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Paras Defence and Space Technologies Limited Proxy Solicitation & Information Statement 2025

Nov 18, 2025

59217_rns_2025-11-18_2cec0c8d-74e1-4340-8e31-a956a9981e1d.pdf

Proxy Solicitation & Information Statement

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November 18, 2025

BSE Limited National Stock Exchange of India Limited Phiroze Jeejeebhoy Towers, Exchange Plaza, Plot C/1, G Block, Dalal Street, Bandra - Kurla Complex, Fort, Mumbai - 400 001 Bandra - (East), Mumbai - 400 051 Scrip Code: 543367 Trading Symbol: PARAS

Dear Sir/Madam,

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

Pursuant to the Regulation 30 of SEBI (Listing Obligations and Disclosure Requirements) Regulations 2015, please find enclosed herewith a copy of Postal Ballot Notice dated November 13, 2025 (“Notice”), seeking approval of the members of the Company on the following resolution, by way of remote e-voting (“e-voting”).

  1. To approve re-appointment of Mr. Suresh Katyal (DIN:08979402) as Non-Executive Independent Director of the Company

In accordance with circulars issued by the Ministry of Corporate Affairs, from time to time, the postal ballot notice is being sent only in electronic form to Members whose email addresses are registered with Company/ Depositories/Registrar and Transfer Agent and whose names are recorded in the Register of Members / Register of Beneficial Owners as on the cut-off date i.e. Friday, November 07, 2025.

The Company has engaged the services of MUFG Intime India Private Limited (formerly known as Link Intime India Private Limited) (“MUFG”) to provide e-voting facility to its members. The voting rights of the Members shall be in proportion to their holding of Equity shares with the paid-up equity share capital of the Company as on Friday, November 07, 2025 (“cut-off date”). The remote e-voting period shall commence from Thursday, November 20, 2025 at 9:00 a.m. (IST) and end on Friday, December 19, 2025 at 5:00 p.m. (IST).

This Postal Ballot Notice will also be available on the Company’s website at www.parasdefence.com and on the website of MUFG at https://instavote.linkintime.co.in.

Kindly take the above information on record and acknowledge the receipt.

Thanking you,

For Paras Defence and Space Technologies Limited

JAJVALYA Digitally signed by JAJVALYA RAGHAVA RAGHAVAN Date: 2025.11.18 N 15:38:19 +05'30' ____ Jajvalya Raghavan Company Secretary and Compliance Officer M.No.: F11942

Encl.: as above

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POSTAL BALLOT NOTICE

[Notice pursuant to Sections 108 and 110 of the Companies Act, 2013, read with Rules 20 and 22 of the Companies (Management and Administration) Rules, 2014]

Dear Members,

Notice is hereby given to the Shareholders of PARAS DEFENCE AND SPACE TECHNOLOGIES LIMITED (the “Company” ), pursuant to Section 108 and Section 110 of the Companies Act, 2013 ( “the Act” ) read with Rule 20 and Rule 22 of Companies (Management and Administration) Rules, 2014, as amended ( “Management Rules” ) read with the Circular No. 14/2020 dated April 08, 2020, Circular No. 17/2020 dated April 13, 2020, Circular No. 20/2020 dated May 05 2020, Circular No. 22/2020 dated June 15, 2020, Circular No. 33/2020 dated September 28, 2020, Circular No. 39/2020 dated December 31, 2020, Circular No. 10/2021 dated June 23, 2021, Circular No. 20/2021 dated December 08, 2021, Circular No. 03/2022 dated May 5, 2022, Circular No. 10/2022 and 11/2022 dated December 28, 2022, Circular No. 09/2023 dated September 25, 2023, Circular No. 09/2024 dated September 19, 2024 and General Circular No. 03/2025 dated September 22, 2025 issued by the Ministry of Corporate Affairs ( “MCA” ) (hereinafter collectively referred to as “MCA Circulars” ), Secretarial Standard on General Meetings issued by the Institute of Company Secretaries of India (“SS-2”) and Regulation 44 of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 and other applicable provisions of the Act, rules, circulars and notifications issued thereunder (including any statutory modifications or re-enactment thereof for the time being in force and as amended from time to time), that the Resolution as set out in this Notice is proposed for approval by the Shareholders of the Company through Postal Ballot only by voting through electronic means ( “remote e-voting” ). Communication of assent or dissent of the Shareholders would take place only through the remote e-voting system.

In compliance with the aforesaid Circulars, this Postal Ballot Notice is being sent only through electronic mode to those Shareholders whose e-mail addresses are registered with the Company/Depositories. If your e-mail address is not registered with the Company/Depositories, please follow the process provided in the Notes.

SPECIAL BUSINESS:

ITEM NO. 1: RE-APPOINTMENT OF MR. SURESH KATYAL (DIN:08979402) AS NON-EXECUTIVE INDEPENDENT DIRECTOR OF THE COMPANY

To consider and, if thought fit, to pass the following resolution as Special Resolution :

“RESOLVED THAT pursuant to the provisions of Sections 149, 150, 152 and other applicable provisions of the Companies Act, 2013 (“the Act”), if any, read with Schedule IV to the Act, the Companies (Appointment and Qualifications of Directors) Rules, 2014 (including any statutory modification(s) or re-enactment(s) thereof for the time being in force), Regulation 17 and any other applicable provisions of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 (“Listing Regulations”), as amended from time to time, and pursuant to the recommendation of Nomination & Remuneration Committee and approval of Board of Directors, Mr. Suresh Katyal (DIN: 08979402), Non-Executive Independent Director of the Company, whose first term of office as Non-Executive Independent Director ends on January 04, 2026, has given his consent for re-appointment as Non-Executive Independent Director of the Company and has submitted a declaration that he meets the criteria of independence under Section 149(6) of the

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Act and the rules framed thereunder and Regulation 16(1)(b) of the Listing Regulations and in respect of whom the Company has received a notice in writing under Section 160 of the Act from a Member proposing his candidature and is eligible for re-appointment as Non-Executive Independent Director, be and is hereby re-appointed as Non-Executive Independent Director of the Company for a second term of five years commencing from January 05, 2026 to January 04, 2031, and whose office shall not be liable to retire by rotation.

RESOLVED FURTHER THAT any Director or Company Secretary of the Company be and is hereby severally authorized to do such acts, deeds and things, as may be necessary for compliance with the applicable laws and to file the aforesaid resolution with the Registrar of Companies and sign and issue a certified copy of the aforesaid resolution, whenever necessary.”

By Order of the Board of Directors For Paras Defence and Space Technologies Limited

Sd/-

Date: November 13, 2025 Place: Navi Mumbai

Jajvalya Raghavan Company Secretary and Compliance Officer M.No. F11942

Registered Office:

D - 112, TTC Industrial Area, MIDC, Nerul, Navi Mumbai – 400706 CIN: L29253MH2009PLC193352 Email: [email protected] Website: www.parasdefence.com Tel: +91 22 6919 9999 Fax: +91 22 6919 9990

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NOTES:

  1. The Explanatory Statement pursuant to Section 102 read with Section 110 of the Act along with details in terms of Regulation 36(3) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, stating all material facts and the reasons for the proposal set out above is annexed hereto.

  2. The Postal Ballot Notice is being sent to all the Members, whose names appear in the Register of Members / List of beneficial owners, received from National Securities Depository Limited (“NSDL”) and Central Depository Services India Limited (“CDSL”) as on close of the business hours on Friday, November 07, 2025 (“cut-off date”) and who have registered their email addresses with the Company or RTA or with the Depositories/ Depository Participants.

  3. Members who have not registered their e-mail address are requested to register/update their email address, in respect of electronic holdings with the Depository through the concerned Depository Participants by following due procedure.

  4. Likewise, the Members whose names appear as on the cut-off date will be considered for the purpose of voting and those who are not the Members on the said date shall treat this Notice for information purpose only. It is however, clarified that all the persons who are Members of the Company as on the cut-off date (including those Members who may not have received this Notice due to non-registration of their email ID with the Company or the Depositories/Depository Participants) shall be entitled to vote in relation to the resolution specified in this Notice.

  5. The Notice and Explanatory Statement with requisite enclosures, if any, have also been made available on the website of the Company i.e. https://www.parasdefence.com, website of the Stock Exchanges i.e. BSE Limited at www.bseindia.com and National Stock Exchange of India Limited at www.nseindia.com and on the website of Registrar and Share Transfer Agent of the Company i.e. MUFG Intime India Private Limited (formerly known as Link Intime India Private Limited) at [email protected]

  6. In compliance with Regulation 44 of SEBI Listing Regulations and pursuant to the provisions of Sections 108 and 110 of the Act read with the Rules framed thereunder and the MCA Circulars, the manner of voting on the proposed resolution is restricted only to e-voting i.e., by casting votes electronically instead of submitting the postal ballot form. Accordingly, the physical copy of the Notice along with the postal ballot form and the pre-paid business reply envelope are not being sent to the members. The communication of the assent or dissent of the members would only take place through the e-voting system. The Company has engaged the services of MUFG Intime India Private Limited (formerly known as Link Intime India Private Limited for this purpose.

  7. The e-voting period begins on Thursday, November 20, 2025 at 9:00 a.m. (IST) and will end on Fridday, December 19, 2025 at 5:00 p.m. (IST). During this period, Members of the Company, as on cut-off date i.e. Friday, November 07, 2025, may cast their vote electronically in the manner and process as set out hereinbelow. The e-voting module shall be disabled by MUFG Intime India Private Limited (formerly known as Link Intime India Private Limited) for voting thereafter. Once the vote on a resolution is cast by the Members, the Members shall not be allowed to change it subsequently.

  8. The Board of Directors of your Company has appointed Mr. Dinesh Kumar Deora (Membership No. FCS 5683, CP No. 4119) or failing him Mr. Tribhuwneshwar Kaushik (Membership No. FCS 10607, CP No. 16207), M/s. DM & Associates Company Secretaries LLP, Practicing Company Secretaries, Mumbai, as the Scrutiniser to conduct the Postal Ballot through remote e-voting process in a fair and transparent manner.

  9. The voting rights of Members shall be in proportion to their share of the paid-up equity share capital of the Company as on cut-off date.

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  1. A Member cannot exercise his/her/its vote by proxy on Postal Ballot.

  2. A Member need not use all his/her/its votes nor does he/she/it need to cast all his/her/its votes in the same way.

  3. The advertisement confirming dispatch of this Notice, by electronic mode, is also being published in the newspapers. Requisite related filings made with the Stock Exchange(s), are available on the website of the Company and can be accessed by the Members on the website of the Company at https://www.parasdefence.com.

  4. All the material documents referred to in the accompanying Notice are open for electronic inspection by the Members of the Company upto the closure of the remote e-voting period. Members seeking to inspect such documents can send an email to [email protected].

  5. Resolution passed by the Members through Postal Ballot is deemed to have been passed as if the same has been passed at a general meeting of the Members.

  6. The results of the Postal Ballot will be announced within two working days from the conclusion of remote e-voting by the Chairman or any other person authorised by him at the Registered Office of the Company and also by placing the same on the Company’s website: https://www.parasdefence.com and on the website of MUFG Intime India Private Limited (formerly known as Link Intime India Private Limited: https://instavote.linkintime.co.in and the results will simultaneously be communicated to the Stock Exchanges.

  7. The Scrutinizer's decision on the validity of e-voting shall be final and binding.

  8. Please mention your 16-digit Demat Account no. or Folio No., as the case may be, in all your communication with the Company or the RTA.

  9. The manner of voting remotely by Members is provided in the instructions given below.

19. Remote e-Voting Instructions for shareholders:

In terms of SEBI circular no. SEBI/HO/CFD/PoD2/CIR/P/2023/120 dated July 11, 2023, 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 correctly in their demat accounts to access e-Voting facility.

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

Individual Shareholders holding securities in demat mode with NSDL

METHOD 1 - NSDL IDeAS facility

Shareholders registered for NSDL IDeAS facility:

  • a) Visit URL: https://eservices.nsdl.com and click on “Beneficial Owner” icon under “IDeAS Login Section ”. b) Click on “Beneficial Owner” icon under “IDeAS Login Section”. c) Post 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.

  • d) Click on “MUFG InTime” or “evoting link displayed alongside Company’s Name” and you will be redirected to InstaVote website for casting the vote during the remote e-voting period.

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Shareholders not registered for NSDL IDeAS facility:

  • a) To register, visit URL: https://eservices.nsdl.com and select “Register Online for IDeAS Portal” or click on https://eservices.nsdl.com/SecureWeb/IdeasDirectReg.jsp

  • b) Enter 8-character DP ID, 8-digit Client ID, Mobile no. Verification code & click on “Submit”. c) Enter the last 4 digits of your bank account / generate ‘OTP’ d) Post successful registration, user will be provided with Login ID and password. Follow steps given above in points (a-d).

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METHOD 2 – NSDL e-voting website

  • a) Visit URL: https://www.evoting.nsdl.com

  • b) Click on the “Login” tab available under ‘Shareholder/Member’ section.

  • c) Enter User ID (i.e., your sixteen-digit demat account no. held with NSDL), Password/OTP and a Verification Code as shown on the screen.

  • d) Post successful authentication, you will be re-directed to NSDL depository website wherein you will be able to see e-Voting services under Value added services. Click on “Access to e-Voting” under e-Voting services.

  • e) Click on “MUFG InTime” or “evoting link displayed alongside Company’s Name” and you will be redirected to InstaVote website for casting the vote during the remote e-voting period.

METHOD 3 – NSDL OTP based login

  • a) Visit URL: https://eservices.nsdl.com/SecureWeb/evoting/evotinglogin.jsp

  • b) Enter your 8 - character DP ID, 8 - digit Client Id, PAN, Verification code and generate OTP. c) Enter the OTP received on your registered email ID/ mobile number and click on login.

  • d) Post successful authentication, you will be re-directed to NSDL depository website wherein you will be able to see e-Voting services under Value added services. Click on “Access to e-Voting” under e-Voting services.

  • e) Click on “MUFG InTime” or “evoting link displayed alongside Company’s Name” and you will be redirected to InstaVote website for casting the vote during the remote e-voting period.

Individual Shareholders registered with CDSL Easi/ Easiest facility

METHOD 1 – CDSL Easi/ Easiest facility

Shareholders registered for CDSL Easi/ Easiest facility:

  • a) Visit URL: https://web.cdslindia.com/myeasitoken/Home/Login or www.cdslindia.com & click on New System Myeasi Tab

  • b) Enter existing username, Password & click on “Login”.

  • c) Post successful authentication, user will be able to see e-voting option. The evoting option will have links of e-voting service providers i.e., MUFG InTime. Click on “MUFG InTime” or “evoting link displayed alongside Company’s Name” and you will be redirected to InstaVote website for casting the vote during the remote e-voting period.

Shareholders not registered for CDSL Easi/ Easiest facility:

  • a) To register, visit URL: https://web.cdslindia.com/myeasitoken/Registration/EasiRegistration / https://web.cdslindia.com/myeasitoken/Registration/EasiestRegistration

  • b) Proceed with updating the required fields.

  • c) Post registration, user will be provided username and password. Follow steps given above in points (a-c).

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METHOD 2 – CDSL e-voting page

  • a) Visit URL: https://www.cdslindia.com

  • b) Go to e-voting tab.

  • c) Enter 16-digit Demat Account Number (BO ID) and PAN No. and click on “Submit”.

  • d) System will authenticate the user by sending OTP on registered Mobile and Email as recorded in Demat Account

  • e) Post successful authentication, user will be able to see e-voting option. The evoting option will have links of e-voting service providers i.e., MUFG InTime. Click on “MUFG InTime” or “evoting link displayed alongside Company’s Name” and you will be redirected to InstaVote website for casting the vote during the remote e-voting period.

Individual Shareholders holding securities in demat mode with Depository Participant

Individual shareholders can also login using the login credentials of your demat account through your depository participant registered with NSDL / CDSL for e-voting facility.

  • a) Login to DP website

  • b) After Successful login, user shall navigate through “e-voting” option.

  • c) Click on e-voting option, user will be redirected to NSDL / CDSL Depository website after successful authentication, wherein user can see e-voting feature.

  • d) Post successful authentication, click on “Link InTime / MUFG InTime” or “evoting link displayed alongside Company’s Name” and you will be redirected to InstaVote website for casting the vote during the remote e- voting period.

Login method for shareholders holding securities in physical mode / Non-Individual Shareholders holding securities in demat mode

Shareholders holding shares in physical mode / Non-Individual Shareholders holding securities in demat mode as on the cut-off date for e-voting may register for InstaVote as under:

STEP 1: LOGIN / SIGNUP to InstaVote

Shareholders registered for INSTAVOTE facility:

  • a) Visit URL: https://instavote.linkintime.co.in & click on “Login” under ‘SHARE HOLDER’ tab.

  • b) Enter details as under:

    1. User ID: Enter User ID
  • Password: Enter existing Password

  • Enter Image Verification (CAPTCHA) Code

  • Click “Submit”.

(Home page of e-voting will open. Follow the process given under "Steps to cast vote for Resolutions”)

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Shareholders not registered for INSTAVOTE facility:

  • a) Visit URL: https://instavote.linkintime.co.in & click on “Sign Up” under ‘SHARE HOLDER’ tab & register with details as under:

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  1. User ID: Enter User ID

  2. 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.

  3. DOB/DOI: Enter the Date of Birth (DOB) / Date of Incorporation (DOI) (As recorded with your DP/Company

  4. in DD/MM/YYYY format)

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

  6. Shareholders holding shares in NSDL form, shall provide ‘D’ above

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

  8. Set the password of your choice.

  9. (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).

  10. Enter Image Verification (CAPTCHA) Code.

  11. Click “Submit” (You have now registered on InstaVote).

  12. Post successful registration, click on “Login” under ‘SHARE HOLDER’ tab & follow steps given above in points (a-b).

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STEP 2: Steps to cast vote for Resolutions through InstaVote

  • A. Post successful authentication and redirection to InstaVote inbox page, you will be able to see the “Notification for e-voting”.

  • B. Select ‘View’ icon. E-voting page will appear.

  • C. 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).

  • D. After selecting the desired option i.e. Favour / Against, click on ‘Submit’.

  • E. 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.

NOTE: Shareholders may click on “Vote as per Proxy Advisor’s Recommendation” option and view proxy advisor recommendations for each resolution before casting vote. “Vote as per Proxy Advisor’s Recommendation” option provides access to expert insights during the e-Voting process. Shareholders may modify their vote before final submission.

Once you cast your vote on the resolution, you will not be allowed to modify or change it subsequently.

Guidelines for Institutional shareholders (“Custodian / Corporate Body/ Mutual Fund”)

STEP 1 – Custodian / Corporate Body/ Mutual Fund Registration

  • A) Visit URL: https://instavote.linkintime.co.in

  • B) Click on “Sign Up” under “Custodian / Corporate Body/ Mutual Fund”

  • C) Fill up your entity details and submit the form.

  • D) A declaration form and organization ID is generated and sent to the Primary contact person email ID (which is filled at the time of sign up). The said form is to be signed by the Authorised Signatory, Director, Company Secretary of the entity & stamped and sent to [email protected].

  • E) Thereafter, Login credentials (User ID; Organisation ID; Password) is sent to Primary contact person’s email ID. (You have now registered on InstaVote)

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STEP 2 – Investor Mapping

  • A) Visit URL: https://instavote.linkintime.co.in and login with InstaVote Login credentials.

  • A) Click on “Investor Mapping” tab under the Menu Section

  • B) Map the Investor with the following details:

  • 1) ‘Investor ID’ – Investor ID for NSDL demat account is 8 Character DP ID followed by 8 Digit Client ID i.e., IN00000012345678; Investor ID for CDSL demat account is 16 Digit Beneficiary ID.

  • 2) ‘Investor’s Name - Enter Investor’s Name as updated with DP.

  • 3) ‘Investor PAN’ - Enter your 10-digit PAN.

  • 4) ‘Power of Attorney’ - Attach Board resolution or Power of Attorney.

NOTE: File Name for the Board resolution/ Power of Attorney shall be – DP ID and Client ID or 16 Digit Beneficiary ID.

Further, Custodians and Mutual Funds shall also upload specimen signatures.

  • A. Click on Submit button. (The investor is now mapped with the Custodian / Corporate Body/ Mutual Fund Entity). The same can be viewed under the “Report Section”.

STEP 3 – Steps to cast vote for Resolutions through InstaVote

The corporate shareholder can vote by two methods, during the remote e-voting period.

METHOD 1 - VOTES ENTRY

  • a) Visit URL: https://instavote.linkintime.co.in and login with InstaVote Login credentials.

  • b) Click on “Votes Entry” tab under the Menu section.

  • c) Enter the “Event No.” for which you want to cast vote.

  • Event No. can be viewed on the home page of InstaVote under “On-going Events”.

  • d) Enter “16-digit Demat Account No.” for which you want to cast vote.

  • e) 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).

  • f) 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.

METHOD 2 - VOTES UPLOAD

  • a) Visit URL: https://instavote.linkintime.co.in and login with InstaVote Login credentials.

  • b) After successful login, you will be able to see the “Notification for e-voting”.

  • c) Select “View” icon for “Company’s Name / Event number”.

  • d) E-voting page will appear.

  • e) Download sample vote file from “Download Sample Vote File” tab.

  • f) Cast your vote by selecting your desired option 'Favour / Against' in the sample vote file and upload the same under “Upload Vote File” option.

  • g) Click on ‘Submit’. ‘Data uploaded successfully’ message will be displayed.

  • (Once you cast your vote on the resolution, you will not be allowed to modify or change it subsequently).

Helpdesk:

Shareholders holding securities in physical mode / Non-Individual Shareholders holding securities in demat mode:

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Shareholders holding securities in physical mode / Non-Individual Shareholders holding securities in demat mode facing any technical issue in login may contact INSTAVOTE helpdesk by sending a request at [email protected] or contact on: - Tel: 022 – 4918 6000.

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 [email protected] call at :
022 - 4886 7000
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
[email protected] or contact at toll free no. 1800
22 55 33

Forgot Password:

Shareholders holding securities in physical mode / Non-Individual Shareholders holding securities in demat mode:

Shareholders holding securities in physical mode / Non-Individual Shareholders holding securities in demat mode have forgotten the USER ID [Login ID] or Password or both then the shareholder can use the “Forgot Password” option available on: https://instavote.linkintime.co.in

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

  • Click “forgot password?”

  • Enter User ID, select Mode and Enter Image Verification code (CAPTCHA).

  • Click on “SUBMIT”.

In case Custodian / Corporate Body/ Mutual Fund has forgotten the USER ID [Login ID] or Password or both then the shareholder can use the “Forgot Password” option available on: https://instavote.linkintime.co.in

▪ Click on ‘Login’ under “Custodian / Corporate Body/ Mutual Fund” tab

  • Click “forgot password?”

▪ Enter User ID, Organization ID and Enter Image Verification code (CAPTCHA). ▪ Click on “SUBMIT”.

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

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

Individual Shareholders holding securities in demat mode have forgotten the USER ID [Login ID] or Password or both, then the Shareholders are advised to use Forget User ID and Forget Password option available at above mentioned depository/ depository participants website.

General Instruction - Shareholders

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

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  • ❖ 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”.

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EXPLANATORY STATEMENT PURSUANT TO SECTION 102 AND 110 OF THE COMPANIES ACT, 2013:

The following Explanatory Statement pursuant to Section 102 and 110 of the Companies Act, 2013 (“Act”) sets out all material facts relating to the special business accompanying Notice of Postal ballot.

ITEM NO. 1:

RE-APPOINTMENT OF MR. SURESH KATYAL (DIN: 08979402) AS NON-EXECUTIVE INDEPENDENT DIRECTOR OF THE COMPANY

The Members of the Company at their Extra-Ordinary General Meeting held on January 05, 2021, had appointed Mr. Suresh Katyal (DIN: 08979402) as Non-Executive Independent Director of the Company for a term of five years commencing from January 05, 2021 to January 04, 2026 pursuant to the provisions of Section 149, 150, 152 and other applicable provisions of the Companies Act, 2013 (“the Act”) and the Rules framed thereunder and the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 (“Listing Regulations”). Thus, the current term of Mr. Suresh Katyal as Non-Executive Independent Director of the Company ends on January 04, 2026.

Pursuant to Section 149 read with Schedule IV to the Act and Regulation 25 read with Schedule II of the Listing Regulations, Independent Director can hold office for a term of five years on the Board of a Company, and he/she shall be eligible for re-appointment for further period of five years on passing of a Special Resolution by the Company. However, no Independent Director shall hold office for more than two consecutive terms of five years.

The Nomination and Remuneration Committee (“NRC”), after considering the performance evaluation of Mr. Suresh Katyal during his first term of five years and considering his skills, background, experience, integrity, knowledge, contributions and time commitment, has recommended to the Board his reappointment for a second term of five years. The NRC and the Board are of the view that Mr. Suresh Katyal possesses the requisite skills and capabilities, which would be of benefit to the Company, and hence, it is desirable to reappoint him as Non-Executive Independent Director.

In the opinion of the Board, Mr. Suresh Katyal fulfils the conditions specified in the Act and Listing Regulations for his re-appointment as Non-Executive Independent Director of the Company. The Company has received a notice in writing by a member proposing his candidature under Section 160(1) of the Act. Further, Mr. Suresh Katyal have given declarations to the Board of Directors to the effect that he meets the criteria of independence as provided in the Act and Listing Regulations and that he is not disqualified from being appointed as Director in terms of Section 164 of the Act nor debarred from holding the office of Director by virtue of any SEBI order or any other authority. In terms of Regulation 25(8) of the Listing Regulations, Mr. Suresh Katyal has confirmed that he is not aware of any circumstance or situation which exists or may be reasonably anticipated that could impair or impact his ability to discharge his duties.

Accordingly, the Board of Directors at its meeting held on November 13, 2025, based on the recommendation of the NRC, proposed the re-appointment of Mr. Suresh Katyal as Non-Executive Independent Director of the Company for a second term of five consecutive years commencing from January 05, 2026 to January 04, 2031, for the approval of the Members by way of a Special Resolution and his office shall not be liable to retire by rotation.

Further, brief profile and other disclosures, as required under Regulation 36 of the Listing Regulations and Secretarial Standard – 2 issued by the Institute of Company Secretaries of India, are annexed to this Notice.

None of the Directors or Key Managerial Personnel or their relative(s) is / are in any way concerned or interested, in passing of the above-mentioned resolution except to the extent of their directorships and shareholding in the Company (if any).

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Accordingly, consent of the Members is sought for passing a Special Resolution as set out at Item No. 1 of this Notice, in relation to the details as stated above and thus the Board of Directors recommends the said Resolution for the approval of the Members of the Company as a Special Resolution.

By Order of the Board of Directors For Paras Defence and Space Technologies Limited

Sd/-

Date: November 13, 2025 Place: Navi Mumbai

Jajvalya Raghavan Company Secretary and Compliance Officer M.No. F11942

Registered Office:

D - 112, TTC Industrial Area, MIDC, Nerul, Navi Mumbai – 400706. CIN: L29253MH2009PLC193352

Email: [email protected] Website: www.parasdefence.com Tel: +91 22 6919 9999 Fax: +91 22 6919 9990

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ANNEXURE

DETAILS OF THE DIRECTOR SEEKING RE-APPOINTMENT THROUGH POSTAL BALLOT

[Pursuant to Regulation 36(3) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 and Secretarial Standard - 2 on General Meetings issued by the Institute of Company Secretaries of India]

Name of Director Suresh Katyal
DIN 08979402
Date of Birth April 03, 1956
Age 69 years
Date of first appointment on the
Board
January 05, 2021
Qualifications 1. B.Sc. Electronics and Electrical engineering from Punjab
Engineering College, Chandigarh.
2. M.B.A. from Punjab University.
Experience,
Brief
Resume,
Expertise,
Skills
and
Capabilities
Mr. Suresh Katyal holds a bachelor’s degree of science in
engineering and a master’s degree in business administration from
Punjab University. He has 38 years of experience of working with
Bharat Electronics Limited and has worked in different areas of
product assurance, quality control, testing, telecom and broadcasting
and defence. He has been on the Board since January 05, 2021. He
adds significant value to the company's Board. His vast experience,
particularly in defence-related sector, makes him an asset for
advising on projects involving technology, compliance, and product
quality. In addition to his technical expertise, his degree in
management provides him with a broader perspective on business
strategy, operations and financial matters, further enhancing his
contributions to the Board. His independent status ensures that he
can provide objective advice and oversight, playing a key role in
shaping the company's growth and navigating complex challenges.
Terms
&
Conditions
of
appointment
As mentioned in explanatory statement annexed to the notice
Details of remuneration last
drawn
Only sitting fees for attending the Board and Committee Meetings, as
determined by the Board and within the permissible limits was paid.
Remuneration proposed to be
paid
He shall be paid sitting fees for attending the Board and Committee
Meetings as determined by the Board and within the permissible
limits
No. of shares held in the
Company as on date of this
notice.
Nil
Relationship
with
other
Directors/
Key
Managerial
Personnel
Not related to any Director / Key Managerial Personnel
No. of Board Meetings attended/
held
during
Financial
Year
(2025-26)
No. of Board Meetings held as on date of this Notice: 7
No. of Board Meetings Attended:7
Chairman/
Member
of
the
Committee of the Board of
Directors of our Company as on
date of this notice
Audit Committee (Member)
Nomination and Remuneration Committee (Member)
Stakeholders Relationship Committee (Member)
Directorship
in
other
Companies
None
Membership
of
Committees/Chairmanship
in
other Companies
None

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Listed entities from which
the Director has resigned
from Directorship in last
three (3) years
None
Summary of Performance
Evaluation of Independent
Director
The Independent Directors are specifically evaluated on following
parameters in addition to general evaluation parameters which are
common for evaluation of all Directors:
a.
Maintenance of independence and no conflict of interest.
b.
Exercise of objective independent judgment in the best interest
of the Company.
c.
Ability to contribute to and monitor corporate governance
practice; and
d.
Adherence to the code of conduct for independent directors.
The performance evaluation of Independent Directors is done by
the Board of Directors and Nomination and Remuneration
Committee (NRC). As per the evaluation, the performance of Mr.
Suresh Katyal, meets expectations.

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