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Raj Rayon Industries Limited Proxy Solicitation & Information Statement 2023

Jun 13, 2023

61592_rns_2023-06-13_227ce98f-5e67-4928-9961-af360a8a335f.pdf

Proxy Solicitation & Information Statement

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PAN AAACR7820E GSTIN 26AAACR7820E1ZL

Date: 13/06/2023

To,

The Secretary NATIONAL STOCK EXCHANGE OF INDIA LIMITED BSE LIMITED Listing Department P J Towers Exchange Plaza, 5[th] Floor, Dalal Street, Fort, Bandra-kurla Complex, Mumbai 400 001 Bandra (East), Mumbai – 400 051. Company Code No. : 530699 Company Code : RAJRILTD Dear Sir,

Sub: Submission of Postal Ballot Notice

This is further to our letter dated 06/06/2023, intimated that the Board of Directors of the Company had decided to seek the consent of the Members of the Company within three months of appointment of Mrs. Supriya M. Pujari (DIN-07661070), Woman Independent director on the Board of the Company w.e.f 27[th] May, 2023 for a period of term of 5 Years through the Postal Ballot process.

Please find attached Postal Ballot Notice (including instructions for e-voting) seeking approval of Members through e-voting only (Voting through Electronic means) for the appointment of Mrs. Supriya M. Pujari (DIN-07661070) as Woman (Independent) Director of the company.

Kindly take the above information on your record and acknowledge.

Yours faithfully, For RAJ RAYON INDUSTRIES LIMITED

Digitally signed by Sandiip Satyanarayan Agarwwal Sandiip DN: c=IN, o=Personal, title=2853, pseudonym=05dc0ffe465508a6cfcf313606b98f22854 85f54553a51ec58d5c24c23036f68, postalCode=400056, st=Maharashtra, Satyanarayan serialNumber=4835b164caa46c5e1cd80354713f4412f 14b45536825d087de9f438bf645ca9c, cn=Sandiip Satyanarayan Agarwwal Agarwwal Date: 2023.06.13 09:49:45 +05'30'

SANDIIP SATYANARAYAN AGARWWAL Whole Time Director & CFO DIN: 00395348

Encl.: A/a

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RAJ RAYON INDUSTRIES LIMITED

Registered Office: Survey No 177/1/3, Village Surangi, Silvassa DN-396230,India CIN: L17120DN1993PLC000368, Website: https://www.rajrayon.com Email Id: [email protected] Tel: 9879504195, 9998820661

NOTICE OF POSTAL BALLOT

Dear Member(s), NOTICE is hereby given pursuant to Section 110 read with Section 108 of the Companies Act, 2013 (“Act”) and other applicable provisions, if any, of the Act and Rule 20 and Rule 22 of 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 Listing Regulations”) and the Secretarial Standard on General Meetings issued by the Institute of Company Secretaries of India (“SS-2”), as amended from time to time, read with the General Circular Nos. 14/2020 dated April 8, 2020, 17/2020 dated April 13, 2020, 22/2020 dated June 15, 2020, 33/2020 dated September 28, 2020, 39/2020 dated December 31, 2020, 10/2021 dated June 23, 2021, 20/2021 dated December 8, 2021, 02/2022 dated May 5, 2022 and 11/2022 dated December 28, 2022 issued by the Ministry of Corporate Affairs (“MCA”) (hereinafter collectively referred to as “MCA Circulars”), that the resolution seeking approval for appointment of Mrs. Supriya Mahesh Pujari (DIN 07661070) as an Independent Woman Director for the first consecutive term of five years, is proposed to be passed as a Special Resolution, by the Members of RAJ RAYON INDUSTRIES LIMITED (“Company”) through Postal Ballot by voting through electronic means (“remote e-voting”) only.

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 RTA/Company/Depositories. The communication of assent or dissent of the Members would take place only through the remote e-voting system. 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.

An explanatory statement pursuant to Sections 102, 110 and other applicable provisions, if any, of the Act, pertaining to the resolution setting out the material facts and reasons thereof, is appended to this Postal Ballot Notice. Pursuant to Rule 22(5) of the Rules, the Board of Directors of your Company at its meeting held on 27[th] May, 2023, has appointed Ms. Riddhi Shah (ACS 20168: COP 17035) Practicing Company Secretary, as the Scrutinizer to conduct the Postal Ballot through remote e-voting process in a fair and transparent manner.

The remote e-voting period commences from 9.00 a.m. (IST) on Thursday, June 15, 2023, and ends at 5.00 p.m. (IST) on Friday, July 14, 2023. The Scrutinizer will submit his report to the Chairman of the Company, or any person authorized by him upon completion of the scrutiny of the votes cast through remote e-voting. The results of the Postal Ballot will be announced on or before 5.00 p.m. (IST) on Saturday, July 15, 2023. The said results along with the Scrutinizer’s Report would be intimated to BSE Limited and National Stock Exchange of India Limited, where the Equity Shares of the Company are listed.

The results will also be uploaded on the Company’s website https://www.rajrayon.com// and on the website of Link Intime India Private Limited at (https://instavote.linkintime.co.in).

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RAJ RAYON INDUSTRIES LIMITED

Registered Office: Survey No 177/1/3, Village Surangi, Silvassa DN-396230,India CIN: L17120DN1993PLC000368, Website: https://www.rajrayon.com Email Id: [email protected] Tel: 9879504195, 9998820661

SPECIAL BUSINESS:

1. Appointment of Ms. Supriya Mahesh Pujari (DIN 07661070) as an Independent Woman Director of the Company for a the first consecutive term of five years

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

RESOLVED THAT Ms. Supriya Mahesh Pujari (DIN: 07661070) an additional Independent Woman Director of the Company was appointed as an Additional Director (Non-Executive, Independent Woman Director) of the Company, with effect from 27[th] May, 2023 by the Board of Directors, based on the recommendation of the Nomination and Remuneration Committee in terms of Section 161 of the Companies Act, 2013 (“Act”) read with Articles of Association of the Company, who is eligible for appointment and who has consented to act as a Director of the Company and in respect of whom the Company has received a notice in writing from a Member under Section 160(1) of the Act proposing her candidature for the office of a Director, be and is hereby appointed as a Director of the Company.”

RESOLVED FURTHER THAT pursuant to the provisions of Sections 149, 150, 152 and other applicable provisions, if any, of the Act read with Schedule IV to the Act and the Companies (Appointment and Qualification of Directors) Rules, 2014, Regulation 17 and other applicable regulations of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 (“SEBI Listing Regulations”), as amended from time to time, the appointment of Ms. Supriya Mahesh Pujari (DIN: 07661070), who meets the criteria for independence as provided in Section 149(6) of the Act and Regulation 16(1)(b) of SEBI Listing Regulations and who has submitted a declaration to that effect, and who is eligible for appointment as a Non-Executive Independent Woman Director of the Company for the first consecutive term of five years i.e. from 27[th] May, 2023 up to 26[th] May, 2028, and who would not be liable to retire by rotation, be and is hereby approved.”

RESOLVED FURTHER THAT the Board of Directors of the Company (which term shall be deemed to include any Committee of the Board constituted to exercise its powers, including the powers conferred by this Resolution) be and is hereby authorised to take all such steps as may be necessary, proper and expedient to give effect to this Resolution.”

NOTES:

  1. The Explanatory Statement pursuant to the provisions of Sections 102 and 110 of the Act read with Rule 22 of the Rules stating material facts and reasons for the proposed resolution, is annexed hereto and forms part of this Notice.

  2. The relevant details, pursuant to Regulation 36(3) of the SEBI Listing Regulations and Secretarial Standard on General Meetings issued by the Institute of Company Secretaries of India, in respect of Director seeking appointment as Non-Executive Independent Director are also annexed to this Notice.

  3. In compliance with MCA Circulars, this Postal Ballot Notice is being sent only through electronic mode to those Members whose names appear in the Register of Members/List of

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RAJ RAYON INDUSTRIES LIMITED

Registered Office: Survey No 177/1/3, Village Surangi, Silvassa DN-396230,India CIN: L17120DN1993PLC000368, Website: https://www.rajrayon.com Email Id: [email protected] Tel: 9879504195, 9998820661

Beneficial Owners as received from the Depositories/ Link Intime India Private Limited the Company’s Registrar and Transfer Agents (RTA) as on Friday, June 9, 2023 (“Cut-off date”) and whose e-mail addresses are registered with the Company/RTA/Depositories/Depository Participants or who will register their email address in accordance with the process outlined in this Notice.

  1. In accordance with the provisions of the MCA Circular, Members can vote only through the remote e-voting process. Physical copies of the Postal Ballot Notice and pre-paid business reply envelopes are not being sent to shareholders for this Postal Ballot.

  2. A copy of this Postal Ballot Notice is also available on the Company’s website www.rajrayon.com ,the websites of the Stock Exchanges i.e. BSE Limited and National Stock Exchange of India Limited at www.bseindia.com and www.nseindia.com respectively, and on website of on the website of Link Intime India Private Limited at https://instavote.linkintime.co.in

  3. Members who have not registered/updated their email IDs so far are requested to register/update the same with RTA -Link Intime India Private Limited.

  4. After dispatch of the postal ballot notice through email, advertisement shall be published in 1 (one) English daily newspaper and in 1 (one) Marathi Newspaper, each having wide circulation in the district where the registered office of the Company is situated and will also be uploaded on the Company’s website at www.rajrayon.com

  5. Voting rights shall be reckoned on the paid-up value of shares registered in the name of the Member as on the cut-off date i.e. Friday, June 9, 2023 .

  6. Once the vote on the resolution is cast by the Members, the Members shall not be allowed to change it subsequently.

  7. Relevant documents referred to in this Postal Ballot Notice will be made available for inspection on the Company’s website from the date of commencement of e-voting period i.e. Thursday 15[th] June, 2023 upto the last date of e-voting i.e. Friday, July 14, 2023.

  8. The last date specified in this notice for e-voting shall be the date on which the resolution would be deemed to have been passed, if approved by the requisite majority.

  9. In case the shareholders have any queries or issues regarding e-voting, you may refer the Frequently Asked Questions (“FAQs”) and Instavote e-Voting manual available at https://instavote.linkintime.co.in, under Help section or write an email to [email protected] or Call us :- Tel : 022 - 49186000.

  10. Members may note that as per SEBI Circular No. SEBI/HO/MIRSD/MIRSD-PoD1/P/CIR/2023/37 dated March 16, 2023, it is mandatory to update PAN, Address, Email ID, Bank account details (KYC details) and Nomination details of shareholders, who have not

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RAJ RAYON INDUSTRIES LIMITED

Registered Office: Survey No 177/1/3, Village Surangi, Silvassa DN-396230,India CIN: L17120DN1993PLC000368, Website: https://www.rajrayon.com Email Id: [email protected] Tel: 9879504195, 9998820661

  • updated the same with the RTA in case of physical shareholding and with Depository Participants (DPs) in case of Demat shareholding. Henceforth, RTA will attend to all service requests of the shareholders with respect to transmission, dividend, etc., only after updating the above details in the records. Non-updation of KYC details in Folios, wherein any one of the cited details/documents (i.e. PAN, Bank Details, Nomination) are not available on or after October 01, 2023, shall be frozen by the RTA as per above SEBI Circular.

14. PROCEDURE AND INSTRUCTIONS FOR E-VOTING:

Remote e-Voting Instructions for shareholders:

As per the SEBI circular dated December 9, 2020, individual shareholders holding securities in demat mode can register directly with the depository or will have the option of accessing various ESP portals directly from their demat accounts.

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

  1. Individual Shareholders holding securities in demat mode with NSDL

  2. Existing IDeAS user can visit the e-Services website of NSDL viz... https://eservices.nsdl.com either 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 or e- Voting service provider name i.e. LINKINTIME and you will be re-directed to “InstaVote” website for casting your vote during the remote e-Voting period.

  3. If you are 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

  4. 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 i.e. LINKINTIME and you will be redirected to “InstaVote” website for casting your vote during the remote e-Voting period.

  5. Individual Shareholders holding securities in demat mode with CDSL

  6. Users who have opted for CDSL Easi / Easiest facility, can login through their existing user id and password. The option will be made available to reach e-Voting page without any further authentication. The users to login Easi / Easiest are requested to

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RAJ RAYON INDUSTRIES LIMITED

Registered Office: Survey No 177/1/3, Village Surangi, Silvassa DN-396230,India CIN: L17120DN1993PLC000368, Website: https://www.rajrayon.com Email Id: [email protected] Tel: 9879504195, 9998820661

  - visit CDSL website www.cdslindia.com and click on login icon & New System Myeasi Tab and then use your existing my easi username & password.
  1. After successful login the Easi / Easiest user will be able to see the e-Voting option for eligible companies where the evoting is in progress as per the information provided by the company. On clicking the evoting option, the user will be able to see e-Voting page of the e-Voting service provider i.e. LINKINTIME for casting your vote during the remote e-Voting period or joining virtual meeting & voting during the meeting. Additionally, there are 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.

  2. If the user is not registered for Easi/Easiest, the 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.

  3. Alternatively, the user can directly access the 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, the user will be able to see the e-Voting option where the evoting is in progress and also able to directly access the system of all e-Voting Service Providers.

  4. 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. After Successful login, you will be able to see e-Voting option. Once you 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 the company name or e-Voting service provider name i.e. LinkIntime and you will be redirected to e-Voting service provider website for casting your vote during the remote e-Voting period.

Login method for Individual shareholders holding securities in physical form/ Non-Individual Shareholders holding securities in demat mode is given below:

Individual Shareholders of the company, holding shares in physical form / Non-Individual Shareholders holding securities in demat mode as on the cut-off date for e-voting may register for e- Voting facility of Link Intime as under:

  1. Open the internet browser and launch the URL: https://instavote.linkintime.co.in

  2. Click on “Sign Up” under ‘SHARE HOLDER’ tab and register with your following details: -

A. User ID:

Shareholders holding shares in physical form shall provide Event No + Folio Number registered with the Company. Shareholders holding shares in NSDL demat account shall provide 8 Character DP ID followed by 8 Digit Client ID; Shareholders holding shares in CDSL demat account shall provide 16 Digit Beneficiary ID.

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RAJ RAYON INDUSTRIES LIMITED

Registered Office: Survey No 177/1/3, Village Surangi, Silvassa DN-396230,India CIN: L17120DN1993PLC000368, Website: https://www.rajrayon.com Email Id: [email protected] Tel: 9879504195, 9998820661

B. PAN: Enter your 10-digit Permanent Account Number (PAN) (Shareholders who have not updated their PAN with the Depository Participant (DP)/ Company shall use the sequence number provided to you, if applicable.

C. DOB/DOI: Enter the Date of Birth (DOB) / Date of Incorporation (DOI) (As recorded with your DP / Company - in DD/MM/YYYY format)

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

* Shareholders holding shares in_ _physical form** but have not recorded ‘C’ and ‘D’, shall provide their Folio number in ‘D’ above

* Shareholders holding shares in_ _NSDL form** , shall provide ‘D’ above

▶ Set the password of your choice (The password should contain minimum 8 characters, at least one special Character (@!#$&*), at least one numeral, at least one alphabet and at least one capital letter).

  • Click “confirm” (Your password is now generated).

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

  • Enter your User ID, Password and Image Verification (CAPTCHA) Code and click on ‘Submit’.

Cast your vote electronically:

  1. After successful login, you will be able to see the notification for e-voting. Select ‘View’ icon . 2. E-voting page will appear.

  2. Refer the Resolution description and cast your vote by selecting your desired option ‘Favour / Against’ (If you wish to view the entire Resolution details, click on the ‘View Resolution’ file link).

  3. After selecting the desired option i.e. Favour / Against, click on ‘Submit’. A confirmation box will be displayed. If you wish to confirm your vote, click on ‘Yes’, else to change your vote, click on ‘No’ and accordingly modify your vote.

Guidelines for Institutional shareholders:

Institutional shareholders (i.e. other than Individuals, HUF, NRI etc.) and Custodians are required to log on the e-voting system of LIIPL at https://instavote.linkintime.co.in and register themselves as ‘Custodian / Mutual Fund / Corporate Body’ . They are also required to upload a scanned certified true copy of the board resolution /authority letter/power of attorney etc. together with attested specimen signature of the duly authorised representative(s) in PDF format in the ‘Custodian / Mutual Fund / Corporate Body’ login for the Scrutinizer to verify the same.

Helpdesk for Individual Shareholders holding securities in physical mode/ Institutional shareholders:

Shareholders facing any technical issue in login may contact Link Intime INSTAVOTE helpdesk by sending a request at [email protected] or contact on: - Tel: 022 – 4918 6000.

Helpdesk for Individual Shareholders holding securities in demat mode:

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RAJ RAYON INDUSTRIES LIMITED

Registered Office: Survey No 177/1/3, Village Surangi, Silvassa DN-396230,India CIN: L17120DN1993PLC000368, Website: https://www.rajrayon.com Email Id: [email protected] Tel: 9879504195, 9998820661

Individual Shareholders holding securities in demat mode may contact the respective helpdesk for any technical issues related to login through Depository i.e. NSDL and CDSL.

**Login type ** Helpdesk details
Individual Shareholders
holding
securities
in
demat mode with NSDL
Members facing any technical issue in login can contact NSDL
helpdesk by sending a request [email protected] call at : 022 -
4886 7000 and 022 - 2499 7000
Individual Shareholders
holding
securities
in
demat mode with CDSL
Members facing any technical issue in login can contact CDSL helpdesk
by sending a request [email protected] or contact at
toll free no. 1800 22 55 33

Individual Shareholders holding securities in Physical mode has forgotten the password:

If an Individual Shareholders holding securities in Physical mode has forgotten the USER ID [Login ID] or Password or both then the shareholder can use the “Forgot Password” option available on the e- Voting website of Link Intime: https://instavote.linkintime.co.in

o Click on ‘Login’ under ‘SHARE HOLDER’ tab and further Click ‘forgot password?’

o Enter User ID, select Mode and Enter Image Verification code (CAPTCHA). Click on “SUBMIT”.

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

User ID for Shareholders holding shares in Physical Form (i.e. Share Certificate): Your User ID is Event No + Folio Number registered with the Company

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

Shareholders who are unable to retrieve User ID/ Password are advised to use Forget User ID and Forget Password option available at abovementioned depository/ depository participants website.

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

  • For shareholders/ members holding shares in physical form, the details can be used only for voting on the resolutions contained in this Notice.

  • During the voting period, shareholders/ members can login any number of time till they have voted on the resolution(s) for a particular “Event”.

By order of the Board Registered Office: Sd/- SURVEY NO 177/1/3, RAJKUMAR SATYANARAYAN AGARWAL VILLAGE SURANGI MANAGING DIRECTOR DIN: 00395370 SILVASSA DN 396230 IN Place: Silvassa DATE: 27/05/2023

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RAJ RAYON INDUSTRIES LIMITED

Registered Office: Survey No 177/1/3, Village Surangi, Silvassa DN-396230,India CIN: L17120DN1993PLC000368, Website: https://www.rajrayon.com Email Id: [email protected] Tel: 9879504195, 9998820661

EXPLANATORY STATEMENT

Pursuant to Sections 102 and 110 of the Companies Act, 2013 (“Act”)

The following statement sets out all material facts relating to the resolution to be passed as mentioned in the accompanying Notice:

Brief Profile:

Mrs. Supriya Mahesh Pujari bearing DIN 07661070 is M.B.A. in Finance by qualification. She has worked with DBS Bank Ltd from 1995 onwards for 16 years and with Nucleus Finance during 1993 to 1995 in the field of Treasury and Markets, Money Markets. She has Industry knowledge/experience & technical Expertise, Interpersonal skills, decision making and Commitment towards her work. She is currently the Director of Macro Power Private Limited, Universal Aqua Sol Private Limited, Sarvsamadhan Foundation and designated partner in Abode INN LLP and Samprakruti Infra LLP. Currently she is not holding any directorship in any Listed Company.

Based on recommendation of the Nomination and Remuneration Committee in their meeting held on 27[th] May, 2023, the Board of Directors has determined that the appointment of Mrs. Supriya Mahesh Pujari would be beneficial to the Company and the Board at their meeting held on 27[th] May, 2023 appointed Mrs. Supriya Mahesh Pujari as an Additional Non-Executive Woman Independent Director of the Company with effect from 27[th] May, 2023 for a first consecutive term of five years from 27[th] May, 2023 up to 26[th] May, 2028, who shall not be liable to retire by rotation, subject to the approval of the Members by way of a Special Resolution in terms of the provisions of Section 149 of the Act and Regulation 25 of Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 (“SEBI Listing Regulations”).

Pursuant to amendment (effective from 1[st] January, 2022) to Regulation 17(1C) of SEBI (Listing Obligations & Disclosure Requirements) Regulations, 2015, Mrs. Supriya Mahesh Pujari shall hold office until the date of next Annual General Meeting or for a period of three months from the date of appointment, whichever is earlier.

The Company has, received a notice in writing from a Member, in terms of Section 160(1) of the Act, proposing her candidature for the office of Director.

The Company has received a declaration from her to the effect that she meets the criteria of independence as provided in Section 149(6) of the Act and Rules framed thereunder and Regulation 16(1)(b) of the SEBI Listing Regulations. In terms of Regulation 25(8) of SEBI Listing Regulations, she has confirmed that she is not aware of any circumstance or situation which exists or may be reasonably anticipated that could impair or impact her ability to discharge her duties.

Mrs. Supriya Mahesh Pujari has also confirmed that she is not disqualified from being appointed as Director, in terms of the provisions of Section 164 (2) of the Act and is not debarred to hold the office of a Director by virtue of any order passed by SEBI or any other authority and has given her consent to act as a Director of the Company. There is no inter se relationship between her and any other member of the Board and other Key Managerial Personnel.

In the opinion of the Board, Mrs. Supriya Mahesh Pujari is a person of integrity, fulfills the conditions specified in the Act and the Rules made thereunder read with the provisions of the Listing Regulations, each as amended, and is independent of the management of the Company.

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RAJ RAYON INDUSTRIES LIMITED

Registered Office: Survey No 177/1/3, Village Surangi, Silvassa DN-396230,India CIN: L17120DN1993PLC000368, Website: https://www.rajrayon.com Email Id: [email protected] Tel: 9879504195, 9998820661

The terms and conditions of appointment of Mrs. Supriya Mahesh Pujari are available for inspection by the Members at the Registered Office of the Company during business hours on all working days, until the last date of remote e-voting.

In compliance with the provisions of Section 149 read with Schedule IV to the Act and Regulation 17 of SEBI Listing Regulations and other applicable Regulations, the appointment of Mrs. Supriya Mahesh Pujari as a Non-Executive Woman Independent Director is now being placed before the Members for their approval by way of a Special Resolution. The Board recommends the Special Resolution as set out in this Notice for approval of the Members.

Except Mrs. Supriya Mahesh Pujari and her relatives, none of the Directors and Key Managerial Personnel of the Company and their respective relatives is, in any way, concerned or interested, in the Resolution set out in this Notice.

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RAJ RAYON INDUSTRIES LIMITED

Registered Office: Survey No 177/1/3, Village Surangi, Silvassa DN-396230,India CIN: L17120DN1993PLC000368, Website: https://www.rajrayon.com Email Id: [email protected] Tel: 9879504195, 9998820661

Details, pursuant to Regulations 26(4) and 36(3) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 (“SEBI Listing Regulations”) and Secretarial Standard- 2 on “General Meetings “issued by the Institute of Company Secretaries of India, in respect of Director seeking appointment:

Particulars Mrs. Supriya Mahesh Pujari
DIN 07661070
Nationality Indian
Date of Birth 11/02/1971
Date of Appointment 27/05/2023
Designation Director(Non- executive Independent Woman)
Qualifications M.B.A. in Finance
Expertise in specific function area More than 16 years of experience in DBS Bank Ltd and
with Nucleus Finance during 1993 to 1995 in the field of
Treasury and Markets, Money Markets. She has
Industry knowledge/experience & technical Expertise,
Interpersonal skills, decision making and Commitment
towards her work.
Number of Meetings of Board attended
duringtheyear
Not Applicable
Terms & Conditions of Appointment / Re-
appointment & Remuneration sought to be
paid or last drawn
She shall not be liable to retire by rotation and with no
remuneration and sitting fees
Directorship held in other companies Macro Power Private Limited
Universal Aqua Sol Private Limited
Sarvsamadhan Foundation
Membership/Chairmanships
of
the
committees in other companies
Nil
Relationship with existing Directors of the
Company
She is not related to any Directors and Key Managerial
Personnel of the Company.
Number of shares held in company Nil
By order of the Board
Registered Office: Sd/-
SURVEY NO 177/1/3, RAJKUMAR SATYANARAYAN AGARWAL
VILLAGE SURANGI MANAGING DIRECTOR DIN: 00395370
SILVASSA DN 396230 IN Place: Silvassa DATE: 27/05/2023