Solar Industries India Limited

November 10, 2023

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To, National Stock Exchange of India Limited Exchange Plaza, Bandra Kurla Complex Bandra (E) Mumbai -400 051 Trading Symbol: “SOLARINDS” Through NEAPS

To,

BSE Limited Floor no.25, PJ Towers Dalal Street Mumbai – 400 001 Scrip Code: 532725 Through BSE Listing Center

Sub: Submission of the Postal Ballot Notice

Ref: Disclosure under Regulation 30 of the Securities and Exchange Board of India (Listing Obligation and Disclosure Requirements) Regulations, 2015 (“Listing Regulations”)

Dear Sir/Madam,

Pursuant to Regulation 30 of SEBI Listing Regulations read with Schedule-III of the said Regulations, please find enclosed herewith a copy of the Notice of Postal Ballot dated November 02, 2023 , seeking approval of the Members of the Company through Postal Ballot (remote e-voting only) for the Special Business set out in the Notice.
In accordance with the relevant circulars issued by the Ministry of Corporate Affairs, the said Notice of Postal Ballot is being sent only through electronic mode to those Members whose names appear in the Register of Members/List of Beneficial Owners as on Friday, November 03, 2023 (“ cut-off date ”) and who have registered their email addresses with Depository Participant(s) or with Link lntime India Private Limited, Registrar and Share Transfer Agent of the Company. In light of the MCA Circulars, physical copies of the Postal Ballot Notice along with postal ballot forms and pre-paid business reply envelope are not being sent to the Members.
In compliance with the provisions of sections 108 and 110 of the companies Act, 2013 read with relevant rules made thereunder and Regulation 44 of the Listing Regulations, the Company is pleased to provide remote e-voting facilities to its Members, to enable them to cast their votes electronically.

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4. The remote e-voting period will commence from 09:00 a.m. (IST) on Sunday, November 12, 2023 and ends on 5:00 p.m. (IST) on Monday, December 11, 2023 both days inclusive. The voting right of shareholders shall be in proportion to their share in the paid-up equity share capital of the Company as on the cut-off date, being Friday, November 03, 2023. The Results of the postal ballot will be announced on or before Wednesday, December 13, 2023.

This is for your information and record.

The above Notice is also available on the Website of the Company at www.solargroup.com.

Kindly acknowledge the receipt of the same.

Yours truly,

For Solar Industries India Limited

Khushboo Digitally signed by Khushboo Anish Pasari Anish Pasari Date: 2023.11.10 16:46:32 +05'30' Khushboo Pasari Company Secretary & Compliance Officer

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Notice of Postal Ballot

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Safety Quality Reliability

Corporate Identity No.(CIN): L74999MH1995PLC085878

Registered Office: "Solar" House 14, Kachimet, Amravati Road, Nagpur-440023 (M.S) Tel: 0712-6634567/6| Fax: 0712-6634578/79 E-mail id: [email protected] | Website: www.solargroup.com

Notice of Postal Ballot

[Pursuant to Section 110 of the Companies Act, 2013 read with Rule 20 and 22 of the Companies (Management and Administration) Rules, 2014, each as amended and applicable Circulars issued by the Ministry of Corporate Affairs, Government of India, from time to time]

Dear Members,

NOTICE is hereby given to the Members of Solar Industries India Limited (“the Company”) pursuant to the provisions of Sections 110, 108 of the Companies Act, 2013 (“Act”) and other applicable provisions, if any, of the Act read with Rule 20 and Rule 22 of the Companies (Management and Administration) Rules, 2014 (“Rules”) , as amended from time to time, along with the General Circular No. 14/2020 dated April 8, 2020, General Circular No. 17/2020 dated April 13, 2020, General Circular No.22/2020 dated June 15, 2020, General Circular No. 33/2020 dated September 28, 2020, General Circular No. 39/2020 dated December 31, 2020, General Circular No. 10/2021 dated June 23, 2021, General Circular No. 20/2021 dated December 8, 2021,General Circular No. 03/2022 dated May 5, 2022 and with other relevant circulars, including General Circular No. 09/2023 dated September 25, 2023, issued by the Ministry of Corporate Affairs (Collectively referred to as “MCA Circulars”) , Secretarial Standard on General Meetings (“SS-2”) issued by the Institute of Company Secretaries of India, Regulation 44 of Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 (“SEBI Listing Regulations”) , and other applicable laws and regulations (including any statutory modification or re-enactment thereof for the time being in force) that the following Special business set out below is proposed to be passed by the Members of Solar Industries India Limited, through Postal Ballot by electronic means (remote e-voting) only.

In compliance with Regulation 44 of Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 and Section 108 of the Act read with Rule 20 of

the Companies (Management and Administration) Rules, 2014, as amended, the Company is providing the facility of remote e-voting to its Members, to enable them to cast their votes electronically on the resolution set out in this Postal Ballot Notice. For this purpose, the Company has engaged the services of National Securities Depository Limited (“NSDL”) for facilitating voting through electronic means (remote e-voting), as the authorised agency. Members are requested to go through the detailed “INSTRUCTIONS FOR MEMBERS FOR REMOTE E-VOTING” and other Notes appended to this Postal Ballot Notice. The Notice is also available on the website of the Company www.solargroup.com.

The remote e-Voting facility would be available during the following period:

Commencement of e-Voting	November 12,2023
End of e-Voting	December 11,2023

Members desiring to exercise their vote through the remote e-voting process are requested to carefully read the instructions indicated in this Notice and record their assent (FOR) or dissent (AGAINST) by following the procedure as stated in the Notes forming part of the Notice for casting of votes by remote e-voting not later than 5.00 p.m. (IST) on Monday, December 11, 2023. The remote e-voting facility will be disabled by NSDL immediately thereafter.

In case your email address is not registered, please follow the process mentioned in the Notes to this Postal Ballot Notice for registering the same.

Solar Industries India Limited / Notice of Postal Ballot

SPECIAL BUSINESS:

ITEM NO. 1: APPOINTMENT OF SMT. RASHMI PRASAD (DIN: 10329445) AS A WOMEN INDEPENDENT DIRECTOR OF THE COMPANY

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

“ RESOLVED THAT pursuant to provisions of Sections 149, 150, 152 and any other applicable provisions of the Companies Act, 2013 and the Rules made thereunder (including any statutory modification(s) or re-enactment thereof for the time being in force) read with Schedule IV to the Companies Act, 2013 and Regulation16(1)(b) and other applicable provisions of Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 (including any statutory modification(s) or re-enactment thereof for the time being in force), Smt. Rashmi Prasad (DIN:

10329445) who was appointed as an Additional Director (NonExecutive Women Independent Director) of the Company by the Board through Circular resolution dated September 21, 2023 on the recommendation of nomination and remuneration committee and who holds the said office pursuant to the provisions of Section 161 of the Companies Act, 2013, and in respect of whom the Company has received a notice in writing under Section 160(1) of the Act proposing her candidature for the office of Director, be and is hereby appointed as a Non-Executive Women Independent Director of the Company to hold the office for the first term of 2 (Two) consecutive years commencing from September 21, 2023 and shall not be liable to retire by rotation.

RESOLVED THAT The Board of Directors (including its Committee thereof) and/or Mrs. Khushboo Pasari, Company Secretary and Compliance Officer of the Company be and are hereby authorised to do all such acts deeds, matters and things as may be considered necessary, desirable or expedient to give effect to this resolution.”

By Order of the Board of Directors, For Solar Industries India Limited

Sd/-

Date: November 2, 2023 Place: Nagpur

(Khushboo Pasari) Company Secretary & Compliance Officer Membership No.- F7347

Registered office:

“Solar” House, 14, Kachimet, Amravati Road, Nagpur – 440023 (MH). CIN: L74999MH1995PLC085878 Email id: [email protected] Website: www.solargroup.com Telephone No. 0712- 6634567

Notice of Postal Ballot

NOTES:

The Explanatory Statements and reasons for the proposed Special Business pursuant to Section 102(1) read with Section 110 of the Act, setting out material facts are appended herein below. Further, brief resume of the Director seeking appointment, in terms of Regulation 36(3) of SEBI Listing Regulations and Secretarial Standard-2, is attached in this notice.
The Postal Ballot Notice is being sent to the Members of the Company whose names appear on the Register of Members/ List of Beneficial Owners as on Friday, November 03, 2023, the cut-off date and who have registered their e-mail addresses with the Company or with the depository(ies)/depository participants. The Members, whose names appear in the Register of Members / List of Beneficial Owners as on Friday, November 03, 2023, are entitled to vote on the Resolution set forth in this Notice. A person who is not a Member as on the cut-off date should treat this Notice of Postal Ballot for information purpose only. As per the MCA Circulars, physical copy of the Notice, Postal Ballot Form and pre-paid business reply envelope are not being sent to the members for this Postal Ballot. The communication of assent or dissent of the Members would only take place through the remote e-voting system.
The Board of Directors has appointed CS Tushar S. Pahade (FCS No.: 7784 & COP No.: 8576) Proprietor of M/s T.S. Pahade & Associates, Company Secretaries, as the Scrutinizer for conducting the postal ballot only through electronic means (remote e-voting) process in a fair and transparent manner and he has communicated his willingness to be appointed for the said purpose.
In compliance with the provisions of Sections 108 and 110 of the Act and Rules 20 and 22 of the Companies (Management and Administration) Rules, 2014 (“Rules”), Regulation 44 of the SEBI Listing Regulations, the Company is pleased to provide voting facility by electronic means (“remote e-voting”) to the Members, to enable them to cast their votes electronically. The Company has engaged the services of NSDL to provide e-voting facility to its Members.
The remote e-voting period will commence from 9:00 a.m. (IST) on Sunday, November 12, 2023 and ends on 5:00 p.m. (IST) on Monday, December 11, 2023 , both day inclusive. Further, the communication of assent or dissent by the Members on the item of businesses set out in this Notice shall be done through remote e-voting only i.e. casting of votes electronically. Members are requested to record their ASSENT or DISSENT on the resolution set out in this Postal Ballot Notice through remote e-voting only, not later than 5:00 p.m. (IST) on Monday, December 11, 2023 , after which the remote e-voting facility shall not be allowed by NSDL. Once the vote is cast, whether partially or otherwise, the Member shall not

be allowed to change it subsequently or cast the vote again. The voting right of shareholders shall be in proportion to their share in the paid-up equity share capital of the Company as on the cut-off date, being Friday, November 03,2023 .

The Scrutinizer will submit the results of the e-voting to the Chairman of the Company or any other authorized officer(s) of the Company and based on the report of the Scrutinizer, the results of remote e-voting shall be announced within two working days of conclusion of remote e-voting process, i.e., on or before Wednesday, December 13, 2023 and will be communicated to the Stock Exchanges and uploaded on the website of the Company i.e., www.solargroup.com and of NSDL i.e., www.evoting.nsdl.com.
The resolution, if passed with requisite majority, shall be deemed to be passed on the last date specified for remote e-voting i.e., Monday, December 11, 2023 . The resolution passed by postal ballot shall be deemed to be passed effectively at a general meeting of the Company.
Members who have not registered their e-mail addresses are requested to register the same in respect of shares held in electronic form with their relevant Depository Participant(s) and in respect of shares held in physical form by writing to the Company’s email address [email protected] or email address of Link Intime India Private Limited, Registrar and share transfer agent of the Company at [email protected], along with the scan copy of a signed request letter mentioning your folio number, complete address, scanned copy of the share certificate (front and back), email address to be registered along with scanned self-attested copy of the PAN and any document (such as Driving License, Passport, Bank Statement, Aadhar card) supporting the registered address of the Member.
All the material documents referred to in the explanatory statement will be available for inspection electronically until the last date for receipt of votes through the remote e-voting process. Members seeking to inspect such documents can send an email to [email protected].
Remote e-voting shall not be exercised by a proxy.
In terms of amendment in Regulation 25(2A) of SEBI Listing Regulations effective from November 14, 2022, where a special resolution for the appointment of an independent director fails to get the requisite majority of votes but the votes cast in favour of the resolution exceed the votes cast against the resolution and the votes cast by the public shareholders in favour of the resolution exceed the votes cast against the resolution, then the appointment of such an independent director shall be deemed to have been made under subregulation (2A).

Solar Industries India Limited / Notice of Postal Ballot

The Instructions for Members for remote e-voting are as under:

INSTRUCTIONS FOR MEMBERS FOR REMOTE 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.

Type of shareholders Login Method Individual Shareholders holding 1. Existing IDeAS user can visit the e-Services website of NSDL Viz. https://eservices.nsdl.com securities in demat mode with either on a Personal Computer or on a mobile. On the e-Services home page click on the NSDL. “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 i.e. NSDL and you will be re-directed to e-Voting website of NSDL for casting youing the remote e-Voting period.
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
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 i.e. NSDL and 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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Notice of Postal Ballot

Type of shareholders Login Method Individual Shareholders holding 1. Users who have opted for CDSL Easi / Easiest facility, can login through their existing securities in demat mode with user id and password. Option will be made available to reach e-Voting page without any CDSL further authentication. The users to login Easi / Easiest are requested to visit CDSL website www.cdslindia.com and click on login icon & New System Myeasi Tab and then user your existing my easi username & password.
1. After successful login the Easi / Easiest user will be able to see the e-Voting option for eligible companies where the e-voting is in progress as per the information provided by company. On clicking the e-voting option, the user will be able to see e-Voting page of the e-Voting service provider for casting your vote during the remote e-Voting period. Additionally, there is also links provided to access the system of all e-Voting Service Providers, so that the user can visit the e-Voting service providers’ website directly.

	3. If the user is not registered for Easi/Easiest, option to register is available at CDSL website
	www.cdslindia.comand click on login & New System Myeasi Tab and then click on
	registration option.
	4. Alternatively, the user can directly access e-Voting page by providing Demat Account Number
	and PAN No. from a e-Voting link available onwww.cdslindia.com home page. The system
	will authenticate the user by sending OTP on registered Mobile & Email as recorded in the
	Demat Account. After successful authentication, user will be able to see the e-Voting option
	where the evoting is in progress and also able to directly access the system of all e-Voting
	Service Providers.
Individual Shareholders	You can also login using the login credentials of your demat account through your Depository
(holding securities in demat	Participant registered with NSDL/CDSL for e-Voting facility. upon logging in, you will be able to
mode) login through their	see e-Voting option. Click on e-Voting option, you will be redirected to NSDL/CDSL Depository
depository participants	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 duringthe 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.

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

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?
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, your Password/OTP and a Verification Code as shown on the screen.

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

Solar Industries India Limited / Notice of Postal Ballot

Your User ID details are given below :

Manner of holding shares i.e. Demat (NSDL or CDSL) or Physical

a) For Members who hold shares in demat account with NSDL.
b) For Members who hold shares in demat account with CDSL.
c) For Members holding shares in Physical Form.

Your User ID is:

8 Character DP ID followed by 8 Digit Client ID

For example if your DP ID is IN300 and Client ID is 12 then your user ID is IN30012**.

16 Digit Beneficiary ID

For example if your Beneficiary ID is 12** then your user ID is 12**

EVEN Number followed by Folio Number registered with the company

For example if folio number is 001 and EVEN is 101456 then user ID is 101456001

Password details for shareholders other than Individual shareholders are given below:
a) If you are already registered for e-Voting, then you can use 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’ 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) If you are still unable to get the password by aforesaid two options, you can send a request at [email protected] mentioning your demat account number/folio number, your PAN, your name and your registered address etc.

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

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

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

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.
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?

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.
Select “EVEN” of company for which you wish to cast your vote during the remote e-Voting period.
Now you are ready for e-Voting as the Voting page opens.
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.
Upon confirmation, the message “Vote cast successfully” will be displayed.
You can also take the printout of the votes cast by you by clicking on the print option on the confirmation page.
Once you confirm your vote on the resolution, you will not be allowed to modify your vote.

Notice of Postal Ballot

General Guidelines for shareholders

Institutional shareholders (i.e. other than individuals, HUF, NRI etc.) are required to send scanned copy (PDF/JPG Format) of the relevant Board Resolution/ Authority letter etc. with attested specimen signature of the duly authorized signatory(ies) who are authorized to vote, to the Scrutinizer by e-mail to [email protected] with a copy marked to [email protected]. Institutional shareholders (i.e. other than individuals, HUF, NRI etc.) can also upload their Board Resolution / Power of Attorney / Authority Letter etc. by clicking on "Upload Board Resolution / Authority Letter" displayed under "e-Voting" tab in their login.
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.
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 toll free no.: 022 - 4886 7000 and 022 - 2499 7000 or send a request to Ms. Soni Singh, Assistant Manager at [email protected]

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

folio No., complete address, scanned copy of the share certificate (front and back),email address to be registered along with PAN (self attested scanned copy of PAN card), and any document (such as Driving License, Passport, Bank Statement, Aadhar card) supporting the registered address of the Member to Company’s email address at investor. [email protected] or email address of Link Intime India Private Limited, Registrar and share transfer agent of the Company at [email protected].

In case shares are held in demat mode, please provide DPID-CLID (16 digit DPID + CLID or 16 digit beneficiary ID), Name, client master or copy of Consolidated Account statement, PAN (self attested scanned copy of PAN card), AADHAR (self attested scanned copy of Aadhar Card) to [email protected]. 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 .
Alternatively shareholder/members may send a request to [email protected] for procuring user id and password for e-voting by providing above mentioned documents.
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.
In case shares are held in physical mode please provide scan copy of signed request letter mentioning your

Solar Industries India Limited / Notice of Postal Ballot

EXPLANATORY STATEMENT PURSUANT TO SECTION 102(1) OF THE COMPANIES ACT, 2013

ITEM NO. 1

APPOINTMENT OF SMT. RASHMI PRASAD (DIN: 10329445) AS A WOMEN INDEPENDENT DIRECTOR OF THE COMPANY.

Based on the recommendation of the Nomination and Remuneration Committee, the Board of Directors of the Company through Circular Resolution dated September 21 2023, has appointed Smt Rashmi Prasad (DIN: 10329445), as an Additional Director in the capacity of Non-Executive Independent Women Director of the Company under Section 161 of the Companies Act, 2013 (“the Act”) read with applicable provisions of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 (“SEBI Listing Regulations”) and Articles of Association of the Company, who shall not be liable to retire by rotation to hold office for the first term of Two (2) consecutive years commencing from September 21, 2023 subject to approval of the Shareholders.

In accordance with the provisions of Section 149 read with Schedule IV to the Act, the appointment of Independent Directors requires approval of the members of the Company. Further, in terms of amendment in the SEBI Listing Regulations effective from January 1, 2022, a listed entity shall ensure that approval of Shareholders for appointment of a person on the Board of Directors is taken at the next general meeting or within a time period of three months from the date of appointment, whichever is earlier. Accordingly, the appointment of Smt. Rashmi Prasad (DIN: 10329445) would require approval of Members of the Company on or before December 20, 2023.

The Company has received a Notice under Section 160(1) of the Companies Act, 2013 from Smt. Rashmi Prasad in writing proposing her candidature for appointment as an Independent Director of the Company. Smt Rashmi Prasad has given a declaration to the Board that she meets the criteria of Independence as provided under Section 149 (6) of the Act and Regulation 16(1) (b) of the SEBI Listing Regulations. Further, 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.

Further she is neither disqualified from being appointed as a Director in terms of Section 164(2) of the Act, nor debarred from holding the office of a director by virtue of any SEBI order or any other such authority and has successfully registered herself in the Independent Director’s data bank maintained by Indian Institute of Corporate Affairs.

In the opinion of the Board, Smt. Rashmi Prasad fulfils the conditions specified in the Act and SEBI Listing Regulations for appointment as

an Independent Director and is independent of the management of the Company.

In a Career span of more than 35 years, Smt. Rashmi Prasad has served under various designations in State Bank of India. She brings with her multidisciplinary experience in the fields like Credit, Risk Management, Marketing, Compliances related to the SEBI regulations etc. She also headed the London office of State Bank of India. Her area of expertise includes crises Management, Training and Policy making. She is an associate member of Certified Associate of Indian Institute of Bankers (CAIIB) which is a professional body and certified Behavioral Science trainer.

The Board, based on the recommendation of Nomination and Remuneration Committee, considers that given his skills, integrity, expertise and experience, the association of Smt. Rashmi Prasad (DIN: 10329445 ) would be beneficial to the Company and it is desirable to avail his services as an Independent Director..

She shall be paid remuneration by way of sitting fee for attending meetings of the Board or for any other purpose as may be decided by the Board, reimbursement of expenses for participating in the Board meetings and profit related commission within the limits stipulated under Section 197 read with schedule V of the Act.

Copy of draft letter of appointment of Smt. Rashmi Prasad setting out the terms and conditions of appointment is available for inspection to the members by sending a request along with their DP/Client ID or Folio No. from their registered e-mail address to the Company at [email protected].

Save and except Smt. Rashmi Prasad and her relatives, none of the other Directors or Key Managerial Personnel of the Company or their respective relatives, is concerned or interested in the Resolution set out in the Notice. Smt Rashmi Prasad is not related to any other Director or Key Managerial Personnel of the Company.

Further details and current directorships as required under SEBI Listing Regulations and Secretarial Standard-2 for General Meetings are provided hereto in this as Annexure 1.

The Board recommends the Special Resolution set out at Item No. 1 of the Notice for approval of the shareholders.

By Order of the Board of Directors, For Solar Industries India Limited

Sd/-

Date: November 2, 2023 Place: Nagpur

(Khushboo Pasari)

Company Secretary & Compliance Officer Membership No.- F7347

Registered office: “Solar” House, 14, Kachimet, Amravati Road, Nagpur – 440023 (MH). CIN: L74999MH1995PLC085878 Email id: [email protected] Website: www.solargroup.com Telephone No. 0712- 6634567

Notice of Postal Ballot

Annexure 1

Details of Directors seeking Appointment.

[Pursuant to Regulation 36(3) of SEBI (Listing Obligations and Disclosure Requirements) Regulations 2015 and Secretarial Standard – 2 on General Meetings]

Sr. No. 1.	Particulars Name of the Director	Details/ Information Smt Rashmi Prasad(DIN:-10329445)
2.	Date of Birth	October 21,1959
3.	Date of first Appointment	September 21,2023
4.	Nationality	Indian
5.	Terms and conditions of appointment	Appointed as an Additional Director (Non-executive Independent Director) from September 21, 2023 for the first term of 2 years subject to the approval of the shareholders of the company by means of Special Resolution on or before December 20,2023.
6.	Qualifications	• B.A. (Hons,) Economics • M.A. Economics
7.	Nature of expertise in specific functional areas	In a Career span of more than 35 years, Smt. Rashmi Prasad has served under various designations in State Bank of India. She brings with her multidisciplinary experience in the fields like Credit, Risk Management, Marketing, Compliances related to the SEBI regulations etc. She also headed the London office of State Bank of India. Her area of expertise includes crises Management, Training and Policy making. She is an associate member of Certified Associate of Indian Institute of Bankers (CAIIB) which is a professional body and certified Behavioral Science trainer.
8.	Name(s) of the listed entities from which the person has resigned from Directorshipin thepast threeyears	NIL
9.	Name of other listed entities in which he also holds the Directorship as on date of this Postal Ballot Notice	NIL
10.	Name of Committee(s) of other listed entity(s) in which she is Chairman/Member	NIL
11.	No. of Shares held in the Company	NIL
12.	Relationships between Directors and Key Managerial Personnel inter-se	Smt. Rashmi Prasad is not related to any Director of the Company.
13.	Details of Remuneration sought to be paid	She shall be paid remuneration by way of fee for attending meetings of the Board or Committees there of or for any other purpose as may be decided by the Board, reimbursement of expenses for participating in the Board and other meetings.
14.	Number of meetings of the Board attended duringFY 2023-24	The Director has attended one Board Meeting dated November 2, 2023.

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Solar Industries India Limited Proxy Solicitation & Information Statement 2023

61082_rns_2023-11-10_132c461a-3449-4cd9-a61a-58fee00be992.pdf

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Sub: Submission of the Postal Ballot Notice

For Solar Industries India Limited

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