Pulsar International Limited

Regd. Office: Adarsh Laxmi Building, Office No.3, Sai Babanagar Navghar Road, Bhayandar (E), Thane 401101 Tel No. 2266 0442 / 2266 0520, Email: [email protected] CIN: 99999MH1990PLC131655 Correspondence Address: 506-513, Vardhaman Chambers, 17/5 Cawasji Patel Street, Fort, Mumbai 400001 INDIA

Date: 17[th] January 2023

To,

BSE Limited,

Corporate Relationship Department, Phiroze Jeejeebhoy Towers, Dalal Street, Fort, Mumbai – 400 001.

Ref: Scrip Code: 512591 Scrip ID: PULSRIN

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

Dear Sir/Madam,

Pursuant to Regulation 30 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, please find enclosed a copy of the Postal Ballot Notice dated January 17, 2023 together with the Explanatory Statement thereto, which shall be forwarded to all the members of the Company whose name appear in the register of members and the list of beneficiaries received from the depositories as on January 13, 2023.

This is for your information and record.

Thanking you,

For and on behalf of Pulsar International Limited

BHADRESHKUMAR Digitally signed by BHADRESHKUMAR JAGDISH JAGDISH BHAVSAR BHAVSAR Date: 2023.01.17 16:45:44 +05'30' Bhadresh Bhavsar Director DIN: 07152836

Encl. a/a

PULSAR INTERNATIONAL LIMITED

Regd. Office: Adarsh Laxmi Building, Office No.3, Sai Babanagar Navghar Road, Bhayandar (E), Thane 401101 Tel No. 2266 0442 / 2266 0520, Email: [email protected] CIN: L99999MH1990PLC131655 Correspondence Address: 506-513, Vardhaman Chambers, 17/5 Cawasji Patel Street, Fort, Mumbai 400001 INDIA

NOTICE OF POSTAL BALLOT

[Pursuant to Section 110 of the Companies Act, 2013 read with Rules 20 and 22 the Companies (Management and Administration) Rules, 2014]

Dear Member(s),

Notice is hereby given that the resolution as set out below is proposed to be passed by the members of Pulsar International Limited (“the Company” ) by means of Postal Ballot, only by way of remote e- voting process ( “e-voting” ), pursuant to Section 108 and Section 110 of the Companies Act, 2013 ( “the Act” ), Rules 20 and 22 of the Companies (Management and Administration) Rules, 2014 ( “the Rules” ) and all other applicable provisions, if any, of the Act and the Rules made thereunder read with General Circular Nos. 14/2020 dated April 8, 2020 and 17/2020 dated April 13, 2020, 22/2020 dated 15th June 2020, 33/2020 dated 28th September 2020, 39/2020 dated 31st December 2020, 10/2021 dated 23rd June 2021, 20/2021 dated 8th December 2021 read with other relevant circulars, including General Circular Nos. 03/2022 dated 5th May 2022 and 11/2022 dated 28[th] December 2022, issued by the Ministry of Corporate Affairs, Government of India (the “MCA Circulars”), Secretarial Standard on General Meetings (“SS-2”) issued by the Institute of Company Secretaries of India, Regulation 44 of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 and any other applicable law, rules and regulations (including any statutory modification(s) or re-enactment(s) thereof, for the time being in force), read with the equity listing agreement executed with the stock exchange on which the equity shares of the Company are listed, for seeking approval of the shareholders by way of ordinary/special resolutions (as indicated) for matters as considered in the Resolutions appended below through remote e-voting process.

In compliance with the aforesaid MCA Circulars, this Postal Ballot Notice is being sent only through electronic mode to those Shareholders whose e-mail addresses are registered with the Company/Depositories. If your e-mail address is not registered with the Company/Depositories, please follow the process provided in the Notes to receive this Postal Ballot Notice and login ID and password for remote e-voting. The communication of the assent or dissent of the Shareholders would only take place through the remote e-voting system. In compliance with the requirements of the above circular hard copy of the Postal Ballot Notice along with Postal Ballot Forms will not be sent to shareholders for this Postal Ballot and shareholders are required to communicate their assent or dissent through the remote e-voting system only.

The Statement pursuant to Section 102(1) and all other applicable provisions, if any, of the Act read with the Rules setting out all material facts relating to the resolution mentioned in this Postal Ballot Notice is annexed hereto.

The Board of Directors of the Company have appointed Mr. Ankur Gandhi, proprietor of Ankur Gandhi & Associates, Practicing Company Secretaries, Navsari, Gujarat, India (Membership No. ACS – 48016 & Certificate of Practice No. 17543) as Scrutinizer for conducting the Postal Ballot, through the e- voting process, in a true, fair and transparent manner and he has communicated his willingness for his appointment and will be available for the said purpose. The Scrutinizer's decision on the validity of the remote e- voting shall be final.

The remote e-voting period commences from 9.00 a.m. (IST) on Thursday, January 19, 2023, and ends at 05.00 pm. (IST) on Sunday, February 19, 2023. The Scrutiniser will submit his report to the Chairman

PULSAR INTERNATIONAL LIMITED

of the Company, or any person authorized by him upon completion of the scrutiny of the votes cast through remote e-voting.

The Company has engaged the services of Central Depository Services (India) Limited (CDSL) as the agency to provide e-voting facility. In accordance with the MCA Circulars, members can vote only through the remote e-voting process. Accordingly, the Company is pleased to provide remote e-voting facility to all its members to cast their votes electronically. Members are requested to read the instructions in the Notes in this Postal Ballot Notice so as to cast their votes electronically not later than 05:00 pm. IST on 19[th] Day of February 2023 (the last day to cast vote electronically) to be eligible for being considered.

The Scrutinizer will submit his report, after the completion of scrutiny, to the Chairman and/or Managing Directors of the Company or any person authorized by him. The results of the E-voting shall be declared within two working days from the conclusion of remote e-voting and the same, along with the Scrutiniser’s Report, will be placed on the website of the Company at www.pulsarinternationallimited.com and will also be communicated to the Stock Exchange and Central Depository Services (India) Limited (“CDSL”).

SPECIAL BUSINESSES:

Resolution No. 1

INCREASE IN THE AUTHORIZED SHARE CAPITAL AND CONSEQUENT ALTERATION OF MEMORANDUM OF ASSOCIATION

To consider and if thought fit, to pass with or without modification(s), the following Resolution as a Special Resolution:

“ RESOLVED THAT pursuant to the provisions of Sections 13, 61 and 64 and other applicable provisions, if any, of the Companies Act, 2013, and the rules issued there under (including any statutory modification or re-enactment thereof for the time being in force) and in accordance with the provisions of the Articles of Association of the Company, Consent of the members be and is hereby accorded to increase the Authorised Share Capital of the Company from ₹3,00,00,000/- (Rupees Three Crores Only) divided into 30,00,000 (Thirty Lakhs) Equity Shares to ₹7,00,00,000/- (Rupees Seven Crores only) divided into 70,00,000 (Seventy Lakhs) Equity Shares of ₹10/- each, subject to the approval of the statutory authority.

RESOLVED FURTHER THAT the Memorandum of Association of the Company be and is hereby altered by substituting the existing Clause V thereof by the following new Clause V as under:

V. The Authorised Share Capital of the Company is ₹7,00,00,000/- (Rupees Seven Crores only) divided into 70,00,000 (Seventy Lakhs) Equity Shares of ₹10/- each.

RESOLVED FURTHER THAT for the purpose of giving effect to the above resolutions, any of the Directors or Key Managerial Personnel, be and are hereby severally authorised to do all such acts, deeds, matters and things and execute all such deeds, documents, instruments and writings as it may in its absolute discretion deem necessary or desirable and pay any fees and commission and incur expenses in relation thereto.”

PULSAR INTERNATIONAL LIMITED

Resolution No.2

APPOINTMENT OF MR DEVENDRASINH DALPATSINH UMAT (DIN: 06695377) AS AN INDEPENDENT DIRECTOR OF THE COMPANY.

To consider and if thought fit, to pass with or without modification(s), the following Resolution as a Special Resolution:

“RESOLVED THAT, in accordance with, the provisions of Sections 149, 150 and 152 and other applicable provisions, if any, of the Companies Act, 2013 (‘the Act’), and the Rules made thereunder, read with Schedule IV of the Act, Regulation 16 and Regulation 25 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 (‘Listing Regulations’) (including any statutory modification(s) or re-enactment thereof for the time being in force), Mr. Devendrasinh Umat (DIN: 06695377) who was appointed as an Additional Director of the Company w.e.f 21[st] November 2022 pursuant to Section 161 of the Act and who has submitted a declaration that he meets the criteria of Independence as provided under the Act and the Listing Regulations, be and is hereby appointed as an Independent Director of the Company to hold office for a term of up to 5 (five) consecutive years with effect from 21[st] November 2022 to 20[th] November 2027.

Resolution No.3

APPOINTMENT OF MR ARVINDKUMAR GULABJI PARMAR (DIN: 09356562) AS A NON – EXECUTIVE DIRECTOR OF THE COMPANY.

To consider and if thought fit, to pass with or without modification(s), the following Resolution as a Special Resolution:

“RESOLVED THAT, in accordance with, the provisions of Sections 152 and other applicable provisions, if any, of the Companies Act, 2013 (‘the Act’), and the Companies (Appointment and Qualifications of Directors) Rules, 2014made thereunder (including any statutory modification(s) or re-enactment thereof for the time being in force), Mr. Arvindkumar Gulabji Parmar (DIN: 09356562) who was appointed as an Additional Director of the Company w.e.f 19th December 2022 pursuant to Section 161 of the Act, be and is hereby appointed as an Non – Executive Director of the Company, who is liable to retire by rotation .

PULSAR INTERNATIONAL LIMITED

in its absolute discretion deem necessary or desirable and pay any fees and commission and incur expenses in relation thereto.”

Resolution No. 4

To Authorize The Board To Borrow Money Pursuant To Section 180(1)(C)

To consider and if thought fit, to pass with or without modification(s), the following Resolution as a Special Resolution:

“RESOLVED THAT pursuant to the provisions of Section 180(1)(c) and other applicable provisions, if any, of the Companies Act, 2013 (the act) read with Companies (Meeting of Board and its Powers) Rules, 2014 (including any statutory modification or re-enactment thereof for the time being in force) and Articles of Association of the Company, consent of the members be and is hereby accorded, to borrow in any manner from time to time any sum or sums of money at its discretion on such terms and conditions as the Board may deem fit, notwithstanding that the money to be borrowed by the Company together with the monies already borrowed or to be borrowed (apart from temporary loans obtained from the Company’s Bankers in the ordinary course of business), from the financial institutions, Company’s bankers and/or from any person or persons, firms, bodies corporate whether by way of loans, advances, deposits, issue of debentures, bonds or any financial instruments or otherwise and whether secured or unsecured, which may exceed the aggregate of the paid up capital of the Company and its free reserves that is to say, reserves not set apart for any specific purpose, provided that the maximum amount of money so borrowed and outstanding at any one time shall not exceed the sum of ₹1,00,00,00,000/- (Rupees One Hundred Crores only).

RESOLVED FURTHER THAT for the purpose of giving effect to this resolution, any director or Key Managerial Personnel of the Company be and is hereby severally authorised to do all such acts, deeds, matters and things as it may in its absolute discretion deem necessary, proper or desirable and to settle any question, difficulty, doubt that may arise in respect of the borrowing(s) aforesaid and also to delegate all or any of the above powers to such Director of the Company and further to do all such acts, deeds and things and to execute all documents and writings as may be necessary, proper, desirable or expedient to give effect to this resolution.”

Resolution No. 5

To Authorize Board to Make Investments, Give Loans, Guarantees and Security in Excess of Limits Specified under Section 186 of the companies act, 2013

To consider and if thought fit, to pass with or without modification(s), the following Resolution as a Special Resolution:

"RESOLVED THAT pursuant to the provisions of Section 186(3) and any other applicable provisions of the Companies Act, 2013 read with the relevant rules made thereunder (including any statutory modification or re-enactment thereof) and the terms of Articles of Association of the Company and any other approvals, consents, sanctions and permissions as may be necessary, the consent of the members be and is hereby accorded for making investment(s) in excess of limits specified under section 186 of the Companies Act, 2013 from time to time in acquisition of securities of any bodycorporate or for giving loans, guarantees or providing securities to anybody or other person/entity

PULSAR INTERNATIONAL LIMITED

whether in India or outside India, as may be considered appropriate for an amount not exceeding ₹1,00,00,00,000/- (Rupees One Hundred Crores Only), notwithstanding that such investment and acquisition together with existing investments of the Company in all other bodies corporate, loans and guarantees given and securities provided shall be in excess of the limits prescribed under section 186(3) of the Companies Act, 2013, i.e. the limits available to the company is sixty percent of its paidup share capital, free reserves and securities premium account or one hundred percent of its free reserves and securities premium account, whichever is more.

For Pulsar International Limited

Sd/Nitin Mistry Company Secretary and Compliance Officer

Date: 17.01.2023 Place: Mumbai

PULSAR INTERNATIONAL LIMITED

Regd. Office: Adarsh Laxmi Building, Office No.3, Sai Babanagar Navghar Road, Bhayandar (E), Thane 401101 Tel No. 2266 0442 / 2266 0520, Email: [email protected] CIN: L99999MH1990PLC131655

Correspondence Address: 506-513, Vardhaman Chambers, 17/5 Cawasji Patel Street, Fort, Mumbai 400001 INDIA

NOTES FOR MEMBERS’ATTENTION:

The Explanatory Statement pursuant to Section 102 of the Companies Act, 2013 (the “Act”) setting out material facts of the aforesaid items is annexed hereto as Annexure and which forms part of this Postal Ballot Notice.
All documents required to be kept open for inspection, if any, shall be open for inspection at the Registered office and Corporate office of the Company between 11.00 a.m. and 5.00 p.m. on all working days (except Saturdays, Sundays and Holidays). Such documents shall also be made available on the Company’s website (www.pulsarinternationallimited.com) to facilitate online inspection till the date of announcement of the results of this Postal Ballot.
The Company has appointed Mr. Ankur Gandhi, proprietor of Ankur Gandhi & associates, Practicing Company Secretaries, Navsari, Gujarat, India (Membership No. ACS - 48016 & Certificate of Practice No. 17543), as the Scrutinizer for conducting the Postal Ballot process in a fair and transparent manner. The Scrutinizer will submit his report after completion of the scrutiny on or before Tuesday, 21st February 2023. The Chairman, or any other person authorised by the Chairman, shall declare the result of the voting forthwith and the same will be communicated to the BSE Limited and shall also be available on the Company’s website (www.pulsarinternationallimited.com) as also displayed at the registered office and the corporate office of the Company. The resolutions, if assented by the requisite majority, shall be deemed to be passed on the last date specified for e- voting, i.e. 19th February 2023, in terms of the Secretarial Standards on General Meeting (SS-2) issued by the Institute of Company Secretaries of India.
In terms of Rule 20 and Rule 22 of the Companies (Management and Administration) Rules, 2014 read with the MCA Circulars and the Listing Regulations, the advertisement pertaining to this Postal Ballot is being published in one English national daily newspaper circulating throughout India (in English language) and one Marathi daily newspaper circulating in Mumbai (in vernacular language, i.e. Marathi).
The cut-off date for the purpose of ascertaining shareholders entitled for voting through this Postal Ballot is Friday, 13th January 2023 (hereinafter referred to as the “Cut-off Date”). A person, whose name is recorded in the Register of Members or in the Register of Beneficial Owners maintained by the Depositories for fully paid-up shares and partly paid-up shares as on the Cut-off Date only, shall be entitled to vote in this Postal Ballot. A person who is not a shareholder as on the Cut-off Date should treat this Postal Ballot Notice for information purpose only.
Postal Ballot Notice is being sent in the electronic form to those shareholders whose email address is registered with the KFin Technologies Ltd, the Company’s Registrar and Share Transfer Agent or Depository Participants and such shareholders are requested to record their assent or dissent through remote e-voting facility provided for this Postal Ballot. Shareholders must note that voting for the postal ballot notice can only be accepted though remote e-voting facility.
Once the vote cast by the member on remote-voting, he/she not be allowed to change it subsequently or cast the vote again.
A copy of this Postal Ballot Notice, Explanatory Statement, remote e-voting instructions is available on the Company’s website (www.pulsarinternationallimited.com), KFin’s website

PULSAR INTERNATIONAL LIMITED

(https://evoting.kfintech.com) and also on the website of Central Depository Services (India) Limited (www.cdslindia.com) and BSE Limited (www.bseindia.com).

Members who have still not registered their email IDs are requested to do so at the earliest as under:
Members holding shares in electronic mode can get their email ID registered by contacting their respective Depository Participant where they maintain their demat accounts.
Members holding shares in physical mode or who have not registered / updated their email address are requested to register their email ID with KFin. Requests can be sent by email to ([email protected]) or by logging into https://ris.kfintech.com/clientservices/ mobilereg/mobileemailreg.aspx.

THE INSTRUCTIONS FOR MEMBERS FOR REMOTE E-VOTING ARE AS UNDER: -

Step 1 : Access through Depositories CDSL/NSDL e-Voting system in case of individual shareholders holding shares in demat mode.
Step 2 : Access through CDSL e-Voting system in case of shareholders holding shares in physical mode and non-individual shareholders in demat mode.
(i) The voting period begins on Thursday 19th January 2023 at 9:00 a.m. and ends on Sunday 19th February 2023 at 05:00 pm. 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 13th January 2023 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 09.12.2020, 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.

In order to increase the efficiency of the voting process, pursuant to a public consultation, it has been decided to 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

PULSAR INTERNATIONAL LIMITED

register again with the ESPs, thereby, not only facilitating seamless authentication but also enhancing ease and convenience of participating in e-voting process.

(iv) In terms of SEBI circular no. SEBI/HO/CFD/CMD/CIR/P/2020/242 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.

Pursuant to abovesaid SEBI Circular , Login method for e-Voting for Individual shareholders holding securities in Demat mode CDSL/NSDL is given below:

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Type of Login Method
shareholders
1) Users who have opted for CDSL Easi / Easiest facility, can login
Individual through their existing user id and password. Option will be made
Shareholders
available to reach e-Voting page without any further authentication.
holding
The users to login to Easi / Easiest are requested to visit cdsl website
securities in
www.cdslindia.com and click on login icon & New System Myeasi Tab.
Demat mode
with CDSL
2) After successful login the Easi / Easiest user will be able to see the e-
Depository
Voting option for eligible companies where the evoting is in progress
as per the information provided by company. On clicking the evoting
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 or joining virtual meeting & voting during the meeting.
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.
3) 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.
4) Alternatively, the user can directly access e-Voting page by providing
Demat Account Number and PAN No. from an 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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PULSAR INTERNATIONAL LIMITED

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1) If you are already registered for NSDL IDeAS facility, please visit the
Individual e-Services website of NSDL. Open web browser by typing the
Shareholders
following URL: https://eservices.nsdl.com either on a Personal
holding
Computer or on a mobile. Once the home page of e-Services is
securities in
launched, click on the “Beneficial Owner” icon under “Login” which
demat mode
with NSDL is available under ‘IDeAS’ section. A new screen will open. You will
Depository 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.
2) 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
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 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.
Individual You can also login using the login credentials of your demat account
Shareholders through your Depository Participant registered with NSDL/CDSL for
(holding e-Voting facility. After Successful login, you will be able to see e-
securities in Voting option. Once you click on e-Voting option, you will be
demat mode) redirected to NSDL/CDSL Depository site after successful
login through authentication, wherein you can see e-Voting feature. Click on
their company name or e-Voting service provider name and you will be
Depository redirected to e-Voting service provider website for casting your vote
Participants during the remote e-Voting period.
(DP)
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PULSAR INTERNATIONAL LIMITED

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 details
Individual Shareholders holding securities in Demat mode withCDSL		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
Individual Shareholders holding securities in Demat mode withNSDL		Members facing any technical issue in login can contact NSDL helpdesk by sending a request at [email protected] or 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 Remote e-Voting for Physical shareholders and shareholders other than individual holding in Demat form.
1) The shareholders should log on to the e-voting website www.evotingindia.com.
2) Click on “Shareholders” module.
3) Now enter your User ID
- a. For CDSL: 16 digits beneficiary 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.
4) Next enter the Image Verification as displayed and Click on Login.
5) If you are holding shares in demat form and had logged on to www.evotingindia.com and voted on an earlier e-voting of any company, then your existing password is to be used.
6) If you are a first-time user follow the steps given below:

	For Physical shareholders and other than individual shareholders holding shares in Demat.
PAN	Enter your 10 digit alpha-numeric *PAN issued by Income Tax Department (Applicable for both demat shareholders as well as physical shareholders)

PULSAR INTERNATIONAL LIMITED

	 Shareholders who have not updated their PAN with the Company/Depository Participant are requested to use the sequence number sent by Company/RTA or contact Company/RTA.
Dividend Bank Details ORDate of Birth (DOB)	Enter the Dividend Bank Details or Date of Birth (in dd/mm/yyyy format) as recorded in your demat account or in the company records in order to login.  If both the details are not recorded with the depository or company, please enter the member id / folio number in the Dividend Bank details field.

(vi) After entering these details appropriately, click on “SUBMIT” tab.
(vii) Shareholders holding shares in physical form will then directly reach the Company selection screen. However, shareholders holding shares in demat form will now reach ‘Password Creation’ menu wherein they are required to mandatorily enter their login password in the new password field. Kindly note that this password is to be 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 keep your password confidential.
(viii) For shareholders holding shares in physical form, the details can be used only for e-voting on the resolutions contained in this Notice.
(ix) Click on the EVSN for the relevant Pulsar International Limited on which you choose to vote.
(x) 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.
(xi) Click on the “RESOLUTIONS FILE LINK” if you wish to view the entire Resolution details.
(xii) After selecting the resolution, you have decided to vote on, click on “SUBMIT”. A confirmation box will be displayed. If you wish to confirm your vote, click on “OK”, else to change your vote, click on “CANCEL” and accordingly modify your vote.
(xiii) Once you “CONFIRM” your vote on the resolution, you will not be allowed to modify your vote.
(xiv) You can also take a print of the votes cast by clicking on “Click here to print” option on the Voting page.

PULSAR INTERNATIONAL LIMITED

(xv) If a demat account holder has forgotten the login password then Enter the User ID and the image verification code and click on Forgot Password & enter the details as prompted by the system.
(xvi) There is also an optional provision to upload BR/POA if any uploaded, which will be made available to scrutinizer for verification.
(xvii) Additional Facility for Non – Individual Shareholders and Custodians –For Remote Voting only.
Non-Individual shareholders (i.e. other than Individuals, HUF, NRI etc.) and Custodians 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 [email protected].
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; [email protected], if they have voted from individual tab & not uploaded same in the CDSL e- voting system for the scrutinizer to verify the same.

PROCESS FOR THOSE SHAREHOLDERS WHOSE EMAIL/MOBILE NO. ARE NOT REGISTERED WITH THE COMPANY/DEPOSITORIES.

For Physical shareholders- please provide necessary details like 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 Company/RTA email id .

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

PULSAR INTERNATIONAL LIMITED

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 e-Voting from the CDSL e-Voting System, you can write an email to [email protected] or contact at toll free no. 1800 22 55 33

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PULSAR INTERNATIONAL LIMITED

Annexure to the Notice Explanatory Statement Pursuant to Section 102 of the Companies Act, 2013

SPECIAL BUSINESSES:

Resolution: 1

INCREASE IN THE AUTHORIZED SHARE CAPITAL AND CONSEQUENT ALTERATION OF MEMORANDUM OF ASSOCIATION

The Company propose to increase Authorised Capital to ₹7,00,00,000/- (Rupees Seven Crores only) divided into 70,00,000 (Seventy Lakhs) Equity Shares of ₹10/- each to facilitate fund raising in future via issuing of Equity shares of the Company.

Increase in the Authorised Capital will also require consequential amendment in clause V of Memorandum of Association of the Company.

Pursuant to Section 13, 61 and Section 64 of the Companies Act, 2013 alteration of Capital Clause requires approval of the member of Company by way of passing a Special Resolution to the effect.

The Board of Directors are hereby recommends this resolution for the approval of the members by way of Special Resolution.

A copy of Memorandum of Association is available for any inspection on any working day except Saturday and Sunday between 12:00 am to 4:00 pm at the Registered Office of the Company.

Resolution: 2

APPOINTMENT OF MR DEVENDRASINH DALPATSINH UMAT (DIN: 06695377) AS AN INDEPENDENT DIRECTOR OF THE COMPANY.

Mr. Devendrasinh Dalpatsinh Umat (DIN: 06695377) has been appointed as an Additional Director (Non-Executive - Independent) on the Board of the Company with effect from November 21, 2022 pursuant to Section 149, 150, 152 read with Schedule IV and Section 161(1) read with the Companies (Appointment and Qualification of Directors) Rules, 2014 and other applicable provisions thereof. In terms of the provisions of Section 161 of the Companies Act, 2013, he holds office up to the next Annual General Meeting (AGM) and as such the approval of the shareholders is required to be taken at the next AGM, in terms of the provisions of the Companies Act, 2013. However, in terms of Regulation 17(1C) of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 (“Listing Regulations”), a listed entity shall ensure that the approval of the shareholders for the appointment of a person on the Board of Directors is taken at the next general meeting or within a time period of three months from the date of appointment, whichever is earlier. Mr. Devendrasinh Dalpatsinh Umat is not related to any of the Directors of the Company. The Board recommends to pass the said resolution as a Special Resolution.

Further, as stipulated under Secretarial Standard-2, brief profile Mr. Devendrasinh Dalpatsinh Umat (DIN: 06695377) below in Table:

PULSAR INTERNATIONAL LIMITED

Brief Profile

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Date of Birth & Age 13/06/1966
56 years
Qualifications Mr. Devendrasinh Dalpatsinh Umat has done his
graduation in commerce from Gujarat and also
holding a degree of Bachelor of Law since 1990.
Experience He has more than 31 years of experience in the
field of Legal. Currently he is working as a
Practicing Advocate in Gujarat and Maharashtra
Region
Terms and Conditions of appointment Appointed as Independent Director by Board of
Directors in the Meeting held on November 21,
2022 subject to approval of Shareholders.
Term of Appointment:
Five years from the date of appointment i.e
November 21, 2022 to November 20, 2027
Details of remuneration No remuneration except the sitting fee and
Commission as permitted under the Companies
Act, 2013.
Date of first appointment November 21, 2022
Shareholding in the Company Nil
-
Relationship with other director/Manager and
other KMP
Number of meetings attended from the date of 01
appointment till the date of Notice
Directorships of other Board Aashirwad Infra Care Services Limited
Membership/Chairmanship of Committees of -
other Board
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Resolution: 3

APPOINTMENT OF MR ARVINDKUMAR GULABJI PARMAR (DIN: 09356562) AS A NON – EXECITUVE DIRECTOR OF THE COMPANY.

Mr. Arvindkumar Gulabji Parmar (DIN: 09356562) has been appointed as an Additional Director (NonExecutive Non- Independent) on the Board of the Company with effect from December 19, 2022 pursuant to Section 152 and Section 161(1) read with the Companies (Appointment and Qualification of Directors) Rules, 2014 and other applicable provisions thereof. In terms of the provisions of Section 161 of the Companies Act, 2013, he holds office up to the next Annual General Meeting (AGM) and as such the approval of the shareholders is required to be taken at the next AGM, in terms of the provisions of the Companies Act, 2013. However, in terms of Regulation 17(1C) of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 (“Listing Regulations”), a listed entity shall ensure that the approval of the shareholders for the appointment of a person on the Board of Directors is taken at the next general meeting or within a time period of three months from the date of appointment, whichever is earlier. Mr. Arvindkumar Gulabji Parmar is

PULSAR INTERNATIONAL LIMITED

not related to any of the Directors of the Company. The Board recommends to pass the said resolution as a Special Resolution.

Further, as stipulated under Secretarial Standard-2, brief profile Mr. Arvindkumar Gulabji Parmar (DIN: 09356562) below in Table:

Brief Profile

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Date of Birth & Age 19/07/1999
23 years
Qualifications Master of Business Administrative in Commerce
Experience Mr. Arvindkumar Gulabji Parmar is a Master of
Business Administrative in Commerce with over
3 years of experience in Finance and Accounts.
Terms and Conditions of appointment Appointed as Additional Non-Executive Non
Independent Director in the Meeting held on
December 19, 2022 subject to approval of
Shareholders.
Term of Appointment:
Mr. Arvindkumar Gulabji Parmar is liable to
retire by rotation
Details of remuneration No remuneration except the sitting fee and
Commission as permitted under the Companies
Act, 2013
Date of first appointment December 19, 2022
Shareholding in the Company Nil
Relationship with other director/Manager and .
other KMP
Number of meetings attended from the date of 01
appointment till the date of Notice
Directorships of other Board Scorpius Global Outsourcing Private Limited
DNL Core Design Limited
Membership/Chairmanship of Committees of -
other Board
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Resolution: 4

Authorize The Board To Borrow Money Pursuant To Section 180(1)(C)

Keeping in view, the existing borrowing and the additional fund requirements for meeting the capital expenditure for the ongoing/ future projects, capacity expansion, acquisitions and enhanced long term working capital needs of the Company, the Board of Directors had, in its meeting held on 17th January 2023 , considered and approved subject to the approval of the shareholders, the borrowing limits of the company to ₹1,00,00,00,000/- (Rupees One Hundred Crores Only) and creation of security on the properties of the Company and recommends Resolution no. 4 of the accompanying Notice to the shareholder for their approval by way of special resolution. Pursuant to Section 180(1)(c) of the Companies Act 2013, approval of the Shareholder by way of special resolution is required to authorize the Board of Director to borrow moneys up to the said limits and create security in respect thereof.

PULSAR INTERNATIONAL LIMITED

The Board recommends this resolution as set forth in Item of the accompanying notice for approval of the members of the Company by way of Special Resolution.

None of the Directors, Key Managerial Personnel and their relatives are financially or otherwise concerned with or interested in the resolution of the notice except to the extent of their shareholding in the company.

Resolution: 5

Authorize Board to Make Investments, Give Loans, Guarantees and Security in Excess of Limits Specified under Section 186 of the companies act, 2013

Pursuant to the provisions of Section 186(3) and any other applicable provisions of the Companies Act, 2013 read with the relevant rules made thereunder (including any statutory modification or reenactment thereof), company can make investment(s) in excess of limits specified under section 186 of the Companies Act, 2013 from time to time in acquisition of securities of anybody corporate or for giving loans, guarantees or providing securities to anybody or other person/entity whether in India or outside India, as may be considered appropriate for an amount not exceeding ₹1,00,00,00,000/(Rupees One Hundred Crores Only), notwithstanding that such investment and acquisition together with existing investments of the Company in all other bodies corporate, loans and guarantees given and securities provided shall be in excess of the limits prescribed under section 186(3) of the Companies Act, 2013, i.e. the limits available to the company is sixty percent of its paid-up share capital, free reserves and securities premium account or one hundred percent of its free reserves and securities premium account, whichever is more only after passing special resolution.

The Board recommends this resolution as set forth in Item of the accompanying notice for approval of the members of the Company by way of Special Resolution.

For Pulsar International Limited

Sd/Nitin Mistry Company Secretary and Compliance Officer

Date: 17.01.2023 Place: Mumbai

AI assistant

Pulsar International Limited — Proxy Solicitation & Information Statement 2023

63186_rns_2023-01-17_ad6a4584-25fa-47f4-9f6b-48534a9b3851.pdf

PULSAR INTERNATIONAL LIMITED

Date: 17[th] January 2023

To,

BSE Limited,

Ref: Scrip Code: 512591 Scrip ID: PULSRIN

NOTICE OF POSTAL BALLOT

[Pursuant to Section 110 of the Companies Act, 2013 read with Rules 20 and 22 the Companies (Management and Administration) Rules, 2014]

Dear Member(s),

SPECIAL BUSINESSES:

Resolution No. 1

INCREASE IN THE AUTHORIZED SHARE CAPITAL AND CONSEQUENT ALTERATION OF MEMORANDUM OF ASSOCIATION

V. The Authorised Share Capital of the Company is ₹7,00,00,000/- (Rupees Seven Crores only) divided into 70,00,000 (Seventy Lakhs) Equity Shares of ₹10/- each.

Resolution No.2

APPOINTMENT OF MR DEVENDRASINH DALPATSINH UMAT (DIN: 06695377) AS AN INDEPENDENT DIRECTOR OF THE COMPANY.

Resolution No.3

APPOINTMENT OF MR ARVINDKUMAR GULABJI PARMAR (DIN: 09356562) AS A NON – EXECUTIVE DIRECTOR OF THE COMPANY.

PULSAR INTERNATIONAL LIMITED

Resolution No. 4

To Authorize The Board To Borrow Money Pursuant To Section 180(1)(C)

Resolution No. 5

To Authorize Board to Make Investments, Give Loans, Guarantees and Security in Excess of Limits Specified under Section 186 of the companies act, 2013

PULSAR INTERNATIONAL LIMITED

For Pulsar International Limited

Sd/Nitin Mistry Company Secretary and Compliance Officer

NOTES FOR MEMBERS’ATTENTION:

THE INSTRUCTIONS FOR MEMBERS FOR REMOTE E-VOTING ARE AS UNDER: -

PULSAR INTERNATIONAL LIMITED

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PULSAR INTERNATIONAL LIMITED

Annexure to the Notice Explanatory Statement Pursuant to Section 102 of the Companies Act, 2013

SPECIAL BUSINESSES:

Resolution: 1

INCREASE IN THE AUTHORIZED SHARE CAPITAL AND CONSEQUENT ALTERATION OF MEMORANDUM OF ASSOCIATION

Resolution: 2

APPOINTMENT OF MR DEVENDRASINH DALPATSINH UMAT (DIN: 06695377) AS AN INDEPENDENT DIRECTOR OF THE COMPANY.

PULSAR INTERNATIONAL LIMITED

Brief Profile

Resolution: 3

APPOINTMENT OF MR ARVINDKUMAR GULABJI PARMAR (DIN: 09356562) AS A NON – EXECITUVE DIRECTOR OF THE COMPANY.

PULSAR INTERNATIONAL LIMITED

Brief Profile

Resolution: 4

Authorize The Board To Borrow Money Pursuant To Section 180(1)(C)

PULSAR INTERNATIONAL LIMITED

Resolution: 5

For Pulsar International Limited

More from Pulsar International Limited

Pulsar International Limited Proxy Solicitation & Information Statement 2023