Shree Rajasthan Syntex Ltd. — Proxy Solicitation & Information Statement 2024

May 29, 2024

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Date: May 29, 2024

To, Department of Corporate Services Bombay Stock Exchange Limited 25[th] Floor, P. J. Tower, Dalal Street, Fort, Mumbai- 400 001.

Dear Sir/Madam,

Sub: Notice of Postal Ballot of the Company. Ref: Scrip Code: 503837 (Shree Rajasthan Syntex Limited)

Pursuant to Regulation 30 of Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015, this is to inform you that postal ballot including e-voting for the Shareholders of the Company will start from Friday, May 31, 2024, 09:00a.m. (IST) to Saturday June 29, 2024, 05:00p.m. (IST) to transact the business as mentioned in the notice of the Postal Ballot, attached herewith.

Further, the members who hold shares as on the cut-off date i.e. Friday, May 24, 2024 shall be entitled for Postal Ballot (including remote e- voting) of the company.

Please take the same on your records and oblige.

Thanking You, FOR, SHREE RAJASTHAN SYNTEX LIMITED

Vikas Digitally signed by Vikas Ladia Ladia Date: 2024.05.29 15:36:22 +05'30' ______ VIKAS LADIA MANAGING DIRECTOR & CEO DIN: 00256289

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POSTAL BALLOT NOTICE

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

To the Members of the Company,

Notice is hereby given pursuant to the provisions of Section 110 and other applicable provisions, if any, of the Companies Act, 2013 (the “Act”), read with Rule 22 of the Companies (Management and Administration) Rules, 2014 (including any statutory modification or re-enactment thereof for the time being in force) and pursuant to other applicable laws and regulations, that the resolution appended below is proposed to be passed by the Members of Shree Rajasthan Syntex Limited (“the Company”) through Postal Ballot/electronic voting (E-voting).

The explanatory statement pursuant to Sections 102, 110 and other applicable provisions of the Act read with the Rules, setting out all material facts relating to the resolution proposed in this Postal Ballot Notice and additional information as required under the Listing Regulations and circulars issued thereunder is annexed hereto with a Postal Ballot Form for your consideration.

The Board of Directors of the Company, at its meeting held on Tuesday May 28, 2024, appointed Mr. Himanshu Surendrakumar Gupta, a Practicing Company Secretary (Mem. No. F12183, CP No. 22596), Proprietor of M/s Himanshu S K Gupta & Associates, Company Secretaries, as the Scrutinizer for conducting the postal ballot and e- voting process in a fair and transparent manner. Members have the option to vote either by Postal Ballot or through e-voting. Members desiring to exercise their vote by Postal Ballot are requested to carefully read the instructions printed in the Postal Ballot Form and send the same duly completed by courier or by registered post or speed post.

Postal Ballot including remote e-voting shall commence at 09:00a.m. (1ST) on Friday, May 31, 2024 and shall end at 05:00p.m. (1ST) on Saturday June 29, 2024. The voting shall not be allowed beyond the aforesaid date and time and the e-voting module shall be disabled by NSDL upon expiry of aforesaid period.

The duly completed Postal Ballot Form should reach the Scrutinizer not later than by 17:00 Hours IST on Saturday, June 29, 2024 to be eligible for being considered, failing which it will be strictly considered that no reply has been received from the Member. The Company has engaged the services of National Services Depository Limited (“NSDL”) as the agency to provide e-voting facility. Members desiring to opt for e-voting as per the facilities arranged by the Company are requested to read the instructions in the Notes under the section “General information and instructions relating to e- voting”. References to postal ballot(s) in this Postal Ballot Notice include votes received electronically. The Scrutinizer will submit his report to the Chairman of the Company after completion of scrutiny of the postal ballots (including e-voting). The results shall be declared on or before Monday, July 01, 2024 and communicated to the Stock Exchanges. The results will also be displayed on the Company's website www.srsl.in

SPECIAL BUSINESS:

Resolution No. 1- : Appointment of Mr. Rajiv Sharma (DIN:01342224) as an Independent Director of the Company:

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

“RESOLVED THAT in accordance with the provisions of Sections 149, 150 and 152 read with Schedule IV and other applicable provisions of the Companies Act, 2013 (“the Act”) and the Companies (Appointment and Qualifications of Directors) Rules, 2014 and the applicable provisions of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 (including any statutory modification(s) or re-

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enactment(s) thereof, for the time being in force), the appointment of Mr. Rajiv Sharma (DIN:01342224), who was appointed as an Additional Director, designated as an Independent Director, pursuant to the provisions of Section 161(1) of the Act and the Articles of Association of the Company and in respect of whom the Company has received a notice in writing under Section 160 of the Act from a member proposing his candidature for the office of Director, being eligible, as an Independent Director of the Company, not liable to retire by rotation and to hold office for a term of 5 (five) consecutive years, i.e., up to March 31, 2029, be and is hereby approved;

RESOLVED FURTHER THAT for the purpose of giving effect to the aforesaid resolution, the Board of Directors or Company Secretary of the Company be and is hereby authorized to do all such acts, deeds and things, as it may in its absolute discretion deem necessary, proper or desirable and to settle any question, difficulty or doubt that may arise in the said regard.”

Registered Office : By order of the Board, 27-A, First Floor, Meera Nagar, Housing For, SHREE RAJASTHAN SYNTEX LTD. Board Colony, Udaipur, Rajasthan, India, 313001 Sd/Date: May 29, 2024 Shri Vikas Ladia Place: Udaipur Managing Director & CEO DIN: 00256289

Notes

1. The statement pursuant to Sections 102, 110 and other applicable provisions of the Act read with the Rules, setting out all material facts relating to the resolution proposed in this Postal Ballot Notice and additional information as required under the Listing Regulations and circulars issued thereunder is annexed herewith.

2. The Postal Ballot Notice is being sent to the Members whose names appear on the Register of Members/List of Beneficial Owners as received from the National Securities Depository Limited (NSDL) and Central Depository Services (India) Limited (CDSL) as on Cut-Off Date i.e. Friday, May 24, 2024. The Postal Ballot Notice is being sent to Members in electronic form only to the email addresses registered with their Depository Participants (in case of electronic shareholding) /the Company's Registrar and Share Transfer Agents (in case of physical shareholding). Physical copies of this Postal Ballot Notice along with postal ballot form and pre-paid business reply envelopes are not being sent to members for this Postal Ballot. However the Postal Ballot Notice along with postal ballot form will be available on the Company’s website www.srsl.in websites of the Stock Exchange, i.e., BSE Limited at www.bseindia.com to download.

3. Members whose names appear on the Register of Members/List of Beneficial Owners as on Cut-Off date i.e. Friday, May 24, 2024 will be considered for the purpose of voting.

4. Resolutions passed by the Members through postal ballot are deemed to have been passed as if they have been passed at a General Meeting of the Members.

5. The Members can opt for only one mode of voting, i.e., either by physical ballot or e-voting. In case Members cast their votes through both the modes, votes cast through e-voting shall be treated as valid and votes cast through physical Postal Ballot Form will be treated as invalid.

6. In case a Member is desirous of obtaining a printed Postal Ballot Form or a duplicate, he or she may download the same from the Company’s website www.srsl.in websites of the Stock Exchange, i.e., BSE Limited at www.bseindia.com.

7. Voting rights shall be reckoned on the paid-up value of equity shares registered in the name of Members as on Friday, May 24, 2024. A person who is not a Member on the relevant date should treat this Notice for information purpose only.

8. In compliance with Sections 108 and 110 of the Companies Act, 2013 and the Rules made thereunder and Regulation

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44 of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, the Company has provided the facility to the Members to exercise their votes electronically and vote on the resolution through the e-voting service facility arranged by NSDL. The instructions for e-voting forms part of this Notice.

1. A Member cannot exercise his vote by proxy on postal ballot.

2. Members desiring to exercise their vote by physical Postal Ballot are requested to carefully read the instructions printed in the Postal Ballot Form and return the Form duly completed and signed, in the enclosed pre-paid selfaddressed Business Reply Envelope to the Scrutinizer, so that it reaches the Scrutinizer not later than close of working hours (i.e. 17:00 Hours IST) on Saturday June 29, 2024. Envelopes containing Postal Ballots, if sent by courier or registered post or speed post at the expense of the Members, will also be accepted. Any postal ballot received after 17:00 Hours IST on Saturday June 29, 2024 will be considered invalid.

3. The Scrutinizer will submit his report to the Chairman after the completion of scrutiny, and the result of the voting by postal ballot will be announced by the Chairman or any Director of the Company duly authorized, on or before Monday, July 01, 2024 at the registered office and will also be displayed on the website of the Company www.srsl.in besides being communicated to the Stock Exchanges.

4. The resolution, if passed by the requisite majority, shall be deemed to have been passed on Saturday June 29, 2024 i.e. the last date specified for receipt of duly completed Postal Ballot Forms or e-voting.

5. All the material documents referred to in the explanatory statement will be available for inspection at the registered office of the Company during office hours on all working days from the date of dispatch of the Notice until the last date for receipt of votes by Postal Ballot/e-voting.

General information and instructions relating to e-voting

• i. A person whose name is recorded in the register of members or in register of beneficial owners maintained by the depositories as on Cut-Off date, i.e. Friday, May 24, 2024, only shall be entitled to avail the facility of e-voting.

• ii. The e-voting facility will be available during the following period:

• a. Commencement of e-voting: 9:00 Hours (IST) on Friday, May 31, 2024 b. End of e-voting: 17:00 Hours (IST) on Saturday June 29, 2024

The e-voting will not be allowed beyond the aforesaid date and time and the e-voting module shall be disabled by NSDL upon expiry of aforesaid period.

iii. Instructions and other information relating to e-voting:

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

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

- Step 1: Access to NSDL e Voting system

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

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

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

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

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Individual Shareholders holding securities in demat mode with CDSL	1. 2. 3. 4.	Users who have opted for CDSL Easi / Easiest facility, can login through their existing user id and password. Option will be made available to reach e-Voting page without any further authentication. The users to login Easi / Easiest are requested to visit CDSL website www.cdslindia.comand click on login icon & New System Myeasi Tab and then user your existing my easi username & password. After successful login the Easi / Easiest user will be able to see the e- Voting option for eligible companies where the 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. Additionally, there is also links provided to access the system of all e- Voting Service Providers, so that the user can visit the e-Voting service providers’ website directly. If the user is not registered for Easi/Easiest, option to register is available at CDSL websitewww.cdslindia.comand click on login & New System Myeasi Tab and then click on registration option. Alternatively, the user can directly access e-Voting page by providing Demat Account Number and PAN No. from a e-Voting link available on www.cdslindia.comhome page. The system will authenticate the user by sending OTP on registered Mobile & Email as recorded in the Demat Account. After successful authentication, user will be able to see the e- Voting option where the evoting is in progress and also able to directly access the system of all e-Voting Service Providers.
Individual Shareholders (holding securities in demat mode) login through their depository participants	You can also login using the login credentials of your demat account through your Depository Participant registered with NSDL/CDSL for e-Voting facility. upon logging in, you will be able to see e-Voting option. Click on e-Voting option, you will be redirected to NSDL/CDSL Depository site after successful authentication, wherein you can see e-Voting feature. Click on company name or e-Voting service provider i.e. NSDL and you will be redirected to e-Voting website of NSDL for casting your vote during the remote e-Voting period.

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

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

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Login type	Helpdesk details
Individual Shareholders holding securities in demat mode with NSDL	Members facing any technical issue in login can contact NSDL helpdesk bysendinga request atevoting@nsdl.comor call at 022 - 4886 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 at helpdesk.evoting@cdslindia.comor contact at toll free no. 1800 22 55 33

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

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

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

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

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

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

5. Your User ID details are given below :

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Manner of holding shares i.e. Demat Your User ID is:
(NSDL or CDSL) or Physical
a) For Members who hold shares in demat 8 Character DP ID followed by 8 Digit Client ID
account with NSDL. For example if your DP ID is IN300 and
Client ID is 12 then your user ID is
IN30012**.
b) For Members who hold shares in demat 16 Digit Beneficiary ID
account with CDSL. For example if your Beneficiary ID is
12** then your user ID is
12**
c) For Members holding shares in Physical EVEN Number followed by Folio Number
Form. registered with the company
For example if folio number is 001 and
EVEN is 101456 then user ID is 101456001
5. Password details for shareholders other than Individual shareholders are given below:
a) If you are already registered for e-Voting, then you can user your existing password to login and cast
your vote.
b) If you are using NSDL e-Voting system for the first time, you will need to retrieve the ‘initial password’
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which was communicated to you. Once you retrieve your ‘initial password’, you need to enter the ‘initial password’ and the system will force you to change your password.

• c) How to retrieve your ‘initial password’?

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

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

• If you are unable to retrieve or have not received the “ Initial password” or have forgotten your password: a) Click on “ Forgot User Details/Password ?”(If you are holding shares in your demat account with NSDL or CDSL) option available on www.evoting.nsdl.com.

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

• c) If you are still unable to get the password by aforesaid two options, you can send a request at evoting@nsdl.com mentioning your demat account number/folio number, your PAN, your name and your registered address etc.

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

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

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

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

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

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

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

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

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

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

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

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

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

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General Guidelines for shareholders

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

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

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

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

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

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

3. Alternatively shareholder/members may send a request to evoting@nsdl.com for procuring user id and password for e-voting by providing above mentioned documents.

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

Explanatory Statement pursuant to Sections 102 and 110 of the Companies Act, 2013

Resolution -1

The Nomination and Remuneration Committee, after evaluating and considering the skills, experience and knowledge that would be available to the Board of Directors and pursuant to the provisions of the Companies Act, 2013 (“the Act”) read with the Articles of Association of the Company, recommended to the Board of Directors the appointment of Mr. Rajiv Sharma (DIN:01342224), as an Independent Director of the Company. The Board of Directors, at its meeting held on March 30, 2024, considered the recommendation and appointed Mr. Rajiv Sharma (DIN:01342224), with effect from April 01, 2024, as an Additional Director, designated as an Independent Director of the Company. The Board of Directors also approved that the tenure of office of Mr. Rajiv Sharma as an Independent Director will be for a term of 5 (five) consecutive years from April 01, 2024, subject to approval of the

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members of the Company.

Mr. Rajiv Sharma is qualified to be appointed as a Director in terms of Section 164 of the Act and has given his consent to act as a Director. The Company has also received a declaration from Mr. Rajiv Sharma that he meets the criteria of independence as prescribed, both, under Section 149(6) of the Act and the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 (“Listing Regulations”) and that he is not debarred from holding the office of director by virtue of any order passed by the Securities and Exchange Board of India / Ministry of Corporate Affairs or any such statutory authority. The Company has also received a notice under Section 160 of the Act from a member proposing the candidature of Mr. Rajiv Sharma for the office of Independent Director of the Company.

In the opinion of the Board of Directors, Mr. Rajiv Sharma fulfils the conditions for appointment as an Independent Director as specified in the Act and the Listing Regulations. Mr. Rajiv Sharma is independent of the management and possesses appropriate skills, experience, knowledge and capabilities, required for the role of Independent Director. Mr. Rajiv Sharma’s vast experience of 5 years in NABARD (1988-1993) refinancing agricultural loans and of 29 years (1993-2022) with IDBI Bank as zonal head of retail banking and Corporate banking will immensely benefit the Company. In view of the above, appointment of Mr. Rajiv Sharma as an Independent Director is in the interest of the Company.

Details of Mr. Rajiv Sharma pursuant to the provisions of (i) Listing Regulations; and (ii) Secretarial Standard on General Meetings (“SS-2”), issued by the Institute of Company Secretaries of India, are provided in the table below. He shall be paid remuneration by way of fee for attending meetings of the Board or Committees thereof or for any other meetings as may be decided by the Board of Directors, reimbursement of expenses for participating in the Board and other meetings and commission within the limits stipulated under Section 197 of the Act.

The appointment of Mr. Rajiv Sharma, is in compliance with Regulation 17(1)(a) of the Listing Regulations. In accordance with the provisions of Sections 149, 150 and 152 read with Schedule IV of the Act and other applicable provisions of the Act, appointment of Mr. Rajiv Sharma as an Independent Director requires approval of the members of the Company.

Further, in terms of Regulation 25(2A) of the Listing Regulations, appointment of Mr. Rajiv Sharma as an Independent Director requires approval of the members of the Company by passing a special resolution.

Accordingly, approval of the members is sought for appointment of Mr. Rajiv Sharma as an Independent Director of the Company.

Mr. Rajiv Sharma is interested in the resolution set out at Item No. 1 of this Postal Ballot Notice with regard to his appointment. Relatives of Mr. Rajiv Sharma may be deemed to be interested in the resolution to the extent of their shareholding interest, if any, in the Company. Save and except the above, none of the other Directors / Key Managerial Personnel of the Company / their relatives are, in any way, concerned or interested, financially or otherwise, in the resolution.

The Board of Directors commends the Special Resolution set out at Item No. 1 of this Postal Ballot Notice for approval by the members.

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Particulars Mr. Rajiv Sharma
Director Identification Number. 01342224
Date of Birth 27/11/1962
Age. 61 years
Educational Qualification. M.Com, PGDIT (Post Graduate Diploma in
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International Trade), MBA (Finance),
Experience (No. of Years) More than 34 years
Business field in which Experience. Finance & Banking
Date of Appointment as Director in the
April 01, 2024
Company.
As per the resolution set out at Item No. 1 of this
Terms and Conditions of Appointment Postal Ballot Notice read with statement pursuant
to Section 102 of the Act.
Directorship held in any other Company. Nil
1. Audit Committee
Member of any Committees of the Directors
2. Nomination and remuneration committee
in the Company.
3. Stakeholder Relationship Committee
Member of any committees of the Directors
in other Companies with names of the Nil
Company.
Member of any Trade Association/
Nil
Charitable Organization/ NGOs etc.
Shareholding in Company as on May 24,
2024 Nil
Remuneration last drawn (including sitting
Nil
fees, if any)
He shall be paid remuneration by way of fee for
attending meetings of the Board or Committees
thereof or for any other meetings as may be
Remuneration proposed to be paid decided by the Board, reimbursement of expenses
for participating in the Board and other meetings
and commission within the limits stipulated
under Section 197 of the Companies Act, 2013
Not related to any Director / Key Managerial
Relationship with other Directors/KMPs Personnel of the Company or its subsidiaries or
associate companies
FY2024-25 (till the date of this Postal Ballot
No. of meetings attended during the year
Notice): 0 out of 0 meetings.
Listed entities from which the Director has
Nil
resigned in the past three years
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Registered Office :

27-A, First Floor, Meera Nagar, Housing Board Colony, Udaipur, Rajasthan, India, 313001

Date: May 29, 2024 Place: Udaipur

By order of the Board, For, SHREE RAJASTHAN SYNTEX LTD.

Sd/Shri Vikas Ladia Managing Director & CEO DIN: 00256289

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Sequence No. Sr. No.

POSTAL BALLOT FORM

Name of the member(s): Registered Address: Folio No.: No. of Shares held: DP ID: Client ID:

* Applicable to holders holding shares in demat / electronic form

I / We hereby exercise my / our vote in respect to the Ordinary / Special Resolution to be passed through Postal Ballot for the Business stated in the Postal Ballot Notice by sending my / our assent (FOR) or dissent (AGAINST) to the said resolution by placing the right mark (√) at the appropriate box below:

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Item Nature of No. of Shares Dissent
Item Assent (FOR)
No. Resolution Held (AGAINST)
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Item No. Item Nature of Resolution No. of Shares Held Assent (FOR) Dissent (AGAINST)	Item No. Item Nature of Resolution No. of Shares Held Assent (FOR) Dissent (AGAINST)	Item No. Item Nature of Resolution No. of Shares Held Assent (FOR) Dissent (AGAINST)	Item No. Item Nature of Resolution No. of Shares Held Assent (FOR) Dissent (AGAINST)	Item No. Item Nature of Resolution No. of Shares Held Assent (FOR) Dissent (AGAINST)	Item No. Item Nature of Resolution No. of Shares Held Assent (FOR) Dissent (AGAINST)
1.	Appointment of Mr. Rajiv Sharma (DIN:01342224) as an Independent Director of the Company	Special
Place: Date:				_____ Signature of the Member

Note:

• Please read the instructions printed overleaf carefully before exercising your vote.

• If the voting rights are exercised electronically, there is no need to use this form.

• Last date for receipt of this Postal Ballot Form by Scrutinizer is on or before 5.00 P.M. Saturday June 29, 2024. Please note that any Postal Ballot Form(s) received after the said date and time will be strictly treated as if reply from the Member has not received.

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INSTANCES IN WHICH THE POSTAL BALLOT FORM SHALL BE TREATED AS INVALID OR REJECTED

• a) A Form other than one issued by the company has been used or the Form has not been signed by or on behalf of the Member;

• b) Signature on the postal ballot form doesn’t match the specimen signatures with the Company / RTA/ Depository;

• c) Neither assent nor dissent is mentioned or it is not possible to determine without any doubt the assent or dissent of the Member;

• d) Any competent authority has given directions in writing to the company to freeze the Voting Rights of the Member;

• e) The envelope containing the postal ballot form is received after the last date and time prescribed;

• f) The postal ballot form, signed in a representative capacity, is not accompanied by a certified copy of the relevant specific authority;

• g) It is received from a Member who is in arrears of payment of calls;

• h) It is defaced or mutilated in such a way that its identity as a genuine form cannot be established;

• i) Member has made any amendment to the Resolution or imposed any condition while exercising his vote.

INSTRUCTIONS FOR POSTAL BALLOT

• Pursuant to provisions of Section 110 of the Companies Act, 2013 read with Companies (Management and Administration) Rules, 2014, Assent or Dissent of the Members in respect of the Special Resolution/Ordinary Resolution contained in the Postal Ballot Notice dated July 08, 2021 is being sought through Postal Ballot Process.

• Any Member desiring to exercise his/her vote by Physical Postal Ballot, may send duly completed Postal Ballot Form in the enclosed self‐addressed postage pre‐paid Business Reply Envelope. The envelope bears the name of Mr. Himanshu Gupta, Proprietor, M/s Himanshu S K Gupta & Associates, Practicing Company Secretary, appointed as the ‘Scrutinizer’ for Postal Ballot Process by the Board of the Company & the address of the scrutinizer viz. 722, 7th Floor, Gala Empire, Opp. TV Tower, Thaltej, Ahmedabad‐380054, Gujarat, India..

• The Voting period will commence on and from Friday, May 31, 2024 at 09.00 A.M. and ends on Saturday, June 29, 2024 at 5:00 P.M. The duly completed and signed Postal Ballot Form should reach the Scrutinizer not later than 5:00 PM on Saturday, June 29, 2024 . Envelopes containing Postal Ballot, sent by Courier or by Registered Post or Speed Post, at the expense of the Member will be accepted. Postal Ballot Form(s) may also be deposited/submitted personally at the Scrutinizer’s Office.

• Consent must be accorded by placing a tick mark (√) in the column ‘Assent (FOR)’ or dissent must be accorded by placing a tick mark (√) in the column ‘Dissent (AGAINST)’. Postal ballot form bearing (√) mark in both the column will render the form invalid. Voting in the Postal Ballot cannot be exercised by a Proxy.

• The Postal Ballot form should be completed and signed by the shareholder(s). In case of joint holding, the Postal Ballot Form should be completed and signed (as per the specimen signature registered with the Company / RTA/ Depository) by the first named Member and in the absence of such Member, by the next named joint‐holder. A Member may sign the Postal Ballot Form through an attorney, in such case certified true copy of the Power of Attorney should be attached to the Postal Ballot Form. There will be only one Postal Ballot Form for every folio irrespective of the number of joint Member(s).

• In case of shares held by Companies, Trusts, Societies etc., the duly completed Postal Ballot Form, signed by the Authorised Signatory, should also be accompanied by a certified true copy of the Board Resolution/Authority Letter together with the specimen signature(s) of the duly Authorised Signatory(ies).

• A Member neither needs to use all his/her votes nor needs to cast all his/her votes in the same way.

• An incomplete, unsigned, incorrectly completed, incorrectly ticked, defaced, torn, mutilated, over‐written, wrongly signed Postal Ballot Forms will be rejected. The Scrutinizer’s decision on the validity of Postal Ballot Form will be final.

• The signature of the Member on this Postal Ballot Form should be as per the specimen signature furnished by Depositories or registered with the Company, in respect of shares held in dematerialized form or in physical form, respectively.

• 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 viz. Friday, May 24, 2024.

• A Member may request for a duplicate Postal Ballot Form, if so required. However, the duly completed duplicate Postal Ballot Form should reach the Scrutinizer not later than the date and time specified above.

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• No Member is entitled to vote on Postal Ballot unless all calls or other sums presently payable by him in respect of shares have been paid.

• Members are requested not to send any other paper along with the Postal Ballot Form in the enclosed self‐addressed postage prepaid envelope, as all Postal Ballot(s) will be sent to Scrutinizer & any extraneous paper found in such envelope would be destroyed by Scrutinizer.

• Members are requested to fill Postal Ballot Form in indelible ink & avoid filling it by using erasable writing medium(s) like pencil.

• The resolution, if assented by requisite majority, shall be considered as passed on Saturday, June 29, 2024 (i.e. last date specified by the Company for receipt of duly completed Postal Ballot form or e‐voting).

• The result of the Postal Ballot will be declared / announced on or before Monday, July 01, 2024 at the Registered Office of the Company. The results along with the Scrutinizer’s Report shall be placed on the website of the Company viz. www.srsl.in , be communicated to the Stock Exchanges viz. BSE Limited.

• In case of any query and grievances in relation to the resolution proposed to be passed may be addressed to Mr. Anubhav Ladia, WTD & CFO, At 27‐A, First Floor, Meera Nagar, Housing Board Colony, Udaipur, Rajasthan‐313001, India or email to cs@srsl.in

• Any query or grievance connected with the voting by Postal Ballot, other than E‐Voting, may be addressed to the Company Secretary at cs@srsl.in or at the registered office or members may send mail at evoting@nsdl.co.in.

• E‐VOTING: In compliance with Regulation 44 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 & provisions of Section 108 of the Companies Act, 2013 read with the Rules made thereto, the Company is pleased to provide E‐Voting facility (through E‐Voting Platform of NSDL), as an alternate which would enable the Member to cast votes electronically, instead of sending Physical Postal Ballot Form. Please note that E‐Voting is optional. In case a Member has voted through E‐Voting facility, he does not need to send the physical Postal Ballot Form. In case Member(s) cast their vote via both modes i.e. Physical Ballot as well as E‐Voting, then voting done through E‐Voting shall prevail and Physical Voting of that Member shall be treated as invalid. Members are requested to refer to the Postal Ballot Notice and Notes thereto, for detailed instructions with respect to E‐Voting.