutory Auditors of the company by passing the following resolution as an Ordinary Resolution.

“RESOLVED THAT pursuant to Sections 139, 142 and other applicable provisions, if any, of the Companies Act, 2013 read with the Companies (Audit and Auditors) Rules, 2014 [including any statutory modification(s) or re-enactment(s) thereof for the time being in force] and pursuant to the recommendation of the Audit Committee and Board of Directors of the Company M/s.Garv & Associates , Chartered Accountants (Firm Registration No. 301094E) be and are hereby re-appointed as the statutory Auditors of the company to hold office from conclusion of this 28[th ] Annual General Meeting of the company till conclusion of 29[th] Annual General Meetingto be held in the year 2025 at a remuneration to be fixed by the Board of Directors of the company in consultation with the Auditors.

By Order of the Board For PANSARI DEVELOPERS LIMITED

Registered Office: 14, N.S. Road, 4th Floor Kolkata-700 001

Mahesh Kumar Agarwal (Managing Director)

(DIN: 00480731)

Dated:30[th] August, 2024

NOTES:

1. A MEMBER ENTITLED TO ATTEND AND VOTE AT THE ANNUAL GENERALMEETING (HEREIN AFTER REFERRED TO AS ‘THE MEETING’) IS ENTITLEDTO APPOINT A PROXY TO ATTEND AND VOTE INSTEAD OF HIMSELF/HERSELF AND THE PROXY NEED NOT BE A MEMBER OF THE COMPANY. THE INSTRUMENT APPOINTING THE PROXY SHOULD, HOWEVER, BE DEPOSITEDAT THE REGISTERED OFFICE OF THE COMPANY NOT LESS THAN FORTY EIGHTHOURS BEFORE THE COMMENCEMENT OF THE MEETING.

A person can act as a proxy on behalf of members not exceeding fifty and holding in the aggregate not more than ten percent of the total share capital of the Company carrying voting rights. A member holding more than ten percent of the total share capital of the Company and carrying voting rights may appoint a single person as proxy and such person shall not act as a proxy for any other person or shareholder. Proxy form and attendance slip is enclosed herewith.

1. The Register of Members and Share Transfer books of the Company shall remain closed from 21[st] September 2024 to till 23[th] September 2024(both days inclusive).

2. A route map giving directions to reach the venue of the 28[th] Annual General Meeting is enclosed for the convenience of the Members.

3. The Notice of 28[th] Annual General Meeting and the Annual Report 2023-24of the Company, circulated to the members of the Company, will be made available on the Company’s website at www.pansaridevelopers.com.

4. Members holding shares in dematerialized mode are requested to intimate all changes with respect to their bank details, mandate, nomination, power of attorney, change of address, e-mail address, change in name etc. to their Depository Participant. These changes will be automatically reflected in the Company’s records which will help the Company to provide efficient and better service to the members.

5. Information pursuant to Regulation 36(3) of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 regarding Directors seeking appointment/re-appointment at the Meeting is provided as an annexure hereto.

6. Corporate Members intending to send their authorized representatives to attend the Meeting pursuant to Section 113 of the Companies Act, 2013 are requested to send to the Company, a certified copy of the relevant Board Resolution together with their respective specimen signatures authorizing their representative(s) to attend on their behalf at the Meeting.

7. The Business set out in the notice will be transacted through electronic voting system and the company is providing facility for voting by electronic means.Instructions and other information relating to e-voting are given in this notice under Note No. 18.

8. The Register of Directors and Key Managerial Personnel and their Shareholding maintained under Section 170 of the Act, and the Register of Contracts or Arrangements in which the directors are interested, maintained under Section 189 of the Act, and relevant documents referred to in the Notice or explanatory statement will be available electronically for inspection by the Members.

9. The Company has appointed Mr. Prakash Kumar Shaw, Practicing Company Secretary (Membership No. 32895 and CP No. 16239) as Scrutinizer for conducting the e-voting process in fair and transparent manner.Copy of the notice (Annual Report) has been placed on the website of the Company viz. www.pansaridevelopers.com and on website of Linkin Time India Pvt. Ltd. The result of voting will be announced by the Chairman of the Meeting on or after the 28th Annual General Meeting to be held on Friday, 27[th] September, 2024. The result of the voting will be communicated to the Stock Exchange and will be placed on the website of the Company atwww.pansaridevelopers.com.

10. 11.The voting period begins on 10:00 a.m. on Tuesday, 24[th] September 2024 and ends at 5:00 p.m. on Thursday, 26[th] September, 2024. During this period shareholders' of the Company, holding shares either in physical form or in dematerialized form, as on the cut-off date 20[th] September,2024 may cast their vote electronically. The e-voting module shall be disabled by Link Intime India Private Limited (LIIPL) for voting thereafter.

11. 12.Shareholders seeking any information with regard to Accounts are requested to write to the Company at least one week in advance so as to enable the management to keep the information ready.

12. 13.Members attending the Annual General Meeting are requested to bring with them the following: (a) DP & Client ID Numbers or Folio Numbers (b) Attendance Slip and (c) Copy of the Annual Report and Notice, as no copies thereof would be distributed at the Meeting.

13. Members holding shares in single name and physical form are advised to make nomination in respect of their shareholding in the Company.

14. Copies of Annual Report for 2023-24 are being sent to all the Members whose email Ids are registered with the Depository Participants for communication purposes unless any member has requested for a hard copy of the same.

15. All the documents referred to in the accompanying Notice shall be open for inspection by the Members at the Registered Office of the Company on all working days between 10:00 A.M. to 1:00 P.M.

16. As per the SEBI circular dated December 9, 2020, individual shareholders holding securities in demat mode can register directly with the depository or will have the option of accessing various ESP portals directly from their demat accounts.TheCompany is offering remote e-voting facility as an alternate, to all the shareholders of the Company to cast their votes electronically on all resolutions set forth in the Notice here in for this purpose, Linkintime: InstaVote shall provide facility for Remote E-voting to enable the Shareholders to cast their votes electronically.

Remote E-Voting Instructions For Shareholders

As per the SEBI circular dated December 9, 2020, individual shareholders holding securities in demat mode can register directly with the depository or will have the option of accessing various ESP portals directly from their demat accounts.

Login method for Individual shareholders holding securities indemat mode is given below:

1. Individual Shareholders holding securities in demat mode with NSDL

2. Existing IDeAS user can visit the e-Services website of NSDL viz... https://eservices.nsdl.comeither 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 name i.e.LINKINTIME and you will be re-directed to “InstaVote” website for casting your vote during the remote e-Voting period.

3. 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

4. Visit the e-Voting website of NSDL. Open web browser by typing the following URL: https://eservices.nsdl.com either on a personal computer or on a mobile. Once the home page of e-Voting system is launched, click on the icon "Login" which is available under 'Shareholder/Member' section. A new screen will open. You will have

to enter your User ID (i.e.your sixteen-digit demat account number hold with NSDL), Password/OTP and a Verification Code as shown on the screen. After successful authentication, you will be redirected to NSDL Depository site wherein you can see e-Voting page. Click on company name or e-Voting service provider name i.e.LINKINTIMEand you will be redirected to “InstaVote” website for casting your vote during the remote e-Voting period.

1. Individual Shareholders holding securities in demat mode with CDSL

2. Existing users who have opted for Easi / Easiest, can login through their user id and password. Option will be made available to reach e-Voting page without any further authentication.TheURL for users to login to Easi / Easiest are https://web.cdslindia.com/myeasi/home/login or www.cdslindia.comand click on New System Myeasi.

3. After successful login of Easi/Easiest the user will be able to see the E Voting Menu. The Menu will have links of e-Voting service provider i.e.LINKINTIME. Click on LINKINTIMEand you will be redirected to “InstaVote” website for casting your vote during the remote e-Voting period.

4. If the user is not registered for Easi/Easiest, option to register is available at https://web.cdslindia.com/myeasi/Registration/EasiRegistration

5. Alternatively, the user can directly access e-Voting page by providing demat account number and PAN No. from a link in www.cdslindia.comhome 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.LINKINTIME. Click on LINKINTIME and you will be redirected to “InstaVote” website for casting your vote during the remote e-Voting period.

6. Individual Shareholders (holding securities in demat mode) login through their depositoryparticipants. 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 name i.e. LINKINTIMEand you will be redirected to “InstaVote” website for casting your vote during the remote e-Voting period.

Login method for Individual shareholders holding securities in physical form is given below: Individual Shareholders of the company, holding shares in physical form as on the cut-off date for e- voting may register for e-Voting facility of Link Intime as under:

1. Open the internet browser and launch the URL: https://instavote.linkintime.co.in

2. Click on “ Sign Up ” under ‘ SHARE HOLDER ’ tab and register with your following details:

A. User ID : Shareholdersholding shares in physical form shall provide Event No + Folio Number registered with the Company.

B. PAN : Enter your 10-digit Permanent Account Number (PAN) (Shareholders who have not updated their PAN with the Depository Participant (DP)/ Company shall use the sequence number provided to you, if applicable.

C. DOB/DOI : Enter the Date of Birth (DOB) / Date of Incorporation (DOI) (As recorded with your DP / Company - in DD/MM/YYYY format)

D. Bank Account Number : Enter your Bank Account Number (last four digits), as recorded with your DP/Company.

*Shareholders/ members holding shares in physical form but have not recorded ‘C’ and ‘D’, shall provide their Folio number in ‘D’ above

▶Set the password of your choice (The password should contain minimum 8 characters, at least one special Character (@!#$&*), at least one numeral, at least one alphabet and at least one capital letter).

• ▶Click “confirm” (Your password is now generated).

• Click on ‘Login’ under ‘ SHARE HOLDER’ tab.

• Enter your User ID, Password and Image Verification (CAPTCHA) Code and click on ‘ Submit ’.

Cast your vote electronically:

1. After successful login, you will be able to see the notification for e-voting. Select ‘ View icon.

2. E-voting page will appear.

3. Refer the Resolution description and cast your vote by selecting your desired option ‘ Favour / Against’ (If you wish to view the entire Resolution details, click on the ‘View Resolution’ file link).

4. After selecting the desired option i.e. Favour / Against, click on ‘Submit’. A confirmation box will be displayed. If you wish to confirm your vote, click on ‘ Yes ’, else to change your vote, click on ‘No’ and accordingly modify your vote.

Guidelines for Institutional shareholders:

Institutional shareholders (i.e. other than Individuals, HUF, NRI etc.) and Custodians are required to log on the e-voting system of LIIPL at https://instavote.linkintime.co.inand register themselves as ‘ Custodian / Mutual Fund / Corporate Body’ . They are also required to upload a scanned certified true copy of the board resolution /authority letter/power of attorney etc. together with attested specimen signature of the duly authorised representative(s) in PDF format in the ‘ Custodian / Mutual Fund / Corporate Body ’ login for the Scrutinizer to verify the same.

Helpdesk for Individual Shareholders holding securities in physical mode/ Institutional shareholders :

Shareholders facing any technical issue in login may contact Link Intime INSTAVOTE helpdesk by sending a request at enotices@linkintime.co.inor contact on: - Tel: 022 – 4918 6000.

Helpdesk for Individual Shareholders holding securities in demat mode:

Individual Shareholders holding securities in demat mode may contact the respective helpdesk for any technical issues related to login through Depository i.e. NSDL and CDSL.

Login type	Helpdesk details
Individual Shareholders holding securities in demat mode with NSDL	Members facing any technical issue in login can contact NSDL helpdesk by sending a request at evoting@nsdl.co.in or call at 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 22- 23058542-43.

Individual Shareholders holding securities in Physical mode has forgotten the password:

If an Individual Shareholders holding securities in Physical mode has forgotten the USER ID [Login ID] or Password or both then the shareholdercan use the “Forgot Password” option available on the e- Voting website of Link Intime: https://instavote.linkintime.co.in

o Click on‘ Login ’ under ‘ SHARE HOLDER ’ tab and further Click ‘ forgot password ?’

o Enter User ID, select Mode and Enter Image Verification code (CAPTCHA). Click on “SUBMIT”.

In case shareholders are having valid email address, Password will be sent to his / her registered e- mail address. Shareholderscan set the password of his/her choice by providing the information about the particulars of the Security Question and Answer, PAN, DOB/DOI, Bank Account Number (last four digits) etc. as mentioned above. The password should contain minimum 8 characters, at least one special character (@!#$&*), at least one numeral, at least one alphabet and at least one capital letter.

User ID for Shareholders holding shares in Physical Form (i.e. Share Certificate): Your User ID is Event No +Folio Number registered with the Company.

Individual Shareholders holding securities in demat mode with NSDL/ CDSL has forgotten the password :

Shareholderswho are unable to retrieve User ID/ Password are advised to use Forget User ID and Forget Password option available at abovementioned depository/ depository participants website.

• It is strongly recommended not to share your password with any other person and take utmost care to keep your password confidential.

• For shareholders/ members holding shares in physical form, the details can be used only for voting on the resolutions contained in this Notice.

• During the voting period, shareholders/ members can login any number of time till they have voted on the resolution(s) for a particular “Event”.

The Company is offering remote e-voting facility as an alternate, to all the shareholders of the Company to cast their votes electronically on all resolutions set forth in the Notice here in for this purpose, Linkin Time: InstaVote shall provide facility for Remote E-voting to enable the Shareholders to cast their votes electronically. Remote E-voting is optional.

By Order of the Board For PANSARI DEVELOPERS LIMITED

Registered Office: 14, N.S. Road, 4th Floor

Mahesh Kumar Agarwal Kolkata-700 001 (Managing Director) Date: 30[th] August, 2024 (DIN: 00480731)

Information of the Directors offering themselves for appointment / re-appointment, pursuant to the provisions of Regulation 36(3) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015

Name of Director		Mr. Mahesh Kumar Agarwal (DIN No.: 00480731)
Date of Birth		04/12/1970
Qualification		B. Com
Expertise in specific functional areas		He has over 20 years of experience in construction and real estate development.
Brief Profile		Mr Mahesh Kumar Agarwal is the Chairman and Managing Director of our Company. He holds a Bachelor of Commerce degree. He has been associated with our company since 2003. He has more than 20 years of experience in construction and real estate development and, within a short span created the brand ‘Purti’ by completing prestigious projects in Kolkata, West Bengal. He is instrumental in taking major policy decisions for the company. He plays a vital role in identifying, developing and formulating business strategies and effective implementation of the same. He is engaged in developing business plans and preparing comprehensive business reports. Under his guidance, our company has witnessed continuous growth.
Listed entities in which the Director also holds directorship and membership of Committees of board of such entities		Director: Pansari Developers Limited Audit Committee: Pansari Developers Limited
Relationships between directors_inter-se_		Relative of Mr. Ankit Agarwal, Whole Time Director and Mrs. Kavita Agarwal, CFO
Shareholding in the Company		6,36,000 Equity Shares

By Order of the Board For PANSARI DEVELOPERS LIMITED

Mahesh Kumar Agarwal Kolkata (Managing Director) Date: 30[th] August, 2024 (DIN: 00480731)