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Paras Defence and Space Technologies Limited — Proxy Solicitation & Information Statement 2025
May 8, 2025
59217_rns_2025-05-08_76cd5e03-fdcc-4331-9ec1-7d3a3f4e477d.pdf
Proxy Solicitation & Information Statement
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May 08, 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 April 30, 2025 (“Notice”), seeking approval of the members of the Company on the following resolution, only by way of remote e- voting (“e-voting”).
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Approval for Sub-division/ Split of existing 1 (one) Equity Share of face value of Rs. 10/(Rupees Ten Only) each fully paid up into 2 (two) Equity Shares of face value of Rs. 5/(Rupees Five Only) each fully paid up
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Approval for alteration of Capital Clause of the Memorandum of Association 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, May 02, 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, May 02, 2025 (“cut-off date”). The remote e-voting period shall commence from Friday, May 09, 2025 at 9:00 a.m. (IST) and end on Saturday, June 07, 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 [email protected]
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 RAGHAV RAGHAVAN Date: 2025.05.08 AN 12:52:59 +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 Sections 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 and Circular No. 09/2024 dated September 19, 2024 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: APPROVAL FOR SUB-DIVISION/ SPLIT OF EXISTING 1 (ONE) EQUITY SHARE OF FACE VALUE OF RS. 10/- (RUPEES TEN ONLY) EACH FULLY PAID UP INTO 2 (TWO) EQUITY SHARES OF FACE VALUE OF RS. 5/- (RUPEES FIVE ONLY) EACH FULLY PAID UP
To consider and, if thought fit, to pass the following resolution as an Ordinary Resolution :
“RESOLVED THAT pursuant to the provisions of Section 61 and all other applicable provisions, if any, of the Companies Act, 2013 and the Rules made thereunder (including any statutory modification(s) or re-enactment thereof for the time being in force), applicable provisions of the Securities Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 (including any statutory modifications or reenactments thereof, for the time being in force) and in accordance with the Articles of Association of the Company and subject to receipt of such other approvals, consents and permissions as may be required from concerned statutory/regulatory authority(ies) and subject to such other conditions and modifications as may be prescribed or imposed while granting such approvals, the approval of the Members of the Company be and is hereby accorded for the sub-division / split of 1 (One) Equity Share of the Company of the face value of Rs. 10/- (Rupees Ten Only) each fully paid up into 2 (Two) Equity Shares of the Company of face value of Rs. 5/- (Rupees Five Only) each fully paid up.
RESOLVED FURTHER THAT pursuant to the sub-division/split of the Equity Shares of the Company, all the equity shares of Rs. 10/- (Rupees Ten Only) each, consisting in the Authorised Share Capital, Issued, Subscribed and Paid up share capital shall stand sub-divided/split into 2 (Two) Equity Shares of face value of Rs. 5/- (Rupees Five Only) each, from the record date as may be fixed by the Board of Directors of the Company (which expression shall also include a Committee thereof) in this behalf and shall rank pari passu in all respects with and carry the same rights as the existing fully paid Equity Shares of Rs.10/- (Rupees Ten Only) each of the Company.
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RESOLVED FURTHER THAT upon sub-division/split of equity shares as aforesaid and with effect from the Record Date, the equity shares held in dematerialized form, the number of sub-divided/split equity shares shall be credited proportionately into the respective beneficiary demat account(s) of the Members held with their depository participants, in lieu of the existing credits present in their respective beneficiary demat accounts, before sub-division.
RESOLVED FURTHER THAT the Board be and is hereby authorized to make appropriate adjustments to ensure fair and reasonable adjustment to the entitlement of the participants under the “Paras Defence ESOP 2024” of the Company due to sub-division/split of equity shares as aforesaid to the outstanding stock options (whether vested or unvested as on the Record Date) in accordance with the SEBI (Share Based Employee Benefits and Sweat Equity) Regulations, 2021, as amended from time to time.
RESOLVED FURTHER THAT the Board be and is hereby authorized to do all such acts, deeds, matters and things, to give such directions as they may in their absolute discretion deem necessary, proper or desirable, to settle any question, difficulty that may arise with regard to the sub-division/split of the equity shares as aforesaid and to carry out/execute all matters in connection therewith and incidental thereto in order to give full effect to this resolution including execution and filing of all the relevant documents with the Registrar of Companies, Stock Exchanges, Depositories and other appropriate authorities in due compliance of the applicable rules and regulations, without seeking any further consent or approval of the Members.”
ITEM NO. 2 – APPROVAL FOR ALTERATION OF CAPITAL CLAUSE OF THE MEMORANDUM OF ASSOCIATION OF THE COMPANY
To consider and, if thought fit, to pass the following resolution as an Ordinary Resolution :
“RESOLVED THAT pursuant to the provisions of Sections 13, 61 and other applicable provisions of the Companies Act, 2013, if any, read with relevant Rules made thereunder (including any statutory modifications or re-enactments thereof, for the time being in force), applicable provisions of the Securities Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 (including any statutory modifications or re-enactments thereof, for the time being in force) and in accordance with the Articles of Association of the Company and subject to receipt of such other approvals, consents and permissions as may be required from concerned Statutory/Regulatory Authority(ies) and subject to such other conditions and modifications as may be prescribed and on recommendation of the Board of Directors of the Company (hereinafter referred to as “the Board”, which expression shall include any Committee of the Board of Directors), approval of the Members of the Company be and is hereby accorded to delete the existing Clause V of the Memorandum of Association of the Company in entirety and insert the following new Clause V:
V. The Authorised Share Capital of the company is Rs. 60,50,00,000/- (Rupees Sixty Crores and Fifty Lakhs Only) divided into 1210,00,000 (Twelve Crore Ten Lakhs) Equity Shares of Rs. 5/- each .
RESOLVED FURTHER THAT the Board be and is hereby authorized to do all such acts, deeds, matters and things, to give such directions as they may in their absolute discretion deem necessary, proper or desirable, to settle any question, difficulty that may arise and to carry out/execute all matters in connection therewith and incidental thereto in order to give full effect to this resolution including execution and filing of all the relevant documents with the Registrar of Companies, Stock Exchanges, Depositories and other appropriate authorities, in due compliance of the applicable rules and regulations, without seeking any further consent or approval of the Members.”
By Order of the Board of Directors For Paras Defence and Space Technologies Limited
Date: April 30, 2025 Place: Navi Mumbai
Sd/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:
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The Explanatory Statement pursuant to Section 102 and other applicable provisions of the Act read with the Rules, setting out all material facts relating to the resolutions mentioned in this Postal Ballot Notice is annexed and forms part of this Postal Ballot Notice.
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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, May 02, 2025 (“cut-off date”) and who have registered their email addresses with the Company or RTA or with the Depositories/ Depository Participants.
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.
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.
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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]
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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.
The e-voting period begins on Friday, May 09, 2025 at 9:00 a.m. (IST) and will end on Saturday, June 07, 2025 at 5:00 p.m. (IST). During this period, Members of the Company, as on cut-off date i.e. Friday, May 2, 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.
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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.
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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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A Member cannot exercise his/her/its vote by proxy on Postal Ballot.
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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.
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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.
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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].
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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.
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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.
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The Scrutinizer's decision on the validity of e-voting shall be final and binding.
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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.
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The manner of voting remotely by Members is provided in the instructions given below.
16. 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 - Individual Shareholders registered with NSDL IDeAS facility
Shareholders who have registered for NSDL IDeAS facility:
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a) Visit URL: https://eservices.nsdl.com and click on “Beneficial Owner” icon under “Login”. b) Enter User ID and Password. Click on “Login” c) 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.
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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 who have not registered for NSDL IDeAS facility:
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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
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b) Proceed with updating the required fields.
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c) Post successful registration, user will be provided with Login ID and password.
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d) After successful login, you will be able to see e-Voting services under Value added services. Click on “Access to e- Voting” under e-Voting services.
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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 2 - Individual Shareholders directly visiting the e-voting website of NSDL
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a) Visit URL: https://www.evoting.nsdl.com
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b) Click on the “Login” tab available under ‘Shareholder/Member’ section. c) Enter User ID (i.e., your sixteen-digit demat account number held with NSDL), Password/OTP and a Verification Code as shown on the screen.
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a) 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.
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b) 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 CDSL
METHOD 1 – Individual Shareholders registered with CDSL Easi/ Easiest facility
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Shareholders who have registered/ opted for CDSL Easi/ Easiest facility:
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a) Visit URL: https://web.cdslindia.com/myeasitoken/Home/Login or www.cdslindia.com. b) Click on New System Myeasi Tab
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c) Login with existing my easi username and password
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d) After successful login, user will be able to see e-voting option. The evoting option will have links of e-voting service providers i.e., MUFG InTime, for voting during the remote e-voting period.
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e) 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.
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Shareholders who have not registered for CDSL Easi/ Easiest facility:
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a) To register, visit URL: https://web.cdslindia.com/myeasitoken/Registration/EasiRegistration / https://web.cdslindia.com/myeasitoken/Registration/EasiestRegistration
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b) Proceed with updating the required fields.
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c) Post registration, user will be provided username and password.
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d) After successful login, user able to see e-voting menu.
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e) 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.
METHOD 2 - Individual Shareholders directly visiting the e-voting website of CDSL
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a) Visit URL: https://www.cdslindia.com b) Go to e-voting tab.
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c) Enter Demat Account Number (BO ID) and PAN No. and click on “Submit”.
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d) System will authenticate the user by sending OTP on registered Mobile and Email as recorded in Demat Account e) After 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.
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.
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a) Login to DP website
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b) After Successful login, user shall navigate through “e-voting” option.
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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.
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d) After 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:
a) Visit URL: https://instavote.linkintime.co.in Shareholders who have not registered for INSTAVOTE facility:
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b) Click on “Sign Up” under ‘SHARE HOLDER’ tab and register with your following details:
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A. User ID:
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NSDL demat account – User ID is 8 Character DP ID followed by 8 Digit Client ID. CDSL demat account – User ID is 16 Digit Beneficiary ID.
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Shareholders holding shares in physical form – User ID is Event No + Folio Number registered with the Company.
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B. PAN:
Enter your 10-digit Permanent Account Number (PAN)
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(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 holding shares in_ _NSDL form** , shall provide ‘D’ above
** Shareholders holding shares in_ _physical form** but have not recorded ‘C’ and ‘D’, shall provide their Folio number in ‘D’ above
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❖ 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).
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❖ Enter Image Verification (CAPTCHA) Code ❖ Click “Submit” (You have now registered on InstaVote). Shareholders who have registered for INSTAVOTE facility:
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c) Click on “Login” under ‘SHARE HOLDER’ tab.
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A. User ID: Enter your User ID B. Password: Enter your Password C. Enter Image Verification (CAPTCHA) Code D. Click “Submit”
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d) Cast your vote electronically:
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A. After successful login, you will be able to see the “Notification for e-voting”. B. Select ‘View’ icon.
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C. E-voting page will appear. D. 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).
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E. 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 (“Custodian / Corporate Body/ Mutual Fund”)
STEP 1 – Custodian / Corporate Body/ Mutual Fund Registration
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a) Visit URL: https://instavote.linkintime.co.in
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b) Click on “Sign Up” under “Custodian / Corporate Body/ Mutual Fund” c) Fill up your entity details and submit the form.
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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].
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e) Thereafter, Login credentials (User ID; Organisation ID; Password) is sent to Primary contact person’s email ID. (You have now registered on InstaVote)
STEP 2 – Investor Mapping
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a) Visit URL: https://instavote.linkintime.co.in and login with InstaVote Login credentials.
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b) Click on “Investor Mapping” tab under the Menu Section c) Map the Investor with the following details:
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A. ‘Investor ID’ –
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i. NSDL demat account – User ID is 8 Character DP ID followed by 8 Digit Client ID i.e., IN00000012345678 ii. CDSL demat account – User ID is 16 Digit Beneficiary ID.
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B. ‘Investor’s Name - Enter Investor’s Name as updated with DP.
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C. ‘Investor PAN’ - Enter your 10-digit PAN.
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D. ‘Power of Attorney’ - Attach Board resolution or Power of Attorney. *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.
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E. 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 – Voting through remote e-voting
The corporate shareholder can vote by two methods, during the remote e-voting period.
METHOD 1 - VOTES ENTRY
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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”.
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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).
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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.
OR
METHOD 2 - VOTES UPLOAD
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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.
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e) Download sample vote file from “Download Sample Vote File” tab.
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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.
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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:
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 bysendinga request [email protected] or 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 [email protected] contact at toll free no. 1800 22 55 33 |
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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
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Click on “Login” under ‘SHARE HOLDER’ tab.
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Click “forgot password?”
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Enter User ID, select Mode and Enter Image Verification code (CAPTCHA).
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▪ 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.
User ID:
NSDL demat account – User ID is 8 Character DP ID followed by 8 Digit Client ID. CDSL demat account – User ID is 16 Digit Beneficiary ID. Shareholders holding shares in physical form – User ID is Event No + Folio Number registered with the Company.
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
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Click on ‘Login’ under “Custodian / Corporate Body/ Mutual Fund” tab
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Click “forgot password?”
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Enter User ID, Organization ID and Enter Image Verification code (CAPTCHA).
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▪ 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 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.
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❖ 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.
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❖ 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 NOS. 1 & 2:
The equity shares of the Company are listed and traded on the National Stock Exchange of India Limited and BSE Limited. In order to enhance liquidity of the Company’s equity shares and to encourage greater participation of retail investors by making equity shares of the Company more affordable and attractive to invest, the Board of Directors of the Company in their meeting held on April 30, 2025, considered and approved, subject to the approval of Members of the Company and statutory authorities (if any), the sub-division/split of the existing equity shares of the Company, such that one equity share having face value of Rs. 10/- (Rupees Ten only) each fully paid-up, be sub-divided/split into two number of equity shares having face value of Rs. 5/- (Rupees Five only) each fully paid-up, ranking paripassu with each other in all respects with effect from the Record Date (“Record Date”) to be determined by the Board of Directors for this purpose.
The sub-division/split of equity shares would inter alia require appropriate adjustments to be made by the Board to ensure fair and reasonable adjustment to the entitlement of the participants under the ‘Paras Defence ESOP 2024” of the Company, with respect to outstanding stock options (whether vested or unvested as on the Record Date) in accordance with the Securities and Exchange Board of India (Share Based Employee Benefits and Sweat Equity) Regulations, 2021, as amended from time to time.
The sub-division/split of equity shares of the Company as aforesaid would require consequential alteration to the existing Capital Clause i.e. Clause V of the Memorandum of Association (“MOA”) of the Company. There will not be any change in the amount of authorized, subscribed, issued and paid-up share capital of the Company on account of sub-division/split of equity shares. Further, such sub-division/split shall not be construed as reduction in share capital of the Company i.e. in compliance of the applicable provisions of the Companies Act, 2013 (“Act”) and other applicable regulations/ provisions in this regard.
In terms of the provisions of Sections 13 and 61 of the Companies Act, 2013, approval of the Members of the Company is sought by way of Ordinary Resolution for sub-division/split of equity shares and consequential alteration to Capital Clause (Clause V) of Memorandum of Association of the Company.
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 resolutions except to the extent of their directorships and shareholding in the Company, if any.
Accordingly, consent of the Members is sought for passing an Ordinary Resolution as set out at Item Nos. 1 & 2 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 Ordinary Resolutions.
By Order of the Board of Directors For Paras Defence and Space Technologies Limited
Sd/-
Date: April 30, 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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