Permanent Magnets Ltd. — AGM Information 2024

Jul 16, 2024

PERMANENT MAGNETS LIMITED

B-3, MIDC, Village Mira, Mira Road East, Thane - 401107, Maharashtra, India

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Phone : +91-22-68285454 Facsimile : +91-22-29452128 Email : sales@pmlindia.com Website : www.pmlindia.com

Date : July 16, 2024

To, Corporate Relationship Department The Bombay Stock Exchange Limited Phiroze Jeejeebhoy Tower, Dalal Street, Mumbai - 400 001

Scrip Code : 504132

Subject : Notice of 63[rd] Annual General Meeting

Dear Sir/Madam,

This is to inform you that the 63[rd] Annual General Meeting (AGM) of the members of the Company will be held on Friday, August 09, 2024 at 2.30 p.m. through Video Conference/Other Audio Visual means (“VC/ OAVM”).

The Notice of AGM has also been uploaded on the Company’s website at – https://www.pmlindia.com/pages/investors

This is for your information and records.

Thanking you,

Yours Faithfully,

FOR PERMANENT MAGNETS LIMITED

RACHANA Digitally signed by RACHANA PARESH PARESH SAWANT Date: 2024.07.16 SAWANT 14:32:02 +05'30' RACHANA RANE COMPANY SECRETARY

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Regd Office: Harsh Avenue, 302, 3[rd] Floor, opp. Silvassa Police Station, Silvassa Vapi Main Road, Silvassa- 396 230. Dadra and Nagar Haveli (U.T.)

(All correspondence has to be made at our Mira Road address only)

CIN-L27100DN1960PLC000371

NOTICE is hereby given that the 63[rd] Annual General Meeting of the Members of Permanent Magnets Limited will be held on Friday, August 09, 2024 at 2.30 p.m. (IST) through Video Conferencing (“VC”)/Other Audio-Visual Means (“OAVM”) without the physical presence of the Members at a common venue to transact the businesses mentioned below.

ORDINARY BUSINESS:

1. To receive, consider and adopt the Audited (Standalone Year ended March 31, 2024 and the Reports of the Board of Directors and Auditors thereon.

2. Appointment of Nirmal Kumar Jain (DIN: 00019442) as an Independent Director of the Company

Special Resolution:

• `1.80/- per equity shares,

• To appoint a director in place of Mukul Taparia (DIN: 00318434), who retires by rotation and being eligible, offers his candidature for re-appointment.

SPECIAL BUSINESS:

1. To approve the continuation of Directorship of Girish Desai (DIN: 01056763) who will attain age of Seventy Five (75) years on January 21, 2025.

Special Resolution :

“ RESOLVED THAT pursuant to regulation 17(1A) of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 (including any statutory being in force), and based on the recommendation of the Nomination and Remuneration Committee and the Board of Directors, consent of members of the Company be and is hereby accorded for continuation of Girish Desai (DIN: 01056763) as a Non-Executive Non-Independent Director of the Company, who shall liable to retire by rotation, notwithstanding he is attaining the age of Seventy Five (75) years on January 21, 2025.

RESOLVED FURTHER THAT the Board of Directors of the Company or any Key Managerial Personnel of the Company for the time being are hereby severally authorised to do all acts, deeds, matters or things and take such steps as may be necessary, expedient or desirable to give effect to this Resolution.”

“ RESOLVED THAT pursuant to the provisions of Sections 149, 150, 152, 161, Schedule IV and other applicable provisions of the Companies Act, 2013 (“the Act”) read with the Rules framed thereunder, and other applicable provisions of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, (“the Listing Regulations”) [including any statutory time being in force], and Articles of Association of the Company, and on recommendation of the Nomination and Remuneration Committee and that of the Board, to seek consent of Members of the Company to appoint Nirmal Kumar Jain (DIN: 00019442), as an Independent Director with effect from August 09, 2024, who meets the criteria for independence under Section 149(6) of the Act and the Rules made thereunder and Regulation 16(1)(b) of the Listing Regulations and in respect of whom the Company has received a notice in writing from a member under Section 160 of the Act, be and is hereby appointed as an Independent Director of the Company for a period of 5 (Five) years till August 08, 2029, and that he shall not be liable to retire by rotation.

RESOLVED FURTHER THAT pursuant to Regulation 17(1A) of the SEBI Listing Regulations, approval of the Members of the Company be and is hereby also granted for continuation of Directorship of Nirmal Kumar Jain (DIN: 00019442) as an independent director notwithstanding that he attained the age of above 75 years.

RESOLVED FURTHER THAT the Board of Directors of the Company or any Key Managerial Personnel of the Company for the time being are hereby severally authorised to do all acts, deeds, matters or things and take such steps as may be necessary, expedient or desirable to give effect to this Resolution.”

By Order of the Board of Directors For Permanent Magnets Limited

Place: Thane Date: May 16, 2024

Sd/Rachana Rane Company Secretary

Plot No. B-3, MIDC Industrial Area, Village Mira, Mira Road – 401107, Dist. Thane.

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• a. The Ministry of Corporate Affairs (“MCA”) has vide its General Circular Nos. 14/2020 dated April 08, 2020 and on passing of ordinary and special resolutions by companies under the Companies Act, 2013 and the rules made thereunder on account of the threat posed by “COVID-19”, General Circular Nos. 20/2020 dated May 05, 2020, 10/2022 dated December 28, 2022 and subsequent circulars issued in this regard, the latest being 09/2023 dated September 25, 2023 in relation (“AGM”) through Video Conferencing (VC) or Other Audio Visual Means (OAVM)”, (collectively referred to as “MCA Circulars”) permitted the holding of the AGM through VC/ OAVM, without the physical presence of the Members at a common venue.

In compliance with the MCA Circulars, the AGM of the Company is being held through VC/OAVM.

• b. The relative Explanatory Statement pursuant to Section 102 of the Act, is annexed hereto. The relevant details, pursuant to Regulations 26(4) and 36(3) of the Listing Regulations and Secretarial Standard on General Meetings issued by the Institute of Company Secretaries of India, in respect of Directors seeking appointment/ re-appointment at this AGM are also annexed.

• c. In compliance with the aforesaid circulars, this Notice together with annual report 2023-24 is being sent only through electronic mode to those members whose email addresses are registered with the Company/ depositories. Copies of the Notice and annual report 2023- 24 will also be uploaded on the Company’s website at www.pmlindia.com, website of stock exchange i.e., BSE Limited at www.bseindia.com. The AGM Notice is also disseminated on the website of CDSL (agency for providing the Remote e-Voting facility and e-Voting system during the AGM) i.e. www.evotingindia.com.

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

• e. Register of Members and Share Transfer Register shall remain closed from August 02, 2024 to August 09, 2024 (both days inclusive) in terms of the provision of Section 91 the Companies Act, 2013.

• f. Members may note that the Board of Directors, in its dividend of `

the members in the ensuing AGM will be paid within 30 days from the date of AGM, electronically through various online transfer modes to those members who have updated their bank account details.

SEBI vide its Circular No. SEBI/HO/MIRSD/MIRSD_ RTAMB/P/ CIR/2021/655 dated November 03, 2021 (subsequently amended by Circular Nos. SEBI/HO/ MIRSD/MIRSD_ RTAMB/P/CIR/2021/687 dated December 14, 2021, SEBI/HO/MIRSD/MIRSD-PoD-1/P/ CIR/2023/37 March 16, 2023 and SEBI/HO/MIRSD/ POD-1/P/CIR/2023/181 November 17, 2023) has mandated that with effect from April 01, 2024, dividend to security holders (holding securities in physical form), shall be paid only through electronic mode. Such payment shall be made only after furnishing the PAN, choice of nomination, contact details including mobile number, bank account details and specimen signature.

• g. Pursuant to Finance Act 2020, dividend income will be taxable in the hands of the Members w.e.f. April 01, 2020 and the Company is required to deduct tax at source from dividend paid to Members at the prescribed rates. For the prescribed rates for various categories, the shareholders are requested to refer to the Finance Act, 2020 and amendments thereof. The shareholders are requested to update their PAN with the Company/ Adroit Corporate Services Private Limited - RTA (in case of shares held in physical mode) and depositories (in case of shares held in demat mode).

A Resident individual shareholder with PAN and who is not liable to pay income tax can submit a yearly of non-deduction of tax at source by email to rachana. rane@pmlindia.com by 5.00 p.m. IST on July 25, 2024. Members are requested to note that in case their PAN is not registered, the tax will be deducted at a higher rate rates under tax treaty between India and their country of residence, subject to providing necessary documents Form 10F, any other document which may be required to rachana.rane@pmlindia.com . The aforesaid declarations and documents need to be submitted by the shareholders by 5.00 p.m. IST on July 25, 2024.

• h. To support the “Green Initiative”, Members who have not registered their email addresses are requested to register the same with the Company’s Registrar and Share Transfer Agent/their Depository Participants, in respect of shares held in physical/electronic mode, respectively.

• i. Members are requested to intimate changes, if any, pertaining to their name, postal address, email address, telephone/ mobile numbers, Permanent Account Number (PAN), mandates, nominations, power of attorney, bank details such as, name of the bank and

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branch details, bank account number, MICR code, IFSC code, etc., to their Depository Participant in case the shares are held in electronic form and to M/s. Adroit Corporate Services Private Limited, in case the shares are held in physical form.

• j. In case of joint holders attending the AGM, the Member names as per the Register of Members of the Company will be entitled to vote during the AGM.

• k. Members attending the AGM through VC/OAVM shall be counted for the purpose of reckoning the quorum under Section 103 of the Act.

• l. SEBI has mandated that securities of listed companies can be transferred only in dematerialised form with effect from April 01, 2019. Accordingly, members holding shares in physical form are advised to avail the facility of dematerialisation and the Company/RTA has stopped accepting any fresh lodgment of transfer of shares in physical form.

• m. Pursuant to the provisions of Section 108 of the Companies Act, 2013 read with Rule 20 of the Companies (Management and Administration) Rules, 2014 (as amended) and Regulation 44 of SEBI (Listing Obligations & Disclosure Requirements) Regulations 2015 (as amended), and MCA Circulars dated April 08, 2020, April 13, 2020, May 05, 2020 and December 28, 2022 the Company is providing facility of remote e-Voting to its Members in respect of the business to be transacted at the AGM. For this purpose, the Company has entered into an agreement with Central Depository Services (India) Limited (CDSL) for facilitating voting through electronic means, as the authorized e-Voting’s agency. The facility of casting votes by a member using remote e-Voting as well as the e-Voting system on the date of the AGM will be provided by CDSL.

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

• o. Pursuant to MCA Circular No. 14/2020 dated April 08, 2020,the facility to appoint proxy to attend and cast vote for the members is not available for this AGM. However, in pursuance of Section 112 and Section 113 of the Companies Act, 2013, representatives of the members such as the President of India or the Governor of a State or body corporate can attend the AGM through VC/ OAVM and cast their votes through e-Voting.

• p. Members are requested to note that, dividends if not encashed for a period of 7 years from the date of transfer to Unpaid Dividend Account of the Company, are liable to be transferred to the Investor Education and Protection Fund (“IEPF”). Further, all the shares in respect of which dividend has remained unclaimed for 7 consecutive years or more from the date of transfer to unpaid dividend account shall also be transferred to IEPF Authority. In view of this, Members are requested to claim their dividends from the Company, within the stipulated timeline.

• q. SEBI vide Circular Nos. SEBI/HO/OIAE/OIAE_IAD-1/P/ CIR/2023/131 dated July 31, 2023, and SEBI/HO/OIAE/ OIAE_IAD-1/P/CIR/2023/135 dated August 04, 2023, read with Master Circular No. SEBI/HO/ OIAE/OIAE_IAD1/P/ CIR/2023/145 dated July 31, 2023 (updated as on August 11, 2023), has established a common Online Dispute Resolution Portal (“ODR Portal”) for resolution of disputes arising in the Indian Securities Market. Pursuant to above-mentioned circulars, post exhausting the option to resolve their grievances with the RTA/ Company directly and through existing SCORES platform, the investors can initiate dispute resolution through the ODR Portal (https://smartodr.in/login)

THE INSTRUCTIONS TO SHAREHOLDERS FOR REMOTE E-VOTING AND E-VOTING DURING AGM AND JOINING MEETING THROUGH VC/ OAVM ARE AS UNDER:

• (i) The voting period begins on Tuesday, August 06, 2024 at 10.00 a.m. and ends on Thursday, August 08, 2024 at 5.00 p.m. During this period shareholders of the Company, holding shares either in physical form or in dematerialized form, as on the cut-off date (record date) of August 01, 2024 may cast their vote electronically. The e-Voting module shall be disabled by CDSL for voting thereafter.

• (ii) Shareholders who have already voted prior to the meeting date would not be entitled to vote at the meeting venue.

• (iii) Pursuant to SEBI Circular No. SEBI/HO/CFD/CMD/ CIR/P/2020/242 dated December 09, 2020, under Regulation 44 of Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015, listed entities are required to provide remote e-Voting facility to its shareholders, in respect of all shareholders’ resolutions. However, it has been observed that the participation by the public non-institutional shareholders/retail shareholders is at a negligible level.

Currently, there are multiple e-Voting service providers (ESPs) providing e-Voting facility to listed entities in India. This necessitates registration on various ESPs and maintenance of multiple user IDs and passwords by the shareholders.

pursuant to a public consultation, it has been decided to

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enable e-Voting to all the demat account holders, by way of a single login credential, through their demat accounts/websites of Depositories/Depository Participants. Demat account holders would be able to cast their vote without having to register again with the ESPs, thereby, not only facilitating seamless authentication but also enhancing ease and convenience of participating in e-Voting process.

Step 1: Access through Depositories CDSL/NSDL e-Voting system in case of individual shareholders holding shares in demat mode.

• (iv) In terms of SEBI circular no. SEBI/HO/CFD/CMD/ CIR/P/2020/242 dated December 09, 2020 on e-Voting facility provided by Listed Companies, Individual shareholders holding securities in demat mode are allowed to vote through their demat account maintained with Depositories and Depository Participants. Shareholders are advised to update their mobile number and email Id in their demat accounts in order to access e-Voting facility. Pursuant to above said SEBI Circular, Login method for e-Voting and joining virtual meetings for Individual shareholders holding securities in Demat mode CDSL/ NSDL is given below:

Type of Shareholders Login Method

• Individual Shareholders 1) Users of who have opted for CDSL’s Easi/Easiest facility, can login through their existing holding securities in user id and password. Option will be made available to reach e-Voting page without any Demat mode with further authentication. The URLs for users to login to Easi/Easiest are https://web.cdslindia. CDSL Depository com/myeasi/home/login or www.cdslindia.com and click on Login icon and select New System Myeasi.

• 2) After successful login the Easi/Easiest user will be able to see the e-Voting Menu. On clicking the e-Voting menu, the user will be able to see his/her holdings along with links of the respective e-Voting service provider i.e. CDSL/NSDL/ KARVY/ LINK INTIME as per information provided by Issuer/Company. Additionally, we are providing links to e-Voting Service Providers, so that the user can visit the e-Voting service providers’ site directly.

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

• 4) Alternatively, the user can directly access e-Voting page by providing Demat Account Number and PAN No. from a link in www.cdslindia.com home page. The system will authenticate the user by sending OTP on registered Mobile & Email as recorded in the Demat Account. After successful authentication, user will be able to see the e-Voting option where the evoting is in progress and also able to directly access the system of all e-Voting Service Providers.

• Individual Shareholders 5) If you are already registered for NSDL IDeAS facility, please visit the e-Services website of holding securities NSDL. Open web browser by typing the following URL: https://eservices.nsdl.com either on a in demat mode with Personal Computer or on a mobile. Once the home page of e-Services is launched, click on the NSDL Depository will open. You will have to enter your User ID and Password. After successful authentication, you will be able to see e-Voting 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 and you will be re-directed to e-Voting service provider website for casting your vote during the remote e-Voting period or joining virtual meeting & voting during the meeting.

• 6) 1) If the user is 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

  • 2) Visit the e-Voting website of NSDL. Open web browser by typing the following URL: https://www.evoting.nsdl.com/ either on a Personal Computer or on a mobile. Once the home page of e-Voting system is launched, click on the icon “Login” which is available User ID (i.e. your sixteen digit demat account number hold with NSDL), Password/OTP will be redirected to NSDL Depository site wherein you can see e-Voting page. Click on Company name or e-Voting service provider name and you will be redirected to e-Voting service provider website for casting your vote during the remote e-Voting period or joining virtual meeting & voting during the meeting.

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Type of Shareholders Login Method
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Type of Shareholders	Login Method
Individual Shareholders	You can also login using the login credentials of your demat account through your Depository
(holding securities	Participant registered with NSDL/CDSL for e-Voting facility. After successful login, you will be able
in demat mode)	to see e-Voting option. Once you click on e-Voting option, you will be redirected to NSDL/CDSL
login through their	Depository site after successful authentication, wherein you can see e-Voting feature. Click on
Depository Participants	Company name or e-Voting service provider name and you will be redirected to e-Voting service
(DP)	provider’s website for casting your vote during the remote e-Voting period or joining virtual meeting
	& votingduringthe meeting.

Important note: Members who are unable to retrieve User ID/ Password are advised to use Forget User ID and Forget Password option available at abovementioned website.

HELPDESK FOR INDIVIDUAL SHAREHOLDERS HOLDING SECURITIES IN DEMAT MODE FOR ANY TECHNICAL ISSUES RELATED TO LOGIN THROUGH DEPOSITORY I.E. CDSL AND NSDL

Login type Helpdesk Individual Shareholders holding securities in Demat mode withCDSL Members request a	details facing any technical issue in login can contact CDSL helpdesk by sending a t helpdesk.evoting@cdslindia.com or contact at toll free no. 1800 22 55 33
Individual Shareholders holding securities in Demat mode withNSDL Members request a	facing any technical issue in login can contact NSDL helpdesk by sending a t evoting@nsdl.co.inor call at toll free no.: 1800 1020 990 and 1800 22 44 30

Step 2: Access through CDSL e-Voting system in case of shareholders holding shares in physical mode and non-individual shareholders in demat mode.

• (v) Login method for e-Voting and joining virtual meetings for Physical shareholders and shareholders other than individual holding in Demat form.

• (i) The shareholders should log on to the e-Voting website www.evotingindia.com.

• (ii) Click on “Shareholders” module.

• (iii) Now Enter your User ID

  • b. For NSDL: 8 Character DP ID followed by 8 Digits Client ID,

  • c. Shareholders holding shares in Physical Form should enter Folio Number registered with the Company.

• (v) If you are holding shares in demat form and had logged on to www.evotingindia.com and voted on an earlier voting of any Company, then your existing password is to be used.

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For Physical shareholders and other than individual shareholders holding shares in Demat.
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PAN	Enter your 10 digit alpha-numeric PAN issued by Income Tax Department (Applicable for both demat
	shareholders as well as physical shareholders).
	1. Shareholders who have not updated their PAN with the Company/Depository Participant are
	requested to use the sequence number sent byCompany/RTA or contact Company/RTA.
Dividend Bank	Enter the Dividend Bank Details or Date of Birth (in dd/mm/yyyy format) as recorded in your demat
DetailsORDate	account or in the Company records in order to login.
of Birth (DOB)	1. If both the details are not recorded with the depository or Company please enter the member id/

(vii) After entering these details appropriately, click on “SUBMIT” tab.

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• (viii) Shareholders holding shares in physical form will then directly reach the Company selection screen. However, members holding shares in demat form will now reach to mandatorily enter their login password in the new also used by the demat holders for voting for resolutions of any other Company on which they are eligible to vote, provided that Company opts for e-Voting through CDSL platform. It is strongly recommended not to share your password with any other person and take utmost care to

• (ix) For shareholders holding shares in physical form, the details can be used only for e-Voting on the resolutions contained in this Notice.

• (x) Click on the EVSN for the relevant on which you choose to vote.

• (xi) On the voting page, you will see “RESOLUTION DESCRIPTION” and against the same the option “YES/ NO” for voting. Select the option YES or NO as desired. The option YES implies that you assent to the Resolution and option NO implies that you dissent to the Resolution.

• (xii) Click on the “RESOLUTIONS FILE LINK” if you wish to view the entire Resolution details.

• (xiii) After selecting the resolution, you have decided to “OK”, else to change your vote, click on “CANCEL” and accordingly modify your vote.

• (xiv) Once you “CONFIRM” your vote on the resolution, you will not be allowed to modify your vote.

• (xv) You can also take a print of the votes cast by clicking on “Click here to print” option on the Voting page.

• (xvi) If a demat account holder has forgotten the login password then Enter the User ID and the image the details as prompted by the system.

• (xvii) There is also an optional provision to upload BR/POA if any uploaded, which will be made available to scrutinizer

• (xviii) Additional Facility for Non – Individual Shareholders and Custodians – For Remote Voting only.

• Non-Individual shareholders (i.e. other than Individuals, HUF, NRI etc.) and Custodian are required to log on to www.evotingindia.com and register themselves in the “Corporates” module.

• A scanned copy of the Registration Form bearing the stamp and sign of the entity should be emailed to helpdesk.evoting@cdslindia.com.

• After receiving the login details a Compliance User should be created using the admin login and password. The Compliance User would be able to link the account(s) for which they wish to vote on.

• The list of accounts linked in the login will be mapped automatically & can be delink in case of any wrong mapping.

• It is mandatory that, a scanned copy of the Board Resolution and Power of Attorney (POA) which they have issued in favour of the Custodian, if any, should be uploaded in PDF format in the system for the Scrutinizer to verify the same.

• Alternatively Non Individual shareholders are required mandatory to send the relevant Board Resolution/ Authority letter etc. together with attested specimen signature of the duly authorized signatory who are authorized to vote, to the Scrutinizer and to the Company at the email address viz; investors@pmlindia.com, if they have voted from individual tab & not uploaded same in the CDSL e-Voting system for the scrutinizer to verify the same.

The Company has appointed Arun Dash of M/s. Arun Dash & Associates, Company Secretaries (Membership No. FCS 9765) as the Scrutinizer to scrutinize the voting at the meeting and remote e-Voting process, in a fair and transparent manner.

The Results declared along with the Scrutinizer’s Report(s) will be available on the website of the Company (www. pmlindia.com) and communication of the same will be sent to the BSE Limited within 48 hours from the conclusion of the AGM.

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

1. The procedure for attending meeting & e-Voting on the day of the AGM is same as the instructions mentioned above for e-Voting.

2. The link for VC/OAVM to attend meeting will be available where the EVSN of Company will be displayed after successful login as per the instructions mentioned above for e-Voting.

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

4. Shareholders are encouraged to join the Meeting through Laptops/Ipads for better experience.

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

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

2. Shareholders who would like to express their views/ ask questions during the meeting may register themselves as a speaker by sending their request in advance atleast 7 days prior to meeting mentioning their name, demat account number/folio number, email id, mobile number at rachana.rane@pmlindia.com or investors@pmlindia. com. The shareholders who do not wish to speak during the AGM but have queries may send their queries in advance 7 days prior to meeting mentioning their name, demat account number/folio number, email id, mobile number at rachana.rane@pmlindia.com or investors@ pmlindia.com. These queries will be replied to by the Company suitably by email.

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

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

5. If any Votes are cast by the shareholders through the e-Voting available during the AGM and if the same shareholders have not participated in the meeting through VC/OAVM facility, then the votes cast by such shareholders may be considered invalid as the facility of e-Voting during the meeting is available only to the shareholders attending the meeting.

6. Since the AGM will be held through VC/OAVM, the Route Map is not annexed in this Notice.

PROCESS FOR THOSE SHAREHOLDERS WHOSE EMAIL ADDRESSES ARE NOT REGISTERED WITH THE DEPOSITORIES FOR OBTAINING LOGIN CREDENTIALS FOR E-VOTING FOR THE RESOLUTIONS PROPOSED IN THIS NOTICE:

1. For Physical shareholders: please provide necessary details like Folio No., Name of shareholder, scanned attested scanned copy of PAN card), AADHAR (self attested scanned copy of Aadhar Card) by email to info@adroitcorporate.com/investors@pmlindia.com.

2. For Demat shareholders: Please update your email id & mobile no. with your respective Depository Participant (DP)

3. For Individual Demat shareholders: Please update your email id & mobile no. with your respective Depository Participant (DP) which is mandatory while e-Voting & joining virtual meetings through Depository.

If you have any queries or issues regarding attending AGM & e-Voting from the CDSL e-Voting System, you can write an email to helpdesk.evoting@cdslindia.com or contact attoll free no. 1800 22 55 33

All grievances connected with the facility for voting by electronic means may be addressed to Rakesh Dalvi, Sr. Manager, (CDSL) Central Depository Services (India) Limited, A Wing, 25[th] Floor, Marathon Futurex, Mafatlal Mill Compounds, N M Joshi Marg, Lower Parel (East), Mumbai - 400013 or send an email to helpdesk.evoting@ cdslindia.com or call toll free no. 1800 22 55 33.

By Order of the Board of Directors For Permanent Magnets Limited

Place: Thane Date: May 16, 2024

Sd/Rachana Rane Company Secretary

Plot No. B-3, MIDC Industrial Area, Village Mira, Mira Road – 401107, Dist. Thane.

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EXPLANATORY STATEMENT PURSUANT TO SECTION 102 OF THE COMPANIES ACT, 2013 AND/ OR REGULATION 36(3) OF THE SEBI (LISTING OBLIGATIONS AND DISCLOSURE REQUIREMENTS) REGULATIONS, 2015

Information in respect of the directors retiring by rotation/ seeking appointment/ re-appointment pursuant to the SEBI (Listing Obligation and Disclosure Requirements) Regulations, 2015 and Secretarial Standards:

Name of	Name of	Name of	Name of	Name of	Director	Director	Director	Mukul Taparia	Girish Desai	Nirmal Kumar Jain	Nirmal Kumar Jain	Nirmal Kumar Jain	Nirmal Kumar Jain	Nirmal Kumar Jain
Date		of Birth						November 09,1974	January21,1950	May03, 1946
								September 22, 2014	June 01, 2020	August 09, 2024
Appointment on
the Board
								Bachelors in Computer	M.Com., Grad-CWA, ACA,	Fellow			Member of The Institute of
								Science, Diploma in	PGDSM, PGDSL	Chartered				Accountants of India
								Business Engineering		and The Institute of Company
										Secretaries of India.
								International	51 years of Experience in	Rich and varied experience spanning
Functional area								Marketing, Finance	Management, Finance,	over		four		decades	in	the areas
									Taxation, Corporate and	of Strategic Planning, Project
									Security Laws, HR and
									Industrial Relations.	Financial				Management		and other
										allied		areas.
Directorship held							in Pregna International Limited		Abhinav Capital	JSW Holdings Limited
other public companies									Services Limited	JSW Infrastructure Limited
(excluding foreign/ private companies/LLP)										JSW Jaigarh Port Limited JSW Industrial Gases Limited
Memberships/								-	Audit Committee (M)	Audit Committee
Chairmanships of committees of other Public companies (includes only Audit and									Stakeholder Relationship Committee (M)	• JSW Holdings Limited (M) • JSW Infrastructure Limited (M) • JSW Jaigarh Port Limited (C)
Shareholders/Investors										• JSW Industrial Gases Limited (M)
Grievance Committee)										Stakeholders’ Relationship
										Committee
										• JSW			Holdings Limited			(C)
										• JSW Infrastructure Limited(M)
Number of shares								held 13,63,737 Shares	2300 in the names Girish	Nil
in the			Company						Ramanlal Desai jointly with
									Ansuya Ramanlal Desai
									750 in the names of
									Ansuya Ramanlal
									Desai jointly with Girish
									Ramanlal Desai
Relationship with								Brother of Sharad Taparia,	Not related to any	Not related to any other Director/Key
other Directors/Key Managing Director									other Director/Key	Managerial Personnel
Managerial Personnel									Managerial Personnel

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ITEM NO. 4

To approve the continuation of Directorship of Girish Desai (DIN:01056763) who will attain age of Seventy Five (75) years on January 21, 2025.

In accordance with Regulation 17(1A) of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 (referred to as "SEBI Listing Regulations"), effective from April 01, 2019, listed entity is prohibited from appointing or allowing the directorship continuation of a person as a Non-Executive Director beyond is passed. This resolution must be accompanied by an explanatory statement within the notice, justifying the said appointment or continuation.

Girish Desai (DIN: 01056763), Non-Executive Non-Independent Director, was appointed on the Board of the Company on June 01, 2020 in terms of Companies Act, 2013. He has over 51 years of experience in functions such as management, finance, taxation, corporate and security laws, HR and industrial relations. His qualifications include M.Com, Grad-CWA, ACA, PGDSM, and PGDSL.

Currently, Girish Desai (DIN: 01056763), holds the position of Non-Executive Director within our Company. He is January 21, 2025. Under the provisions of Regulation 17(1A) of the SEBI Listing Regulations, the passing of a Special Resolution becomes necessary for the continuation of his directorship after attaining this age milestone. Deliberating on this matter, on the recommendation of the Nomination & Remuneration Committee, the Board of Directors convened on May 16, 2024, and arrived at a unanimous decision to recommend the continuation of Girish Desai contributions he has made to the growth and progress of the Company.

Girish Desai has been effectively performing his duties and providing valuable guidance to the Company in key strategic matters from time to time. Girish Desai holds eminent position in Abhinav Capital Services Limited, as an Independent Director.

The Board is of the opinion that Girish Desai rich and diverse experience is a valuable asset to the Company which adds value and enriched point of view during Board discussions and decision making. He is also a person of integrity who possesses required expertise and his association as the Company.

Director in terms of Section 164 of the Act or any other applicable law prescribed by Securities and Exchange Board of India.

Save and except Girish Desai (DIN: 01056763) and his respective relatives, to the extent of their shareholding interest, if any, in the Company, none of the other Directors or Key Managerial Personnel of the Company, nor their relatives, in the resolution set out at Item no. 4 of the Notice.

The Board recommends the special resolution as set out at Item No.4 of the Notice for approval by the members.

ITEM NO. 5

Appointment of Nirmal Kumar Jain (DIN: 00019442) as an Independent Director of the Company.

Pursuant to Regulation 17(1A) of the SEBI (Listing Obligations & Disclosure Requirements) Regulations, 2015, on recommendation of Nomination & Remuneration Committee, the Board seek approval from members of the Company, to appoint Nirmal Kumar Jain (DIN: 00019442) as an Independent Director of the Company for a term of 5 (Five) years with effect from August 09, 2024 to August 08, 2029 (both days inclusive) through a special resolution.

The Company has received the following declarations from Nirmal Kumar Jain:

• (i) Consent in writing to act as Director in Form DIR-2 pursuant to Rule 8 of the Companies (Appointment Appointment Rules”);

• (ii) Intimation in Form DIR-8 in terms of the Appointment sub-section (2) of Section 164 of the Act;

• (iii) A declaration to the effect that he meets the criteria of independence as provided in sub-section (6) of Section 149 of the Act and under the LODR Regulations;

• (iv) Declaration pursuant to BSE Circular No. LIST/ COMP/14/2018-19 dated June 20, 2018, that he has not of any order passed by SEBI or any other such authority;

• (v) A declaration that he is in compliance with Rules 6(1) and 6(2) of the Companies (Appointment to his registration with the data bank of independent directors maintained by the Indian Institute of Corporate Affairs.

The Company has received a notice in writing by a member proposing his candidature under Section 160 of the Act. The Nomination and Remuneration Committee (NRC) had the independent director(s). Based on those attributes, the NRC recommended the candidature of Nirmal Kumar Jain (DIN: 00019442). In the opinion of the Board, Nirmal Kumar

Permanent Magnets Limited | Annual Report 2023-24

44

Regulations and such other laws/regulations for the time being in force, to the extent applicable to the Company.

The Board noted that Nirmal Kumar Jain (DIN: 00019442) skills, background and experience are aligned to the role and capabilities identified by the NRC and that he is eligible for appointment as an Independent Director.

The resolution seeks the approval of members for the appointment of Nirmal Kumar Jain as an Independent Director of the Company for a term of 5 (Five) years effective August 09, 2024 to August 08, 2029 (both days inclusive) pursuant to Sections 149, 152 and other applicable provisions of the Act and the Rules made thereunder including any statutory be liable to retire by rotation. In compliance with Section 149 read with Schedule IV to the Act and Regulation 25 of the LODR Regulations, the approval of the Members is sought for the appointment of Nirmal Kumar Jain as an Independent Director of the Company, as a special resolution.

the following reasons:

Company Secretary. He held several key positions in the JSW Group. He possesses rich and varied experience spanning over four decades in the areas of Strategic Planning, Project and other allied areas. His expertise in business strategy and

No director, KMP or their relatives except Nirmal Kumar Jain, to whom the resolution relates, is interested in or concerned, set out in item no. 5.

The Board recommends the special resolution as set out in Item no. 5 of this notice for the approval of members.

By Order of the Board of Directors For Permanent Magnets Limited

Place: Thane Date: May 16, 2024

Sd/Rachana Rane Company Secretary

Plot No. B-3, MIDC Industrial Area, Village Mira, Mira Road – 401107, Dist. Thane.

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