Office : Kamaraj Nagar Colony, Salem 636 014, Tamil +91 427 2240790 (E) [email protected] website: www.sambandam.com Corporate Identity No. L17111TZ1973PLC000675

Ref.: 637/SSML/CS/2019-20

14^th January 2020

The DGM Listing, The Bombay Stock Exchange Limited, Floor No.25, P.J.Towers, Dalal Street, Mumbai - 400 001.

Dear Sir / Madam.

$Ref:$ Script Code / SYMBOL 521240 (BSE) Regulation $44(1)$ , (2) and 47 (1) (d) of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015

Sub: Enclosure of Postal Ballot Notice and Text of Newspaper Advertisement

- 1) In accordance with the above referred regulations, we herewith have enclosed a copy of the Postal Ballot notice dated 05.01.2020 seeking members' consent through postal ballot (which includes electronic voting) in respect of the resolution stated in the Postal Ballot notice.
2) We also have herewith enclosed text of the newspaper publication (with respect to the above referred Postal Ballot notice) being published in English and regional language newspaper (Trinity Mirror and Makkal Kural) on 15^th January, 2020.

Kindly take the same for your information and records.

Thanking You

Yours Faithfully for SAMBADAM SPINNING MILLS LIMITED

(S.Natarajan) Company Secretary

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Post Box No. 1, Kamaruj Nagar colony, salem G3Gor4 Ph. 0427 -2240790; Fax -A427 -22401 69, CIN : Ll 7 lllTzl 973PLC000 67 5 E mail: [email protected]; [email protected], Website: wwwsambandam.com

NOTICE OF POSTAL BALLOT

[Pursuant to Secfton 110 of the Companieg Act, 2013 read with Rule'22 of the Companies (Management and Administration) Rules, 20141

NOTICE TO THE SHAREHOLDERS

Notice is.hereby given pursuant to section 110 and other applicable prirvisions, if any, of the Companies Acl, 2013 ("the Act") read with Companies (Management and Administration) Rutes, ZOt+, as amended from time to time and Secretarial Standard (SS-2), for seeking consent of the shareholders by way of postal balloUelectronic voting ("e- voting") in respect of the resolutions stated in this no1ce.

Board of Directors has appointed Shri B. Kalyanasundaram, Practising Company Secretary (Membership No.672; COP No: 2209)of M/s B. K. Sundaram &Associates, CompanySecretaries, asthe Scrutinizerfor conducting the postal balloU e-voting process in a fairand transparent manner.

Consent oJ the Memberc is requested for the proposed Ordinary resolutions .as stated against special business agenda item Nos 1 and 2 in the notice. The Explanatory Statement pursuant to Section 1 02 of the Companies Act, 2013, pertaining to the said Resolutions, setting out material facts and the reasons thereof is annexed hereto along with a Postal Ballot Form ("Form") for your consideration.

Members are requested tocarefullyread the instructions printed in the Form, recordtheirassentordissent and retum the Form, in original duly completed and signed in the enclosed self addressed business reply envelope so as to reach the Scrutinizer on or before 15.02.2020 by 5.00 P.M. Please note that any postal Ballot Form(s) received afterthe said date and time will be treated as not received.

ln compliance with the provisions of Section 108, 110 and other applicable provisions of the Companies Act, 2013 read with rules thereunder and Regulation 44 of SEB| (Listing Obligations and Disclosure Requirements) Regulations, 2015, the Company has also extended e-voting facility as an altemate for its membersto enable them to cast their votes electronically instead of dispatching Form(s). The Company has engaged the services of Central Depository Servicel (lndia) Limited (CDSL) for providing e-voting facility to all its members. Detailed instructions to use the e-voting facility are given in this Notice.

The Scrutinizer will submit his reqort to the Chairman and/or Managing Director of the Company after completion of the scrutiny of the Forms (including e.voting) and the results of the postal Bailot witt Ue announced on 17 .O2.2020 and the same will be displayed on the Notice Board at the Registered Ofiice of th_e Company. The results will also be displayed on the Company's website at www.samblndam.com and will also be communicate{ !o the stock exchange BSE where ihe shares of the Company is listed. The Resolution(s), if approved by shareholders shall be deemed to have been passed on tne last date specified bythe companyforreceiptof dulycompleted postal ballotforms ore-voting.

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Special Business

PBOPOSED RESOLUTIONS

Approval for Purchase of lRelated PartYI Plant and Machinery from M/s KANDAGIRI SPINNING MILLS LIMITED

To consider and if thought fit, to pass with or without modification(s), the followilg resolutions as Ordinary Resolutions

RESOLVED THAT pursuant to Sect[on 188 and other applicable provisions, if aly of the Companies Act, 201 3 and relevant Rules made there under (including- any-statutory modification(s) or re.enactment thereof, for the time being in force) and regulation 23 of SEBI (Listing Obligationsand Disclostre Requirements) Regulations, 2015 as amended and other applicable provisions, if iny, consent of the membersbe and is hereby accorded to the Board of Directors for purchase of Pdnt and machinery (consisting of 27212 spindles) from M/s.Kandagiri Spinnin-g Mil!! L_'ft!g!, situated at Udayaiaiti, Salem - 636140 ai a fair market price as fixed by M/S KANDAGIRI SPINNING MILLS LTD., which is Rs.18.16 Crore plusapplicable GST.

RESOLVED FURTHER THAT the Board be and is hereby authorized to finalize the terms and conditions of the above purchase, to execute all the necessary agreements, deeds and other documents and to do all such acts, deeds and things as may be necessary usual or expedient for giving effect to the above resolution and also agree to any amendments thereto from time to time as ii ma! ttrint nt in the best interest of the Company without being required to seek any further consent orapproval of the Members orotherwise to the end and intentthatthe Members shall be deemed to have'given their approval thereto expressly by the authority of this..resolution subject to the conditi-on thatthe totalexposure not exceeding Rs18.16 Crores plus applicable GST

"RESOLVED FURTHER that the board be and is hereby authorized to sub-delegate the powers to anycommittee of directors /one or more directors/executive(s) of the Company on such terms and conditions as the board may decide from time to time"

Approval for taking on Lease of Lhnd, Building, other infra structural facilities from tritii xauolotRl sptNNtNG MILLS LTD., [Related Pafi] and for availing management and supervision servicesfrom M/s KANDAGIRI SPINNING MILLS LTD., [Related Pafil

To consider and if thought frt, to pass with or without modification(s), the following resolutions as Ordinary Resolutions

RESOLVED THAT pursuant to Section 188 and other applicable provisions, if any o-f the Comoanies Act. 201 3 and relevant Rules made there under (including any statutory modification(s) or re-enactmeni thereof, for the time being in force) and regulation 23 of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 as amended and other applicable provisions, if any, consent ofthe members be and is hereby accorded to the Board of Directors.

a) For taking on lease of land and building of M/S KANDAGIRI SPINNING MILLS LTD., (land 'measurin! four acres having built up aiea of around 1,20,756 sq. ft) situated at Uday_apatti' Salem - OSS1+O for a period of six years at a lease rent of not more than Rs 15 Lakhs (Fifteen Lakhs) per month with a lease rent deposit of Rs 15 lakhs at par with prevailing market rate plus appticibte GST and excluding power Blectricity chaqes and Labour charges (allthree items) at aciuals which shall be paid by us in addition tothe lease rent stated supra
b) For securing the existing infrastructural facilities of tv!!s KAN.DAGIRI SPINNING MILLS LTD., ' such as Waiel communication systems, lnformation Technology, fumiture & fixtures,licenses, etc from Kandagiri Spinning tvtitts ttO., at an 'infrastructure Charges' of not more than Rs 1 Lakh (One Lakh) per month plus applicable GST
For availing "Management and supervision" services from M/S KANDAGIRI SPINNING MILLS LTD., for cirrying o-ut our business activity in the above said leased premises at a service fee of not more than Rs 5 Lakhs (Five Lakhs)per month plus applicable GST. c)

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RESOLVED FURTHER that the board be and is hereby authorized to fix the lease rent, define the terms and conditions of lease including the amount of lease advance, to enter into proper lease agreement with powers incorporated therein inter-alia, to revise the same /alter or modify from time to time and to terminate the lease agreement in the best interest of the Company without being required to seek any further consent or approval of the Members or otherwise to the end and intent that the Members shall be deemed to have given their approval thereto expressly by the authority of this resolution subject to the condition that the total exposure including taxes and duties, legal charges, not exceeding Rs 15 Lakhs (Fifteen Lakhs) per month"

RESOLVED FURTHER that the board be and is hereby authorized to enter into necessary agreements in connection with securing the infrastructural facilities and for availing Management & supervision services, fix the charges/ service fee therefor, define the terms and conditions, to revise the same/alter/modify from time to time and to terminate the agreement(s) in the best interest of the Company without being required to seek any further consent or approval of the Members or otherwise to the end and intent that the Members shall be deemed to have given their approval thereto expressly by the authority of this resolution subject to the condition that the total exposure including taxes and duties, legal charges, should not exceed Rs 1 Lakh (One lakh) per month towards infrastructure charges and Rs 5 Lakhs (Five lakhs) per month towards Management and Supervision service fee"

"RESOLVED FURTHER that the board be and is hereby authorized to sub-delegate the powers to any committee of directors / one or more directors / executive(s) of the Company on such terms and conditions as the board may decide from time to time"

By order of the Board of Directors For Sambandam Spinning Mills Limited

Place : Salem
	Date: 05.01.2020	S.Natarajan
		Company Secretary

NOTES:-

The explanatory statement setting out the material facts in respect of the above stated Ordinary $\cdot$ 1. The explanatory statement setting out the material racto in respect of the above state.

Voting rights shall be reckoned on the paid-up value of shares registered in the name of the members appearing in the company's Register of members /record of depositories as at the close of the business hours on 5th Jan 2 $\overline{2}$ . cutoff date should treat this notice for information purposes only

Physical copy of the postal ballot notice (along with postal ballot form and self addressed business $3₁$ reply envelope) is being sent by the permitted mode to all the members whose names appear in the reply envelope) is being sent by the permitted mode to all the members whose names appear in the Company's Register of Member 5th Jan 2020 ("cut-off date") and also electronically by e-mail to those members (as on cutoff
date) who have registered their e-mail addresses and PAN with the RTA/depositories.

The Notice is also placed on the website of the Company i.e. www.Sambandam.com and also on $\blacktriangle$ the website of Central Depository Services (India) Limited.
All the material documents referred to in the notice and explanatory statement are available for
inspection by the members at the Company's Registered Office during business hours on all its
working days from the date of d 5.

The last date for receipt of postal ballot forms or e-voting i.e. 15 th Feb 2020 shall be taken as the 6. date of passing resolutions, if approved by requisite majority. Resolutions passed by the members through postal ballot voting facility (including voting through electronic means) shall be deemed to

have been passed at a duly convened General Meeting of the members subject to receipt of the requisite number of votes in favour of the resolutions.

Kindly note that Members can opt for only one mode of voting i.e. either by Postal Ballot Form or 7. e-voting. In case of receipt of vote by both the modes, voting through e-voting shall prevail and voting by Postal Ballot Form shall be treated as invalid.

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1. The scrutinize/s decision on the vatidity of the PostalBallotshallbefinal.
1. VOTINGTHROUGHPHYSICALPOSTALBALLOTFORM
{i)- The Members are requested to carefully read the instructions printed overleaf.the Postal u' #I"tr[ffiio"Jt,iln"ini-i;J"iir-e?r-roifgfi +i;tldpleteo with the assent (fPr) or dissent (against), in 'iiri'Jnirosid postage pre-paio self-a'ddres'sed business replv envelope, so as to reach the s"*iiiiiEi] ,in il Gfor6 is-tn-Feu, iozo pv 5.oo P.M, to'be eligible.for being considered, i"iiiiiii 'iiii"]i, it'*lr o"-stii"ttv tieatbo as if rio reply has been received from the MePber.
(ii) The Members are requested to exercise their voting righl: by using the attached Postal Ballot \"' iorm onii. tlo other fcirm or photocopy of the form is permifted'

Envelooes containing postal Ballot Form if deposited in person or sent by courier/post at the expeir{eof tne Memberswillalso be accepted'

¹O.VOTING THROUGH ELECTRONIC MEANS

The Company has engaged the services of Central Depository Services (lndia) Limited (CDSL) fore-voting PurPose.

The voting period begins on 17.O1.2020 at 9.00 a.m 9nd ends on 15'02'2020 at 5'00 p'm' Durins g,is JEliJi ;h?rifi"IieFl o1i[e CorioAi nouing shares either in phvsical form or in demateriatiz'JdT#;;';Cbr.zozglitii:o? i!'aie1, m"ay..cast their vote electronicaltv. The e_voiins module shail be disabled by GDSLforvoting thereafier

lnstructionsformembersforvotingelectronicallyareasunderi

ln case of members receiving e-mail:

(i) Log on to the e-voting website www'evotingindia'com
(ii) Clickon"shareholders'tab
(iii) Now, selectthe ,,coMpANy NAME' :SAMBANDAM SPINNING MILLS LIMITED" from the drop.down menu and click on "SUBMIT''
fiv) Now Enter your User lD (For CDSL: 16 digits beneficiary lD, For \s-DL: 8 Character DP lD *'" ilii]*-J'iv'a-6isir. ciGni to, uemueri.tt'&aing shares in Phvsical Form should enter Folio NumoerresiltJiE|i,itriiiqd#ffiiH.iinen dnieiitrlcaptchacode (imaseverification) as disPlaYed a.-nd Clickon Login.
(v) lf you are holding shares i-n Demat form and had log.ged on to wwwevotingindia'com and voteo on an eJiiidr voting or any compiny, tnen your eiiEting password is to be used. lf you are firsttime userfollowthe steps given below'
(vi) Now fill up the following details in the appropriate boxes:

	Form For Members holding shares in Demat Form or in
PAN*
DOB#	Company records for the Enter the Date of Birth (as recorded in your demat account or in the format. said demat account in
Dividend Bank ffi&	records Enter the Dividend Bank Details as recorded in your demat account or in the Company forthe said demat accountorfolio.
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Please enter DOB or dividend bank details in order to login. In case both the details are not recorded with the depository or company please enter the member id / folio number in the Dividend Bank details field.

. After entering these details appropriately, click on "SUBMIT" tab. vii)
(viii) Members holding shares in physical form will then reach directly the Company selection screen. However, members 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.

Click on the EVSN for the relevant "SAMBANDAM SPINNING MILLS $(ix)$ LIMITED" on which you choose to vote.
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 im $(x)$
(xi) Click on the "Resolutions File Link" if you wish to view the entire Resolutions.
(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 out print of the voting done by you by clicking on "Click here to print" option on the Voting page.
If Demat account holder has forgotten the changed password then, enter the User ID and $(xv)$ Captcha Code click on Forgot Password & enter the details as prompted by the system.
(xvi) Institutional shareholders (i.e. other than Individuals, HUF, NRI etc.) are reguired to log on to https://www.evotingindia.co.in and register themselves as Corporates. After receiving the login details they have to link the account(s) which they wish to vote on and then cast their vote. They should upload a scanned copy of the Board Resolution and Power of Attorney (POA) which they have issued in favour of the Custodian, if any, in PDF format in the system for the scrutinizer to verify the same.
(xvii) For Members holding shares in physical form, the details can be used only for e-voting on the resolutions contained in this Notice.
In case of members receiving the physical copy:
$(A)$ Please follow all steps from sl. no. (i) to sl. no. (xvii) above to cast vote.
In case you have any queries or issues regarding e-voting, you may refer the Frequently Asked $(B)$ Questions ("FAQs") and e-voting manual available at www.evotingindia.co.in under help section or write an email to [email protected].

EXPLANATORY STATEMENT PURSUANT TO SECTION 102 OF THE COMPANIES ACT, 2013 ITEM NO: 1 Approval for Purchase of plant and machineries from Related party company Kandagiri spinning Mills Ltd., (KSML)

It is expected that there would be very good market demand for new products with varied blends of yarn and so market expansion is very vital for sustaining present turnover and for taking it to next level. Hence above said proposal of purchase of a new plant with 27212 spindles from KSML is being planned.

Moreover, the proposed purchase plant existing with Kandagiri spinning mills Ltd (KSML) is already in the field of manufacturing yarn and Melange range products and hence it would be very easy for immediate take off in capacity expansion /producing Melange range products .After purchase, it shall be functioning as Unit IV of SSML wherein new products shall be produced that will enhance the turnover of the company SPINNING

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The Board explored the possibilities to expand the installed capacity. It has come to understand KSML is in the process of selling its plant and machinery and lease the land and building in which the plant and machinery have been installed. The Board in the best interest of the Company decided to catch this machinery have been instanced. The obarum the best interest of the Company decided to catch this
opportunity of purchasing the plant and machinery on outright basis and of acquiring the land and building
on lease including the Company.

The Company has agreed (subject to approval of the shareholders through postal ballot by a Ordinary Resolution) to purchase the above referred plant and machineries. Thus the proposed purchase shall also involves the company to take on lease the land and buildings (measuring around Four acres and built area of 1,20,756 sq ft ) situated at Udayapatti salem - 636140.

The management is of the opinion that the company is in same line of yarn business as that of KSML, and it would be easy to go for expansion of business by purchasing the same and it is in the Company's long term interests to own this plant and machinery

The Company reviewed the fair market value for the said plant and machinery. After considering such The Company reviewed the latt market value for the salu plant and machinety. After considering such
value it was determined by the Audit Committee in its meeting held on 05.01.2020. The valuation was ratified
by the Board recommended for passing this resolution by shareholders as set out in the item 1 of this notice.

Mr.S.Devarajan CMD , Mr.S.Jegarajan JMD and Mr.S.Dinakaran JMD are holding shares in KSML and
this transaction is found to be Related Party Transaction in terms of Section 188 of the Companies Act, 2013 and the applicable rules thereunder requires approval of the Shareholders by passing Ordinary resolution. Except Mr.S.Devarajan CMD and Mr S.Dinakaran JMD and Mr.S.Jegarajan JMD, no other Director is concerned or interested in this resolution.

Further details as required under proviso to sub section 2 of section 102 of the companies act 2013.

S.No	Name of Director	No of shares held in Kandagiri spinning Mills Ltd.,	% of shareholding
	S.Devarajan	113867	2.96%
2.	S.Jegarajan	113307	2.94%
3.	S.Dinakaran	117716	3.06%

ITEM NO: 2- Approval for taking Land and Building for Lease from Related party company Kandagiri spinning Mills Ltd., Infrastructure And Management Services

Since the referred plant and machineries are situated over the land belonging to KSML, it is necessary to consider to take on lease the land and its annexed building on perpetual basis also for the use of such plant and machineries . Thus as part of the proposed purchase involves the company to take on lease the land and buildings (measuring around 4 acres with built area of 1,20,756 sq ft) excluding the portion of their
registered office of KSML) situated at Udayapatti salem 636140 . The Purchaser SSML shall take the land and building on lease for a perpetual period (over which the above said plant and machineries are situated) for which lease rental and lease advance shall be paid by SSML. The associated maintenance cost and other Operational expenses for above plant leased land and building shall be born by SSML.

Since the resources like infrastructure and management services are there at Kandagiri Spinning mills Itd., it is available for usage and so M/s.Sambandam spinning mills ltd., is resolving to use such resource. Accordingly, the board has recommended for passing this resolution by shareholders as set out in the item 2 of this notice.

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S/il/NBANIDA/IT SlPllt\t\llNG lnlL[S LllNIllt'ElD Tel : A427 224A79A Fax : A4Z7 ZZ40L6| M Email : [email protected] Website : www.sambandanr.com

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Cdrporate ldentity Number (CIN) : L 17lllTzt 973pLC000675 Registered office : KAMARAJ NAGAR col-oNy SALEM - 636 014

POSTAL PAILOT PAPER

(Please read the instructions printed ovefleaf carefulty before complcting this form)

Serial No:

1	Name of the First named Shareholder (ln block letters)
2.	Name of the Joint shareholder if any
3.	Postal address
4.	Registered folio No. / "Client lD No. (.Applicable to investors holding shares in dematerialized form)
5	No of shares held

I/IVe exercise my/ourvote in respect ofthe ordinary reso to be passed ballot as detailed in the Notice of the company dated 0 5.01.2020,by sending my/ourAsset(yes) or Dissent(No) to the said resolutions by placing the tick mark in the appropriate column below:-

S.No	ITEM DESCRIPTION	Type of Resolution
	SPECIAL BUSINESS
1	Approval for Purchase of plant and machineries from the related party company Kandagiri Spinning Mills Ltd.,	Ordinary resolution
2.	Apnroyql for taking o!'r leqge of Land, Buitding, other infra structural facilities from Kandagiri Spinning Mills Ltd.,and for availi"ng ma nagement and supervision services.	Ordinary resolution

Note: 1) Kindly read the instructions printed overleaf ( next page) bctbre iilling this tbrm. 2) Last date ofreceipt ofthis form by the Scrutin izer: I 5.02. 202}upro S.OO p.rn.

Date

Place

Signature of the Member

I' li ¹ Iii

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(ELECTRONTC VOTTNG PARTTCULARS)

l. Please refer the detailed instmctions for.-roting (inctrit;;;-;;;;rg link, EVSN Note No. l0 ofthe Postal BallotNotice sent herewith User id & Password)givenunder

E-voting Starting Period: (From) 17.01.2020at9.00 a.nr linding Period :(To)15.02.2020 at5.00 p.m.

INSTRUCTIONS

A member desiring to exercise vote by Postal Ballot shall complete this Postal Ballot Form and send A member desiring to exercise youe by Postal Ballot shall complete this Postal Ballot Porm and send
it duly and properly sealed to the Scrutinizer in the self-addressed business reply envelope sent
herewith. However, envel $\mathbf{1}$ assent or dissent in this postal Ballot form only. Assent or dissent received in any other form or manner shall be considered as invalid.
This Form should be completed and signed by the member (as per the specimen signature registered with the Company / Depository Participant(s)). In case of Joint holding, this form should be completed and signed by the firs $\overline{2}$ joint holder(s), the vote cast by the first named member would be considered.
Duly completed Postal Ballot form should reach the scrutinizer not later than 5 PM IST on 15.02.2020. All Postal Ballot forms received after this date will be strictly treated as if reply from such $3_l$ member(s) has not been received.
There will be only one Postal Ballot Form for every Folio No. / DP ID Client ID No. irrespective of the number of Joint Member(s). On receipt of the duplicate Postal Ballot Form, the original will be the number of Joint Member(s). On receipt of the duplicate Postal Ballot Form, the original will be 4. rejected.
In case of shares held by Companies, Trusts, Societies, etc., the duly completed Postal Ballot Form
should be accompanied by a certified true copy of Board Resolution / Power of Attorney / attested 5. specimen signatures etc.
Members are requested not to send any other paper along with the Postal Ballot Form in the 6. enclosed self addressed business reply envelope, as all such envelopes will be sent to the scrutinizer and any extraneous paper found in such envelope would be destroyed by the scrutinizer and the Company would not be able to act on the same.
In case any member is desirous of obtaining a printed postal ballot form or a duplicate thereof, the same may be requested by sending an e-mail to [email protected] However, the duly filled-in/signed duplicate postal $\overline{7}$ time specified above in Clause No. 3 of the Instructions.
Incomplete, unsigned or incorrect Postal Ballot Forms will be rejected. The scrutinizer's decision on $8¹$ the validity of the Postal Ballot Form will be final and binding.
Additionally, please note that the Postal Ballot Forms shall be considered invalid if: $\mathbf{Q}$
a. A form other than one issued by the Company has been used:
b. It has not béen signed by or on behalf of the member;
c. Signature on the postal ballot form doesn't match the specimen signatures registered with the Company:
d. It is not possible to determine without any doubt the assent or dissent of the member;
e. Neither assent or dissent is mentioned:

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f. Any competent authority has given directions in writing to the Company to freeze the voting rights of the Member;
g. It is defaced or mutilated in such a way that its identity as genuine form cannot be established;
h. The member has made any amendment to the Resolution or imposed any condition while exercising his vote.
Voting rights shall be reckoned on the paid up value of shares registered in the name of the member(s) as on 05.01.2020 (cut-off date). $10.$
A member need not use all his/her votes nor does he/she need to cast his/her votes in the same way. $11$
Voting right in Postal Ballot/E-voting cannot be exercised by a proxy. $12.$
The Company is pleased to offer e-voting facility as an alternate, for all the Members of the Company 13. to enable them to cast their votes electronically instead of returning duly filled-up Postal Ballot Form. Members can opt for only one mode of voting i.e., either by ballot or through E-voting.
In case members case their vote both by postal ballot and e-voting, the votes case through $e 14$ voting shall prevail and the votes cast through ballot shall be considered invalid.
Any query/grievances connected with voting by postal ballot/e-voting, may be addressed to Company Secretary at the Email id and Phone No. of the Company mentioned in both postal ballot 15. $NN_{\Lambda}$ form & notice.

SAV\$EA\NDAV\$ SPINN llNG /nllLILS lLllAIllTLD luNlr'-lt Registered Office : Kamaraj Nagar Colony, Salem 636 014. Tamil Nadu (P) +91 427 2240790 (E) [email protected] website : www.sambandam.com corporate ldentity No. L1 71 1 1 T71 973pLc00067s

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/Text of Newspaper publication/

SAMBANDAM SPINNING MILLS LIMITEI) ^Corpo rate Identity lYu m ber (C IN) : Ll7 lllT 21973PLC000675

Registered Office: POST BAG NO.l, KAMAITAJ NAGAR COLONY SALEM - 636 ⁰¹⁴ Tel:0427 2240790 Fax:0427 2240169 Email: [email protected]; [email protected] Website: www.sambandam.com

NO'I'ICE

Pursuant to section 108 and ll0 and other applicable provisions if any, of the Companies Act, ²⁰¹³ read with Rules 20 and 22 of the Companies (Management and Administration) Rules, 2.014 as amended and Regulation 44 ofthe SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, Notice is hereby given that the Company is seeking members' consent through r postal ballot (which includes electronic voting) in respect of all the resolutions stated in the Postal Ilallot nottce dated 5th January 2020

'l'he Company has, on 14'r' January 2020 completed sending emails and dispatch of postal ballot notice (along with postal ballot form and postage- prepaid self-addressed business reply envelope) by the permitted mode to all the members. Full text of these documents has also been hosted on the Company's website www.sambandarn.com.

The Company has engaged the services of Central Depository Services (India) Limited (CDSL) to provide electronic voting ("e-voting") fac,ility. Voting through postal ballot and e-voting shall commence from 17.01.2020 at 9.00 a.m. ancl cnd on 15.02.2020 at 5.00 p.m. Postal ballot forms received after 5.00 P.M on 15.02.2020 will not be valid and voling through postal ballotle-voting shall not be allowed beyond the said date and tirne.

Members, lvhose name recorded in the l{egister of Memberslrecord of depositories as on the cut-off date i.e" Sunday, 5'h January, 2020 will be entitled to cast their votes through postal ballotle-voting. A person who is not a member as on the cut-off date should accordingly treatthe Postal ballot notice for information purposes only.

Board of Directors has appointed Shri B. Kalyanasundaram, Practising Company Secretary , (Membership No. A672; COP No: 2209) of M/s B. K. Sundaram & Associates, Company Secretaries, as the Scrutinizer for conducting the postal balloV e-voting process in a fair and transparent manner.

Any member who has not received postal ballot form may apply to the Company by sending an email to [email protected] and obtain a duplicate thereof. Detailed instructions for posral ballot described overleaf the Postal ballot form.

In case of any queries relating to e-voting, members may also refer to the Frequently Asked Questions (f'AQs) and e-voting manual available at www.evotingindia.com under help section or write an email to [email protected]. Detailed instructions for e-voting described in notes to the postal ballot notice.

The results of the Postal Ballot will be announced on 17.02.2020 and the same will be displayed on the Notice Board at the Registered Office of the Company. 'Ihe results will also be displayed on the Company's website rvww.sambandam.conr and also colnmunicated to BSE simultaneously.

Any query/grievances connected with voting by postal ballot/e-voting, may b'e addressed to Company Secretary at the Email id and Phone No. of the Company, mentioned above.

Salern * 1,1.01 .2AZA

By order of the Board l'or Sambandam Spinning Mills Limited (Sd) S"Natarajan Company Secretary

An ISO 9001 IEMS: lS0 1400 1 IOHSAS: 18001 / NABL: ISO 17A25 I OEKOTEX IORGANIC : GOTS - GRS - OCS i BCI - Certified Company

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Sambandam Spinning Mills Ltd. Proxy Solicitation & Information Statement 2020

60967_rns_2020-01-14_3b4a3e1e-bf4d-479f-8079-356a7c1637e1.pdf

Yours Faithfully for SAMBADAM SPINNING MILLS LIMITED

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