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PETRONET LNG LTD. Proxy Solicitation & Information Statement 2026

Mar 2, 2026

61097_rns_2026-03-02_911b7f2a-36c8-4fca-8f58-2f122fe50336.pdf

Proxy Solicitation & Information Statement

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Petronet LNG Limited

Regd. Office: Fourth Floor, Tower-I, World Trade Centre, Nauroji Nagar, New Delhi – 110029 Phone : 011-71233525 CIN: L74899DL1998PLC093073 Email: [email protected] , Company’s website: www.petronetlng.in

ND/PLL/SECTT/REG. 30/2026

2[nd] March 2026

The Manager The Manager BSE Limited National Stock Exchange of India Ltd. Phiroze Jeejeebhoy Towers Exchange Plaza, Bandra Kurla Complex Dalal Street, Mumbai – 400 001 Bandra East, Mumbai – 400 051

Sub: Intimation under Regulation 30 of SEBI (LODR) Regulations, 2015:

  • a) Notice of Postal Ballot

  • b) E-voting and cut-off date

Dear Sir / Madam,

In continuation of our letter(s) dated January 16, 2026, regarding appointment of Directors on the Board of the Company, it is hereby informed that the Company is conducting Postal Ballot for seeking the approval of Members of the Company for their respective appointments. A copy of Notice of Postal Ballot along with explanatory statement and instructions for e-voting is enclosed herewith.

In compliance with General Circular Nos. 14/2020 dated April 8, 2020, 17/2020 dated April 13, 2020, 10/2021 dated June 23, 2021, 20/2021 dated December 8, 2021, 3/2022 dated May 5, 2022, 11/2022 dated December 28, 2022, 09/2023 dated September 25, 2023, 09/2024 dated September 19, 2024, 03/2025 dated September 22, 2025 and other relevant circulars and notifications issued by the Ministry of Corporate Affairs, this Postal Ballot notice is being sent only through electronic mode to those members whose e-mail addresses are registered with the Company/ Depositories and whose names are recorded in the Register of Members of the Company or in the Register of Beneficial Owners maintained by the Depositories as on the cut-off date i.e. Friday, February 27, 2026 (“Cut-off date”).

The Company had already intimated of the opportunity being given to its Members and mechanism available to them to register their email addresses, so that various communication(s) can be sent to them through email.

The Company has engaged the services of National Securities Depository Limited (‘NSDL’) to provide remote e-voting facility to its Members. The remote e-voting period shall commence from Friday, March 6, 2026 at 9:00 a.m. (IST) and shall end on Saturday, April 4, 2026 at 5:00 p.m. (IST). The e-voting module shall be disabled by NSDL thereafter. Voting rights of the Members shall be in proportion to the shares held by them in the paid-up equity share capital of the Company as on cut-off date i.e. Friday, February

Dahej LNG Terminal: GIDC Industrial Estate, Plot No. 7/A, Dahej Taluka Vagra , Distt. Bharuch - 392130 (Gujarat) Tel.: 02641-257249

Kochi LNG Terminal: Survey No. 347, Puthuvypu P.O. 682508, Kochi Tel.· 0484-2502268

Petronet LNG Limited Regd. Office: Fourth Floor, Tower-I, World Trade Centre, Nauroji Nagar, New Delhi – 110029 Phone : 011-71233525 CIN: L74899DL1998PLC093073 Email: [email protected] , Company’s website: www.petronetlng.in

27, 2026. Communication of assent or dissent of the Members would only take place through the remote e-voting system.

This Postal Ballot Notice is also available at the website of the Company at https://petronetlng.in/ and on the website of e-voting agency i.e. NSDL at https://www.evoting.nsdl.com/.

The resolutions, if passed with requisite majority by the Members through Postal Ballot, shall be deemed to be passed on the last date of the voting period i.e. on Saturday, April 4, 2026. The result of the Postal Ballot shall be announced latest by April 7, 2026.

This is for information and records please.

Thanking you,

Yours faithfully,

RAJAN Digitally signed by RAJAN KAPUR KAPUR Date: 2026.03.02 15:02:32 +05'30'

Encl: as above

(Rajan Kapur) GGM & President - Company Secretary

Dahej LNG Terminal: GIDC Industrial Estate, Plot No. 7/A, Dahej Taluka Vagra , Distt. Bharuch - 392130 (Gujarat) Tel.: 02641-257249

Kochi LNG Terminal: Survey No. 347, Puthuvypu P.O. 682508, Kochi Tel.· 0484-2502268

Petronet LNG Limited Regd. Office: Fourth Floor, Tower-I, World Trade Centre, Nauroji Nagar, New Delhi – 110029 Phone : 011-71233525 CIN: L74899DL1998PLC093073 Email: [email protected] , Company’s website: www.petronetlng.in

NOTICE OF POSTAL BALLOT

Dear Member(s),

NOTICE is hereby given, pursuant to Section 110 and other applicable provisions, if any, of the Companies Act, 2013 (‘ Act ’), read with the Companies (Management and Administration) Rules, 2014, (‘ Rules ’), Regulation 44 of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 (‘ SEBI LODR, 2015 ) read with the General Circular Nos. 14/2020 dated April 8, 2020, 17/2020 dated April 13, 2020, 10/2021 dated June 23, 2021, 20/2021 dated December 8, 2021, 3/2022 dated May 5, 2022, 11/2022 dated December 28, 2022, 09/2023 dated September 25, 2023, 09/2024 dated September 19, 2024, 03/2025 dated September 22, 2025 and other relevant circulars and notifications issued by the Ministry of Corporate Affairs (hereinafter collectively referred to as ‘MCA Circulars’ ), Secretarial Standard on General Meetings issued by the Institute of Company Secretaries of India (“SS-2”) and any other applicable law, rules, circulars, notifications and regulations (including any statutory modification(s) or re-enactment(s) thereof, for the time being in force), that the resolution in the special businesses appended below, be passed by the Members of the Company (as on the Cut-off Date) as ordinary resolution(s), through postal ballot (“the Postal Ballot”) only by way of remote e-voting (“evoting”):

S.No. Particulars
1. To appoint Shri Neeraj Mittal (DIN: 05216366) as Director and Chairman of the
Company
2. To appoint Ms. Avantika Singh Aulakh, IAS (DIN: 07549438) as Nominee Director
(GMB/ GoG) of the Company

Further, the assent/ dissent of the members on the resolution proposed in this Postal Ballot Notice will be considered only through the remote e-voting system. An Explanatory Statement under Section 102 (1) of the Act pertaining to the said resolutions setting out the material facts and the reasons/ rationale thereof form part of this Postal Ballot Notice (“the Notice” or “the Postal Ballot Notice”).

In compliance with the aforesaid MCA Circulars, this Postal Ballot Notice is being sent only through electronic mode to those Members whose e-mail addresses are registered with the Company/ Depositories. If your e-mail address is not registered with the Company/ Depositories, please register the same with respective Depository/ RTA/ Company. The communication urging Members to register their email address has been given through advertisement dated January 27, 2026 (published on January 28, 2026) and disclosure to NSE and BSE on January 28, 2026.

Dahej LNG Terminal: GIDC Industrial Estate, Plot No. 7/A, Dahej Taluka Vagra , Distt. Bharuch - 392130 (Gujarat) Tel.: 02641-257249

Kochi LNG Terminal: Survey No. 347, Puthuvypu P.O. 682508, Kochi Tel.· 0484-2502268

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Pursuant to Rule 22 (5) of the Rules, the Board of Directors of your Company has appointed M/s Ragini Chokshi & Co., Company Secretaries (Firm Reg. No. BA-92897) as the Scrutinizer for conducting the Postal Ballot and e-voting process in a fair and transparent manner.

In compliance with the provisions of Sections 108 and 110 of the Act, read with Rules 20 and 22 of the Rules, Regulation 44 of the SEBI LODR, 2015 and MCA Circulars, the Company is offering facility of e-voting (remote e-voting) through National Securities Depository Limited (‘NSDL’) to all Members to enable them to cast their votes electronically as on Friday, February 27, 2026 (cutoff date). Members are requested to follow the procedure as stated in the Notes in this regard.

The remote e-voting period commences from 9:00 a.m (IST) on Friday, March 6, 2026 and shall end at 5:00 p.m. (IST) on Saturday, April 4, 2026. The Scrutiniser will submit their report to the Chairman/ Managing Director of the Company and the results of the Postal Ballot will be announced latest by Tuesday, April 7, 2026. The said results would be displayed at the Registered Office of the Company and intimated to the National Stock Exchange of India Limited (NSE) and BSE Limited (BSE) where the shares of the Company are listed. Additionally, the results will also be uploaded on the Company’s website www.petronetlng.in and on the website of National Securities Depository Limited (‘NSDL’) at https://www.evoting.nsdl.com.

SPECIAL BUSINESSES:

To consider and, if thought fit, to pass the following resolution(s) as Ordinary Resolution(s):

ITEM NO. 1

To appoint Shri Neeraj Mittal (DIN: 05216366) as Director and Chairman of the Company

RESOLVED THAT in accordance with the provisions of Section 149, 152 and all other applicable provisions, if any, of the Companies Act, 2013 (the Act) and the Rules made thereunder (including any statutory modification(s) or re-enactment thereof for the time being in force), Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 as amended from time to time and the Articles of Association of the Company, Shri Neeraj Mittal (DIN : 05216366), who was appointed as an Additional Director (Chairman) of the Company by the Board of Directors of the Company on the recommendation of Nomination and Remuneration Committee of the Board of Directors with effect from January 16, 2026 pursuant to Section 161 of the Act and who holds office up to the next General Meeting or three months, whichever is earlier, and in respect of whom the Company has, pursuant to Section 160 of the Act, received a notice from a Member in writing proposing his candidature for the office of Director and Chairman, be and is hereby appointed as Director and Chairman of the Company, liable to retire by rotation, on the terms and conditions as given in Statement pursuant to Section 102 of the Act annexed to the Notice of this Postal Ballot.”

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ITEM NO. 2

To appoint Ms. Avantika Singh Aulakh, IAS (DIN: 07549438) as Nominee Director (GMB/ GoG) of the Company

RESOLVED THAT in accordance with the provisions of Section 149, 152 and all other applicable provisions, if any, of the Companies Act, 2013 (the Act) and the Rules made thereunder (including any statutory modification(s) or re-enactment thereof for the time being in force), Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 as amended from time to time and the Articles of Association of the Company, Ms. Avantika Singh Aulakh (DIN: 07549438), who was nominated by Gujarat Maritime Board, Government of Gujarat (GMB/ GoG), through Gujarat State Petroleum Corporation (GSPC) as its Nominee Director on the Board of the Company and appointed as an Additional Director (Nominee Director- GMB/ GoG) of the Company by the Board of Directors of the Company on the recommendation of Nomination and Remuneration Committee of the Board of Directors with effect from January 16, 2026 pursuant to Section 161 of the Act and who holds office up to the next General Meeting or three months, whichever is earlier, and in respect of whom the Company has, pursuant to Section 160 of the Act, received a notice from a Member in writing proposing her candidature for the office of Director, be and is hereby appointed as Nominee Director (GMB/ GoG) of the Company, liable to retire by rotation, on the terms and conditions as given in Statement pursuant to Section 102 of the Act annexed to the Notice of this Postal Ballot.”

Notes:

  1. An explanatory statement pursuant to the provisions of Section 102 of the Companies Act, 2013 (‘Act’) setting out the material facts relating to the business to be transacted is annexed hereto. The relevant details, pursuant to Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 and Secretarial Standard on General Meetings issued by the Institute of Company Secretaries of India, in respect of the Directors seeking appointment is annexed.

  2. In accordance with the MCA circulars, the Postal Ballot Notice is being sent only in electronic form to Members whose names appear on the Register of Members/ List of Beneficial Owners as received from the National Securities Depository Limited (‘NSDL’) and Central Depository Services (India) Limited (‘CDSL’) as on Friday, February 27, 2026 (cut-off date) and who have registered their e-mail addresses with the Company/ Depositories. The Postal Ballot Notice has also been placed on the websites of the Company i.e. www.petronetlng.in and National Securities Depository Limited (‘NSDL’). Physical copies of the Postal Ballot Notice along with Postal Ballot forms and pre-paid business reply envelopes are not being sent to Members for this Postal Ballot in line with the exemption provided in the MCA circulars.

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  1. Member(s) whose names appear on the Register of Members/ List of Beneficial Owners as on the cut-off date will be considered for e-voting. A person who is not a Member as on the cutoff date should treat this Notice for information purpose only.

4. Service of Postal Ballot Notice electronically:

Members holding shares in physical
mode
This postal ballot notice is issued electronically to
Members whose e-mail addresses are available
and registered in the records of the Registrar and
Transfer Agent.
Members holding shares in demat
mode
This postal ballot notice is issued electronically to
Members whose e-mail addresses are available
and registered in the records of the Depositories.
  1. In compliance with the provisions of Section 108 and 110 of the Act read with Rule 20 of the Companies (Management and Administration) Rules, 2014, as amended from time to time, Regulation 44 of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 and MCA circulars issued from time to time, the Company provides the Members the facility to exercise their right to vote by electronic means through E-voting services provided by National Securities Depository Limited (‘NSDL’). The instructions for E-voting are annexed to this Notice.

6. Remote e-voting timeline:

Remote e-voting timeline:
Commencement of e-voting Friday,March 6,2026 9:00 a.m.(IST)
Conclusion of e-voting Saturday,April 4,2026 5:00p.m.(IST)
  1. The voting rights of Members shall be in proportion to their shares in the paid-up equity share capital of the Company as on the cut-off date i.e. Friday, February 27, 2026.

  2. The resolutions, if passed with requisite majority by the Members through Postal Ballot, shall be deemed to be passed on the last date of the voting period i.e. on Saturday, April 4, 2026 and shall be deemed to have been passed as if they have been passed at a general meeting of the Members convened in that behalf.

  3. The Board of Directors of your Company has appointed M/s Ragini Chokshi & Co., Company Secretaries (Firm Reg. No. BA-92897) as the Scrutinizer for conducting the Postal Ballot and e- voting process in a fair and transparent manner. The Scrutiniser has communicated its willingness to be appointed for conducting the Postal Ballot process.

  4. Relevant documents referred to in the Postal Ballot Notice and the Statement under Section 102 of the Act are available for inspection by the Members at the Registered Office of the Company during 10:00 a.m. (IST) to 5:00 p.m. (IST) on all working days (Monday - Friday) till the last date for e-voting. Members seeking inspection may send an e-mail to [email protected].

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  1. We urge members to support our commitment to environment protection by choosing to receive the Company’s communication through email. Members holding shares in demat mode, who have not registered their email addresses are requested to register their email addresses with their respective DP, and members holding shares in physical mode are requested to update their email addresses with the Company’s RTA, Bigshare Services Private Limited at [email protected], to receive communications from the Company in electronic mode.

  2. Important instruction for members holding shares in physical form:

  3. (i) SEBI vide its Circular No. SEBI/HO/MIRSD/MIRSD_RTAMB/P/ CIR/2021/655 dated November 3, 2021 (subsequently amended by Circular Nos. SEBI/HO/MIRSD/MIRSD_ RTAMB/P/CIR/2021/687 dated December 14, 2021, SEBI/HO/MIRSD/MIRSD-PoD1/P/CIR/2023/37 dated March 16, 2023 and SEBI/HO/MIRSD/POD-1/P/CIR/2023/181 November 17, 2023) has mandated that with effect from April 1, 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. Further, relevant FAQs published by SEBI on its website can be viewed at the following link: https://www.sebi.gov.in/sebi_data/faqfiles/sep2024/1727418250017.pdf

  4. (ii) Members may please note that SEBI vide its Circular No. SEBI/HO/MIRSD/MIRSD_RTAMB/P/CIR/2022/8 dated January 25, 2022 has mandated the listed companies to issue securities in dematerialized form only while processing service requests viz. Issue of duplicate securities certificate; claim from unclaimed suspense account; renewal/exchange of securities certificate; endorsement; subdivision/splitting of securities certificate; consolidation of securities certificates/folios; transmission and transposition. Accordingly, Members are requested to make service requests by submitting a duly filled and signed Form ISR – 4, the format of which is available on the Company’s website at https://www.petronetlng.in/norms-forprocessing-investors-service-requested-by-rta-related-forms and on RTA’s website at Bigshare Services Pvt Ltd (bigshareonline.com). It may be noted that any service request can be processed only after the folio is KYC Compliant.

  5. (iii) Members may please note that pursuant to SEBI Circular no. HO/38/13/11(2)2026MIRSD-POD/ I/3750/2026 dated January 30, 2026, the Company has opened a special window exclusively for the re-lodgement of transfer deeds, which were lodged prior to the deadline of April 01, 2019 and rejected/ returned/ not attended due to the deficiency in the documents/ process/ or otherwise. The special window will remain open from February 05, 2026 to February 04, 2027. Detailed circular is available at the website of the Company at www.petronetlng.in. Lodgement of legally valid and complete documents for transfer of physical shares, where there is no dispute on ownership will be considered. Investors may submit their request by February 04,

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2027, with the Registrar & Share Transfer Agent (RTA) of the Company. The securities so transferred shall be mandatorily credited to the transferee only in demat mode and shall be under lock-in for a period of one year from the date of registration of transfer. Such securities shall not be transferred/ lien-marked/ pledged during the said lock-in period. Investors must have a demat account and provide the necessary documents as specified in the SEBI circular dated 30.01.2026, while raising request for transfer of physical shares with RTA. Due process shall be followed for such transfer-cum-demat requests.

(iv) Members are requested to update their records by submitting duly filled and signed relevant form along with the relevant proofs listed in the forms, to the RTA of the Company, Bigshare Services Private Limited by post to Office No. S6-2 6[th] Floor, Pinnacle Business Park, Next to Ahura Centre, Mahakali Caves Road, Andheri {E} Mumbai – 400093.

Details of the relevant forms are provided herein below:

Type of
holder
Process to be followed Process to be followed
Physical
Form
Form for availing investor services to register PAN, email
address, bank details and other KYC details or changes /
update thereof for securities held in physical mode
Form ISR-1
Update of signature of securities holder Form ISR-2
Declaration to opt out Form ISR-3
Form for requesting issue of Duplicate Certificate and other
service requests for shares / debentures/ bonds, etc., held in
physical form
Form ISR-4
Request for Transmission of Securities by Nominee or Legal
Heir
Form ISR-5
For nomination as provided in the Rules 19 (1) of Companies
(Share capital and Debenture) Rules, 2014
Form SH-
13
Cancellation of nomination by the holder(s) (along with ISR-3)
/ Change of Nominee
Form SH-
14
The
forms
for
updating
the
above
details
are
available
at
www.petronetlng.in
Demat Members holding shares in demat form who wish to update any of the
details mentioned above can contact their depository participant for the
same.

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To mitigate unintended challenges on account of freezing of folios, SEBI vide its Circular No. SEBI/HO/MIRSD/POD-1/P/ CIR/2023/181 dated November 17, 2023, has done away with the provision regarding freezing of folios not having PAN, KYC and Nomination details.

  1. SEBI vide its Master Circular SEBI/HO/OIAE/OIAE_IAD-1/P/CIR/2023/145 dated 11[th] August 2023, has introduced Online Dispute Resolution (‘ODR’), which is in addition to the existing SEBI Complaints Redress System (‘SCORES’) platform, which can be utilised by the investors and the Company for dispute resolution.

Please note that the investors can initiate dispute resolution through the ODR portal only after exhausting the option to resolve dispute with the Company and on the SCORES platform. The SMART ODR Portal can be accessed at: https://smartodr.in/login.

The detailed circulars and process are also available on the website of the Company at https://www.petronetlng.in/sop-for-dispute-resolution-under-the-stock-exchange-arbitrationmechanism.

  1. The instructions for e-voting are as under:

  2. i) The e-voting period begins at 9:00 a.m. (IST) on Friday, March 6, 2026 and ends on Saturday, April 4, 2026 at 5:00 p.m. (IST). During this period, Members of the Company, holding shares either in physical form or in dematerialised form, as the cutoff date i.e. Friday, February 27, 2026 may cast their votes electronically. The e-voting module shall be disabled by National Securities Depository Limited (‘NSDL’) for voting thereafter.

- How do I vote electronically using NSDL e voting system?

The way to vote electronically on NSDL e-voting system consists of “Two Steps” which are mentioned below:

- Step 1: Access to NSDL e voting system

- A) Login method for e voting for Individual shareholders holding securities in demat mode

  • In terms of SEBI circular dated December 9, 2020 on e voting facility provided by Listed Companies, Individual shareholders holding securities in demat mode are allowed to vote through their demat account maintained with Depositories and Depository Participants. Shareholders are advised to update their mobile number and email Id in their demat accounts in order to access e-voting facility.

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

Type of shareholders Login Method
Individual
Shareholders
holding
securities
in
demat mode with NSDL.
1. ExistingIDeASuser can visit the e-Services website of NSDL
viz.https://eservices.nsdl.comeither on a Personal
Computer or on a mobile. On the e-Services home page
click on the “Beneficial Owner”icon under“Login”which
is available under‘IDeAS’section, this will prompt you to
enter your existing User ID and Password. After successful
authentication, you will be able to see e-voting services
under Value added services. Click on“Access to e-voting”
under e-voting services and you will be able to see e-voting
page. Click on company name ore-voting service provider
i.e. NSDLand you will be re-directed to e-voting website of
NSDL for casting your vote during the remote e-voting
period.
2. If you are not registered for IDeAS e-Services, option to
register is available athttps://eservices.nsdl.com. Select
“Register Online for IDeAS Portal”or click at
https://eservices.nsdl.com/SecureWeb/IdeasDirectReg.jsp
3. Visit the e-voting website of NSDL. Open web browser by
typing the following URL:https://www.evoting.nsdl.com/
either on a Personal Computer or on a mobile. Once the
home page of e-voting system is launched, click on the icon
“Login” which is available under ‘Shareholder/Member’
section. A new screen will open. You will have to enter your
User ID (i.e. your sixteen-digit demat account number hold
with NSDL), Password/OTP and a Verification Code as
shown on the screen. After successful authentication, you
will be redirected to NSDL Depository site wherein you can
see e-voting page. Click on company name ore-voting
service provider i.e. NSDLand you will be redirected to e-
voting website of NSDL for casting your vote during the
remote e-voting period.
4. Shareholders/Members can also download NSDL Mobile
App “NSDL Speede” facility by scanning the QR code
mentioned below for seamless votingexperience.

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  • Individual Shareholders 1. Users who have opted for CDSL Easi / Easiest facility, can holding securities in login through their existing user id and password. demat mode with CDSL Option will be made available to reach e-voting page without any further authentication. The users to login Easi/ Easiest are requested to visit CDSL website www.cdslindia.com and click on login icon & New System Myeasi Tab and then user your existing my easi username & password.

  • After successful login the Easi / Easiest user will be able to see the e-voting option for eligible companies where the e- voting is in progress as per the information provided by company. On clicking the e-voting option, the user will be able to see e-voting page of the e-voting service provider for casting your vote during the remote e-voting period. Additionally, there is also links provided to access the system of all e-voting Service Providers, so that the user can visit the e-voting service providers’ website directly.

  • If the user is not registered for Easi/Easiest, option to register is available at CDSL website www.cdslindia.com and click on login & New System Myeasi Tab and then click on registration option.

  • Alternatively, the user can directly access e-voting page by providing Demat Account Number and PAN No. from a e- voting link available on 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 e-voting is in progress and also able to directly access the system of all e-voting Service Providers.

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Individual
Shareholders
(holding
securities
in
demat
mode)
login
through their depository
participants
You can also login using the login credentials of your demat
account through your Depository Participant registered with
NSDL/CDSL for e-voting facility. upon logging in, you will be able to
see e-voting option. Click on e-voting option, you will be redirected
to NSDL/CDSL Depository site after successful authentication,
wherein you can see e-voting feature. Click on company name or
e-voting service provider i.e. NSDL and you will be redirected to e-
voting website of NSDL for casting your vote during the remote e-
voting period.

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

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

**Login type ** Helpdesk details
Individual Shareholders holding
securities in demat mode with
NSDL
Members facing any technical issue in login can contact
NSDL
helpdesk
by
sending
a
request
at
[email protected] call on 022- 48867000
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] contact at toll free
no. 1800 22 55 33

B) Login Method for shareholders other than Individual shareholders holding securities in demat mode and shareholders holding securities in physical mode.

How to Log-in to NSDL e-voting website?

  1. Visit the e-voting website of NSDL. Open web browser by typing the following URL: https://www.evoting.nsdl.com/ either on a Personal Computer or on a mobile.

  2. Once the home page of e-voting system is launched, click on the icon “Login” which is available under ‘Shareholder/Member’ section.

  3. A new screen will open. You will have to enter your User ID, your Password/OTP and a Verification Code as shown on the screen.

Alternatively, if you are registered for NSDL eservices i.e. IDEAS, you can log-in at https://eservices.nsdl.com/ with your existing IDEAS login. Once you log-in to NSDL eservices after using your log-in credentials, click on e-voting and you can proceed to Step 2 i.e. Cast your vote electronically.

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  1. Your User ID details are given below:
Your User ID details are given below:
Manner of holding shares i.e. Demat
(NSDL or CDSL) or Physical
Your User ID is:
a) For Members who hold shares in
demat account with NSDL.
8 Character DP ID followed by 8 Digit Client
ID
For example, if your DP ID is IN300 and
Client ID is 12
then your user ID is
IN300
12**.
b) For Members who hold shares in
demat account with CDSL.
16 Digit Beneficiary ID
For example, if your Beneficiary ID is
12** then your user ID is
12**
c) For Members holding shares in Physical
Form.
EVEN Number followed by Folio Number
registered with the company
For example, if folio number is 001 and
EVEN
is
101456
then
user
ID
is
101456001
  1. Password details for shareholders other than Individual shareholders are given below:

  2. a) If you are already registered for e-voting, then you can user your existing password to login and cast your vote.

  3. b) If you are using NSDL e-voting system for the first time, you will need to retrieve the ‘initial password’ which was communicated to you. Once you retrieve your ‘initial password’, you need to enter the ‘initial password’ and the system will force you to change your password.

  4. c) How to retrieve your ‘initial password’?

    • (i) If your email ID is registered in your demat account or with the company, your ‘initial password’ is communicated to you on your email ID. Trace the email sent to you from NSDL from your mailbox. Open the email and open the attachment i.e. a .pdf file. Open the .pdf file. The password to open the .pdf file is your 8 digit client ID for NSDL account, last 8 digits of client ID for CDSL account or folio number for shares held in physical form. The .pdf file contains your ‘User ID’ and your ‘initial password’.

    • (ii) If your email ID is not registered, please follow steps mentioned below in process for those shareholders whose email ids are not registered

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  1. If you are unable to retrieve or have not received the “ Initial password” or have forgotten your password:

  2. a) Click on “ Forgot User Details/Password ?”(If you are holding shares in your demat account with NSDL or CDSL) option available on www.evoting.nsdl.com.

  3. b) Physical User Reset Password ?” (If you are holding shares in physical mode) option available on www.evoting.nsdl.com.

  4. c) If you are still unable to get the password by aforesaid two options, you can send a request at [email protected] mentioning your demat account number/folio number, your PAN, your name and your registered address etc.

  5. d) Members can also use the OTP (One Time Password) based login for casting the votes on the e-voting system of NSDL.

  6. After entering your password, tick on Agree to “Terms and Conditions” by selecting on the check box.

  7. Now, you will have to click on “Login” button.

  8. After you click on the “Login” button, Home page of e-voting will open.

- Step 2: Cast your vote electronically on NSDL e voting system.

- How to cast your vote electronically on NSDL e voting system?

  1. After successful login at Step 1, you will be able to see all the companies “EVEN” in which you are holding shares and whose voting cycle.

  2. Select “EVEN” of company for which you wish to cast your vote during the remote e- voting period.

  3. Now you are ready for e-voting as the Voting page opens.

  4. Cast your vote by selecting appropriate options i.e. assent or dissent, verify/modify the number of shares for which you wish to cast your vote and click on “Submit” and also “Confirm” when prompted.

  5. Upon confirmation, the message “Vote cast successfully” will be displayed.

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

  7. Once you confirm your vote on the resolution, you will not be allowed to modify your

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vote.

General Guidelines for shareholders

  1. Institutional shareholders (i.e. other than individuals, HUF, NRI etc.) are required to send scanned copy (PDF/JPG Format) of the relevant Board Resolution/ Authority letter etc. with attested specimen signature of the duly authorized signatory(ies) who are authorized to vote, to the Scrutinizer by e-mail to [email protected] with a copy marked to [email protected]. Institutional shareholders (i.e. other than individuals, HUF, NRI etc.) can also upload their Board Resolution / Power of Attorney / Authority Letter etc. by clicking on "Upload Board Resolution / Authority Letter" displayed under "e-voting" tab in their login.

  2. It is strongly recommended not to share your password with any other person and take utmost care to keep your password confidential. Login to the e-voting website will be disabled upon five unsuccessful attempts to key in the correct password. In such an event, you will need to go through the “Forgot User Details/Password?” or “Physical User Reset Password?” option available on www.evoting.nsdl.com to reset the password.

  3. In case of any queries, you may refer the Frequently Asked Questions (FAQs) for Shareholders and e-voting user manual for Shareholders available at the download section of www.evoting.nsdl.com or call on 022- 4886 7000 or send a request to Ms. Pallavi Mhatre, Senior Manager, NSDL at [email protected]

Process for those shareholders whose email ids are not registered with the depositories for procuring user id and password and registration of e mail ids for e-voting for the resolutions set out in this notice :

  1. In case shares are held in physical mode please provide Folio No., Name of shareholder, scanned copy of the share certificate (front and back), PAN (self-attested scanned copy of PAN card), AADHAR (self-attested scanned copy of Aadhar Card) by email to [email protected] or to [email protected].

  2. In case shares are held in demat mode, please provide DPID-CLID (16-digit DPID + CLID or 16-digit beneficiary ID), Name, client master or copy of Consolidated Account statement, PAN (self-attested scanned copy of PAN card), AADHAR (self-attested scanned copy of Aadhar Card) to [email protected] or to [email protected]. If you are an Individual shareholder holding securities in demat mode, you are requested to refer to the login method explained at step 1 (A ) i.e. -

Login method for e voting for Individual shareholders holding securities in demat mode .

  1. Alternatively, shareholder/members may send a request to [email protected] for procuring user id and password for e-voting by providing above mentioned documents.

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  1. Any clarifications in this regard may be addressed to the RTA at [email protected].

  2. Shareholders may use the following link to register their details or raise their queries – https://www.bigshareonline.com/InvestorLogin.aspx

https://iconnect.bigshareonline.com/Account/Login

For and on behalf of Board of Directors of Petronet LNG Limited

sd/Rajan Kapur GGM & President - Company Secretary

Dated: February 28, 2026 Place: New Delhi

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Explanatory Statement pursuant to Section 102 of the Companies Act, 2013

As required under Section 102 of the Companies Act, 2013, the following explanatory statement sets out all the material facts relating to the Special Business mentioned in the accompanying Notice:

Item No. 1: To appoint Shri Neeraj Mittal (DIN: 05216366) as Director and Chairman of the Company

Pursuant to the provisions of the Companies Act, 2013, every director is required to be appointed at a general meeting.

Regulation 17 (1C) of the SEBI LODR, 2015 inserted by Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) (Third Amendment) Regulations, 2021 provides that the listed entity shall ensure that approval of shareholders for appointment or reappointment of a person on the Board of Directors or as a manager is taken at the next general meeting or within a time period of three months from the date of appointment, whichever is earlier.

Shri Neeraj Mittal, IAS (DIN: 05216366), Secretary, Ministry of Petroleum and Natural Gas, was nominated as Director of the Company by Ministry of Petroleum & Natural Gas, Government of India on the request of the Company pursuant to the provisions of the Articles of Association and was accordingly appointed as Additional Director (Chairman) by the Board of Directors w.e.f. January 16, 2026, on the recommendation of the Nomination and Remuneration Committee of the Board, to hold office up to next General Meeting or three months, whichever is earlier.

His brief profile is as under:

Dr. Neeraj Mittal, Secretary, Ministry of Petroleum & Natural Gas, a senior Indian Administrative Service Officer of Tamil Nadu cadre, is a B. Tech in Electrical Engineering from IIT, Kanpur, MBA from Cranfield University, UK and Ph.D from Ohio State University, USA in Management Information Systems.

He started his career as an IAS Officer in 1992. He has held various administrative positions in the fields of land and revenue management, mines and minerals, IT / Communications, e-governance. During his stint in Central deputation, he worked as Secretary in Department of Telecom. He also worked in Ministry of Commerce & Industry and Ministry of Petroleum & Natural Gas. While working as Joint Secretary in the Ministry of Petroleum & Natural Gas, he was instrumental in rolling out the Cash Transfer program in LPG and ‘Give It Up’ campaign. He has also served as Senior Advisor to the Executive Director in World Bank in Washington DC.

He also held important positions of CEO of Tamil Nadu Industrial Guidance and Export Promotion Bureau, Additional Chief Secretary, Information Technology and Digital Service Department and MD & CEO, Tamil Nadu Urban Finance & Infrastructure Development Corporation.

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He has several publications to his credit. (

neerajmittalias) & neerajmittalias)

Shri Neeraj Mittal is not disqualified from being appointed as a director in terms of Section 164 of the Companies Act, 2013 and under Para C (10) (i) of Schedule V to SEBI LODR, 2015. He has also given his consent to act as director of the Company.

Accordingly, regularisation of appointment of Shri Neeraj Mittal as the Director and Chairman on the Board is being put up to the Shareholders for seeking their approval through the process of this Postal Ballot. Shri Neeraj Mittal, if appointed, shall be liable to retire by rotation.

His brief resume, inter-alia, giving nature of expertise in specific functional area, shareholding in the Company, other Directorship, Membership/ Chairmanship of Committees and other particulars are enclosed as Annex-A with this Notice.

In order to comply with the provisions contained in the Articles of Association of the Company and keeping in view his background and vast experience, it will be in the interest of the Company that he continues as Director and Chairman of the Company.

Except Shri Neeraj Mittal, being an appointee, none of the Directors or Key Managerial Personnel of the Company or their relatives is concerned or interested, financially or otherwise, in the resolution set out at Item No. 1 of the Notice. The Board recommends the ordinary resolution set out at Item No. 1 for the approval of Members.

Item No. 2: To appoint Ms. Avantika Singh Aulakh, IAS (DIN: 07549438) as Nominee Director (GMB/ GoG) of the Company

Pursuant to the provisions of the Companies Act, 2013, every director is required to be appointed at a general meeting.

Regulation 17 (1C) of the SEBI LODR, 2015 inserted by Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) (Third Amendment) Regulations, 2021 provides that the listed entity shall ensure that approval of shareholders for appointment or reappointment of a person on the Board of Directors or as a manager is taken at the next general meeting or within a time period of three months from the date of appointment, whichever is earlier.

Dahej LNG Port Terminal Concession Agreement (Concession Agreement) was signed on 20th December, 2005 among Gujarat Maritime Board (GMB), Petronet LNG Limited and Government of Gujarat (GoG) for setting up LNG port terminal at Dahej. In terms of Clause 6.3 of Concession Agreement, GMB/GoG has a right to nominate a Director on the Board of the Company.

Ms. Avantika Singh Aulakh, IAS (DIN: 07549438) was nominated as Nominee Director (GMB/ GoG) on the Board of the Company by Gujarat Maritime Board, Government of Gujarat (GMB/ GoG), through Gujarat State Petroleum Corporation Limited (GSPC), pursuant to the above said Concession Agreement and was accordingly appointed as Additional Director (Nominee Director

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of GMB/ GoG) w.e.f. January 16, 2026, on the recommendation of the Nomination and Remuneration Committee of the Board, to hold office up to the next General Meeting or three months, whichever is earlier.

Her brief profile is as under:

Ms. Avantika Singh Aulakh, IAS, is a senior officer of the 2003 batch.

She has done B.E. (Instrumentation & Control Engg.) from Netaji Subhas Institute of Technology Delhi and Masters in Public Administration from Harvard University’s John F. Kennedy School of Government.

Throughout her two-decade long career in Civil Services, she has held various crucial administrative positions in the Government of Gujarat. She has served as District Collector in multiple districts including Ahmedabad, Vadodara, Bharuch, and Anand. She has been accorded the Best District Collector award for Vadodara district (2015-16) and Bharuch district (2012-13) by the State Government. She has also served as District Development Officer in Anand, Gandhinagar districts and as Deputy Secretary, Energy and Petrochemicals Dept. and Director of Petroleum in the State Government. She has also served as Additional Principal Secretary to the Hon’ble Chief Minister of Gujarat.

She received the National Award for Best Electoral Practices in 2012 and 2017 from the Election Commission of India. As Collector Ahmedabad, she also received the National Level Beti Bachao Beti Padhao Scheme award from Government of India in 2018.

Her diverse experience includes serving as Vice Chairman & CEO of Gujarat Maritime Board, CEO of Gujarat Infrastructure Development Board, MD of Gujarat Rail Infrastructure Development Corporation Limited and Director of Technical Education, reflecting her versatility in handling both infrastructure development and educational initiatives. She has enhanced her expertise through numerous specialized training programs in fiscal policy, public-private partnerships and project management.

She has held directorial positions on the Boards of several prominent companies like Gujarat Pipavav Port Limited, Gujarat Industries Power Company Limited and Dholera International Airport Company Limited.

Presently, she is holding directorship in various companies and is also serving as Managing Director of Gujarat State Petroleum Corporation Limited, Gujarat Gas Limited, GSPC LNG Limited, Gujarat Alkalies and Chemicals Limited and Joint Managing Director of Gujarat State Petronet Limited.

Ms. Avantika Singh Aulakh is not disqualified from being appointed as a director in terms of Section 164 of the Companies Act, 2013 and under Para C (10) (i) of Schedule V to SEBI LODR, 2015. She has given her consent to act as director of the Company.

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Accordingly, regularisation of appointment of Ms. Avantika Singh Aulakh as the Director (Nominee Director – GMB/ GoG) on the Board is being put up to the Shareholders for seeking their approval through the process of this Postal Ballot. Ms. Avantika Singh Aulakh, if appointed, shall be liable to retire by rotation.

Her brief resume, inter-alia, giving nature of expertise in specific functional area, shareholding in the Company, other Directorship, Membership/ Chairmanship of Committees and other particulars are enclosed as Annex-A with this Notice.

In order to comply with the provisions contained in the Articles of Association of the Company, Concession Agreement and keeping in view her background and vast experience, it will be in the interest of the Company that she continues as Nominee Director of the Company.

Except Ms. Avantika Singh Aulakh, being an appointee, none of the Directors or Key Managerial Personnel of the Company or their relatives is concerned or interested, financially or otherwise, in the resolution set out at Item No. 2 of the Notice. The Board recommends the ordinary resolution set out at Item No. 2 for the approval of Members.

For and on behalf of Board of Directors of Petronet LNG Limited Sd/Rajan Kapur GGM & President - Company Secretary

Dated: February 28, 2026 Place: New Delhi

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Annexure -A

Disclosure under Reg. 36(3) of Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 and Clause 1.2.5 of Secretarial Standards on General Meetings

Item No. 1 Item No. 2
Name of the Director Shri Neeraj Mittal
DIN: 05216366
Ms. Avantika Singh Aulakh
DIN: 07549438
Date of Birth and Age 17.12.1967,aged 58years 02.03.1981,aged 45years
Date of Appointment
(initial)
January 16, 2026
January 16, 2026
Qualifications B. Tech in Electrical Engineering from IIT, Kanpur, MBA from Cranfeld
University, UK and Ph. D from Ohio State University, USA in
Management Informaton Systems.
B.E. (Instrumentaton & Control Engg.) from Netaji Subhas Insttute of
Technology, Delhi and Masters in Public Administraton from Harvard
University’s John F. Kennedy School of Government.
Expertise
in
specific
functional areas and
Experience
Dr. Neeraj Mittal started his career as an IAS Officer in 1992. He has
held various administrative positions in the fields of land and revenue
management,
mines
and
minerals,
IT
/
Communications,
e-governance. During his stint in Central deputation, he worked as
Secretary in Department of Telecom. He also worked in Ministry of
Commerce & Industry and Ministry of Petroleum & Natural Gas. While
working as Joint Secretary in the Ministry of Petroleum & Natural Gas,
he was instrumental in rolling out the Cash Transfer program in LPG
and ‘Give It Up’ campaign. He has also served as Senior Advisor to the
Executive Director in World Bank in Washington DC.
He also held important positions of CEO of Tamil Nadu Industrial
Guidance and Export Promotion Bureau, Additional Chief Secretary,
Information Technology and Digital Service Department and MD &
CEO,Tamil Nadu Urban Finance & Infrastructure Development

Ms. Avantika Singh Aulakh, IAS, is a senior officer of the 2003 batch.
Throughout her two-decade long career in Civil Services, she has held
various crucial administrative positions in the Government of Gujarat.
She has served as District Collector in multiple districts including
Ahmedabad, Vadodara, Bharuch, and Anand. She has been accorded
the Best District Collector award for Vadodara district (2015-16) and
Bharuch district (2012-13) by the State Government. She has also
served as District Development Officer in Anand, Gandhinagar
districts and as Deputy Secretary, Energy and Petrochemicals Dept.
and Director of Petroleum in the State Government. She has also
served as Additional Principal Secretary to the Hon’ble Chief Minister
of Gujarat.
She received the National Award for Best Electoral Practices in 2012

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Corporation.
He has several publications to his credit. (
neerajmittalias &
neerajmittalias)

and 2017 from the Election Commission of India. As Collector
Ahmedabad, she also received the National Level Beti Bachao Beti
Padhao Scheme award from Government of India in 2018.
Her diverse experience includes serving as Vice Chairman & CEO of
Gujarat Maritime Board, CEO of Gujarat Infrastructure Development
Board, MD of Gujarat Rail Infrastructure Development Corporation
Limited and Director of Technical Education, reflecting her versatility
in handling both infrastructure development and educational
initiatives. She has enhanced her expertise through numerous
specialized training programs in fiscal policy, public-private
partnerships and project management.
She has held directorial positions on the Boards of several prominent
companies like Gujarat Pipavav Port Limited, Gujarat Industries Power
Company Limited and Dholera International Airport Company
Limited.
Presently, she is holding directorship in various companies and is also
serving as Managing Director of Gujarat State Petroleum Corporation
Limited, Gujarat Gas Limited, GSPC LNG Limited, Gujarat Alkalies and
Chemicals Limited and Joint Managing Director of Gujarat State
Petronet Limited.
Board Membership of
other
Companies/
Corporate Bodies
Indian Strategic Petroleum Reserves Limited - Chairman 1. Gujarat Gas Limited – Managing Director
2. Gujarat State Petroleum Corporaton Limited – Managing Director
3. GSPC LNG Limited – Managing Director
4. Gujarat State Petronet Limited – Joint Managing Director
5. GSPL India Gasnet Limited – Director
6. GSPL India Transco Limited – Director

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7. GAL- NALCO Alkalies & Chemicals Private Limited – Nominee
Director
8. Gujarat Alkalies and Chemicals Limited - Managing Director
9. GACL Foundaton Trust – Member
10. Gujarat Metro Rail Corporaton (GMRC) Limited – Nominee
Director
Skills and capabilities of
Independent Directors
N.A. N.A.
Whether resigned from
any listed entity in the
last threeyears
No No
Chairmanship(s)/
Membership(s)
of
Committees*
- 1. Gujarat Gas Limited – Audit Committee – Member
2. Gujarat Alkalies and Chemicals Limited – Audit Committee –
Member
3. Gujarat Alkalies and Chemicals Limited – Stakeholders’
Relationship-cum-Investors’ Grievance Committee – Member
4. Gujarat State Petronet Limited – Audit Committee – Member
5. Gujarat State Petronet Limited – Stakeholders’ Relationship
Committee – Member
Number of shares held
in the Company (self
and as a beneficial
owner)
Nil Nil
Last Remuneration paid Nil Nil
Remuneration
proposed to be paid
Nil Nil

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Terms and Conditions
of Appointment
Nominated by Ministry of Petroleum and Natural Gas on request of
our company as per the terms and conditions contained in the Articles
of Association of the Company.
Nominated by GMB/GoG through Gujarat State Petroleum
Corporation (GSPC) as per the terms and conditions contained in
Dahej LNG Port Terminal Concession Agreement.
Relationship with other
Directors or KMP of the
Company
Nil Nil
Number of meetings of
the
Board
attended
during the year since
the
date
of
appointment
One out of one One out of one

*For the determination of committee positions, membership/ chairmanship in Audit Committee and Stakeholders’ Relationship Committee is being reckoned.

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