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Starlog Enterprises Limited — Proxy Solicitation & Information Statement 2026
Mar 23, 2026
61731_rns_2026-03-23_48a0c902-0cd6-4a40-a0b8-da9156e71d03.pdf
Proxy Solicitation & Information Statement
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March 23, 2026
To,
The Listing Department BSE Limited
Phiroze Jeejeebhoy Towers, 2nd Floor, Dalal Street, Fort, Mumbai - 400 001 Scrip Code: 520155
Subject: Intimation under Regulation 30 of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015, as amended (the “Listing Regulations”) - Postal Ballot Notice of Starlog Enterprises Limited (“the Company”)
Dear Sir/Ma’am,
With reference to the captioned subject and pursuant to Regulation 30 of the Listing Regulations and other applicable provisions of Listing Regulations, please find enclosed herewith the copy of Postal Ballot Notice dated March 20, 2026 along with Explanatory Statement thereof (“Notice”), being sent to the members of the Company to seek approval by way of remote electronic voting (“e-voting”) in respect of the special business as set out in the Notice.
In accordance with the applicable laws and circulars issued by Ministry of Corporate Affairs and Securities and Exchange Board of India, the aforesaid Notice is being sent only by email to all the members of the Company who have registered their email addresses with the Depository(ies)/Registrar and Share Transfer Agent (“RTA”) or respective Depository Participants and whose names are recorded in the Register of Members / Beneficial Owners as on the Cut-off date i.e. Friday, March 13, 2026.
The Company has availed the services of National Securities Depository Limited (‘NSDL’), for providing e-voting facility to the members. The e-voting period commences on Tuesday, March 24, 2026 at 9:00 a.m. (IST) and ends on Wednesday, April 22, 2026 at 5:00 p.m. (IST).
The Notice is also available on the website of the Company at www.starlog.in.
Please take the above information on record.
Thanking you,
Yours faithfully
For Starlog Enterprises Limited
EDWINA DSOUZA Digitally signed by EDWINA DSOUZA Date: 2026.03.23 18:18:02 +05'30'
Edwina Dsouza Whole-time Director DIN: 09532802
Place: Mumbai
Encl: As above
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POSTAL BALLOT NOTICE
Pursuant to Section 110 of the Companies Act, 2013 (“Act”) read with the Companies (Management and Administration) Rules, 2014 (“Rules”) each as amended, and the applicable Circulars issued by the Ministry of Corporate Affairs (“MCA”), Government of India, from time to time
| VOTING STARTS ON | VOTING ENDS ON |
|---|---|
| Tuesday, March 24, 2026 at 9:00 a.m. (IST) | Wednesday, April 22, 2026 at 5:00 p.m. (IST) |
Dear Members,
NOTICE is hereby given pursuant to Section 110 read with Section 108 and other applicable provisions, if any, of the Act (including any statutory modification(s) or re-enactment(s) thereof for the time being in force), read with Rules 20 and 22 of the Rules, Regulation 44 of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 (the “Listing Regulations”), Secretarial Standard on General Meetings issued by The Institute of Company Secretaries of India (“SS-2”), each as amended, and in accordance with the requirements prescribed by the MCA for holding general meetings/ conducting postal ballot process through e-voting vide General Circular No. 03/2025 dated September 22, 2025 to transact the Special Business as set out hereunder by passing Special Resolutions by way of postal ballot only, by voting through electronic means (“remote e-voting”).
Pursuant to Sections 102, 110 and other applicable provisions of the Act, the statement pertaining to the said Resolutions setting out the material facts and the reasons/ rationale thereof is annexed to this Postal Ballot Notice (“Notice”) for your consideration and forms part of this Notice.
In compliance with the aforesaid MCA Circulars, this Notice is being sent only through electronic mode to those Members whose email addresses are registered with Starlog Enterprises Limited (‘the Company’)/ Bigshare Services Private Limited, the Company’s Registrar to an Issue and Share Transfer Agent (‘RTA’) / National Securities Depository Limited (‘NSDL’) and/or Central Depository Services (India) Limited (‘CDSL’), (NSDL and CDSL collectively ‘Depositories’). Accordingly, a physical copy of the Notice along with Postal Ballot Form and pre-paid business reply envelope is not being sent to the Members for this Postal Ballot. The communication of the assent or dissent of the Members would take place only through the remote e-voting.
In compliance with Regulation 44 of the Listing Regulations and pursuant to the provisions of Sections 108 and 110 of the Act read with the Rules, MCA Circulars and SS-2, the Company has engaged the services of NSDL for the purpose of providing remote e-voting facility to its Members to enable them to cast their votes electronically. The instructions and detailed procedure for remote e-voting are appended to this Notice. The Notice is also available on the website of the Company at www.starlog.in
Members desiring to exercise their vote through the remote e-voting process are requested to carefully read the instructions indicated in the ‘Notes’ section of 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 Wednesday, April 22, 2026. The remote e-voting facility will be disabled by NSDL immediately thereafter.
SPECIAL BUSINESS
1. Appointment of Ms. Megha Sekharan (DIN: 07133577) as an Independent Director of the Company:
To consider and if thought fit, to pass the following resolution as a Special Resolution:
“RESOLVED THAT pursuant to the provisions of Sections 149, 150, 152, 161 read with Schedule IV and other applicable provisions of the Companies Act, 2013 (“Act”) read with the Companies (Appointment and
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Qualifications of Directors) Rules, 2014 (“Rules”) and applicable provisions of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 (the “Listing Regulations”) (including any statutory modification(s) or re-enactment thereof for the time being in force) and the Articles of Association of the Company as amended from time to time, and based on the recommendations of the Nomination and Remuneration Committee and the Board of Directors of the Company (hereinafter referred to as ‘the Board’ which term shall be deemed to include any Committee which the Board may have constituted or hereinafter constitute to exercise its powers including the powers conferred by this Resolution), Ms. Megha Sekharan (DIN: 07133577), who has submitted a declaration to that effect that she meets the criteria of Independence as provided in Section 149(6) of the Act and the Rules made thereunder and Regulation 16(1)(b) of the Listing Regulations and who was appointed as an Additional Director in the capacity of a Non-Executive Independent Director with effect from January 23, 2026 and in respect of whom the Company has received a notice in writing from a member under Section 160(1) of the Act, be and is hereby appointed as an Independent Director of the Company, not liable to retire by rotation, to hold office for a period of 5 (five) consecutive years with effect from January 23, 2026 up to January 22, 2031 (both the days inclusive);
RESOLVED FURTHER THAT pursuant to the provisions of Sections 149, 197 and any other applicable provisions of the Act, Rules and the Listing Regulations, Ms. Megha Sekharan (DIN: 07133577), shall be entitled to receive the sitting fees of such amount for attending the meetings of the Board or any committee thereof as may be decided by the Board from time to time and subject to such limits prescribed or as may be prescribed from time to time;
RESOLVED FURTHER THAT the Board be and is hereby authorised on behalf of the Company to do all such acts, deeds, matters and things as it may, in its absolute discretion, deem necessary or expedient in the interest of the Company and with power on behalf of the Company to settle any questions, difficulties or doubts that may arise in this regard without requiring the Board to secure any further consent or approval of the Members of the Company.”
2. Appointment of Mr. Pratik Kabra (DIN: 10709044) as an Independent Director of the Company:
To consider and if thought fit, to pass the following resolution as a Special Resolution:
“RESOLVED THAT pursuant to the provisions of Sections 149, 150, 152, 161 read with Schedule IV and other applicable provisions of the Companies Act, 2013 (“Act”) read with the Companies (Appointment and Qualifications of Directors) Rules, 2014 (“Rules”) and applicable provisions of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 (the “Listing Regulations”) (including any statutory modification(s) or re-enactment thereof for the time being in force) and the Articles of Association of the Company as amended from time to time, and based on the recommendations of the Nomination and Remuneration Committee and the Board of Directors of the Company (hereinafter referred to as ‘the Board’ which term shall be deemed to include any Committee which the Board may have constituted or hereinafter constitute to exercise its powers including the powers conferred by this Resolution), Mr. Pratik Kabra (DIN: 10709044), who has submitted a declaration to that effect that he meets the criteria of Independence as provided in Section 149(6) of the Act and the Rules made thereunder and Regulation 16(1)(b) of the Listing Regulations and who was appointed as an Additional Director in the capacity of a Non-Executive Independent Director with effect from January 23, 2026 and in respect of whom the Company has received a notice in writing from a member under Section 160(1) of the Act, be and is hereby appointed as an Independent Director of the Company, not liable to retire by rotation, to hold office for a period of 5 (five) consecutive years with effect from January 23, 2026 up to January 22, 2031 (both the days inclusive);
RESOLVED FURTHER THAT pursuant to the provisions of Sections 149, 197 and any other applicable provisions of the Act, Rules and the Listing Regulations, Mr. Pratik Kabra (DIN: 10709044), shall be entitled to receive the sitting fees of such amount for attending the meetings of the Board or any committee thereof
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as may be decided by the Board from time to time and subject to such limits prescribed or as may be prescribed from time to time;
RESOLVED FURTHER THAT the Board be and is hereby authorised on behalf of the Company to do all such acts, deeds, matters and things as it may, in its absolute discretion, deem necessary or expedient in the interest of the Company and with power on behalf of the Company to settle any questions, difficulties or doubts that may arise in this regard without requiring the Board to secure any further consent or approval of the Members of the Company.”
By Order of the Board of Directors Starlog Enterprises Limited
Date: March 20, 2026 Place: Mumbai
Raj Manek Whole-time Director and Chief Financial Officer DIN: 10997941
Registered Office:
501, Sukh Sagar, N.S. Patkar Marg, Mumbai, Maharashtra, 400007 CIN: L63010MH1983PLC031578 Website: www.starlog.in Email: [email protected] Tel: +91 22 69071234
Notes:
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The relevant Explanatory Statement pursuant to Section 102 read with Section 110 of the Act and Rules 20 and 22 of the Rules, each as amended, setting out the material facts relating to the aforesaid Resolutions and the reasons thereof, is annexed hereto and forms part of this Notice.
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In compliance with the MCA Circular, the Company is sending this Notice only in electronic form to those Members whose names appear in the Register of Members/List of Beneficial Owners as received from the Depositories/RTA as on Friday, March 13, 2026 (‘cut-off date’) and whose email addresses are registered with the Company/ RTA/ Depositories or who will register their email address in accordance with the process outlined in this Notice. The voting rights of the Members shall be in proportion to their share of the paid-up equity share capital of the Company as on the cut-off date.
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Only those Members whose names are appearing in the Register of Members / List of Beneficial Owners as on the cut-off date shall be eligible to cast their votes through postal ballot by remote e-voting. A person who is not a Member on the cut-off date should treat this Notice for information purposes only. It is however clarified that, all Members of the Company as on the cut-off date (including those Members who may not have received this Notice due to non-registration of their email addresses with the Company/RTA/Depositories) shall be entitled to vote in relation to the aforementioned Resolutions in accordance with the process specified in this Notice.
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The Company is providing remote e-voting facility to its Members, to enable them to cast their votes electronically. The detailed procedure with respect to remote e-voting is mentioned in this Notice.
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The remote e-voting shall commence on Tuesday, March 24, 2026 at 9:00 a.m. (IST) and shall end on Wednesday, April 22, 2026 at 5:00 p.m. (IST). During this period, Members of the Company holding shares in physical or electronic form as on the cut-off date may cast their vote electronically. The remote e-voting module shall be disabled by NSDL for voting thereafter.
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All documents referred to in this Notice and Explanatory Statement will be available for inspection by the Shareholders electronically on all working days except National or declared holidays from the date of dispatch of Notice up to the last date of e-voting i.e., Wednesday, April 22, 2026 at 5:00 p.m. (IST). Members seeking to inspect such documents can send an email to [email protected].
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A copy of this Notice is also available on the website of the Company at www.starlog.in, the website of BSE Limited (‘BSE’) at www.bseindia.com, on which the equity shares of the Company are listed and on the website of NSDL at www.evoting.nsdl.com.
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The vote in this Postal Ballot cannot be exercised through proxy.
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Those Members who have already registered their email addresses are requested to keep the same validated with their DPs/Depositories/RTA to enable serving of notices/documents/Annual Reports and other communications electronically to their email address in future.
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Once the vote on the Resolution is cast by the Members, the Members shall not be allowed to change it subsequently.
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Green Initiative: To support the Green Initiative, members who have not registered their e-mail address are requested to register their e-mail address for receiving all communication including Annual Report, Notices, Circulars etc. from the Company electronically. The Company has also issued a Notice in this regard in the Newspapers.
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SEBI has recently mandated furnishing of PAN, KYC details (i.e., postal address with pin code, email address, mobile number, bank account details) and nomination details by holders of securities. As per SEBI mandate, any service requests or complaints received from the Shareholder shall be processed only after furnishing PAN and other KYC Details (i.e. Contact Details, Bank Account Details and Specimen Signature)
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In accordance with the MCA Circulars, the Company has made necessary arrangements for the members to register/ update their e-mail address/Bank Account details/Mobile Number/PAN/Choice of Nomination/specimen signatures. Members holding shares in physical mode and who have not updated their email addresses/Bank Account details/ Mobile Number/PAN/Choice of Nomination/specimen signatures with the Company are requested to update the same by writing to the Company at [email protected] /RTA email id at [email protected] along with the copy of the signed request letter mentioning the Folio Number, name and address of the Member, scan copy of share certificate (front and back), self-attested copy of the PAN card, and self attested copy of any document (eg.: Driving License, Election Identity Card, Passport) in support of the address of the Member along with Form ISR1, ISR-2, ISR-3/SH-13 and SH-14. Members holding shares in dematerialized mode are requested to register / update their email addresses, Bank account details / Mobile Number/ PAN/ choice of Nomination with the relevant Depository Participants. In case of any queries/difficulties in registering the e-mail address, Bank account details / Mobile Number / PAN/choice of Nomination, Members may write to [email protected].
THE INSTRUCTIONS FOR MEMBERS FOR REMOTE E-VOTING
The remote e-voting period begins on Tuesday, March 24, 2026 at 9:00 a.m. (IST) and ends on Wednesday, April 22, 2026 at 05:00 P.M. (IST) . The remote e-voting module shall be disabled by NSDL for voting thereafter. The Members, whose names appear in the Register of Members / Beneficial Owners as on the record date (cut-off date) i.e. Friday, March 13, 2026 may cast their vote electronically. 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, March 13, 2026.
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- 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:
| Type of shareholders |
Login Method | |
|---|---|---|
| Individual Shareholders holding securities in demat mode with NSDL. |
1. 2. 3. 4. |
For OTP based login you can click onhttps://eservices.nsdl.com/SecureWeb/evoting/evotinglogin.jsp. You will have to enter your 8-digit DP ID,8-digit Client Id, PAN No., Verification code and generate OTP. Enter the OTP received on registered email id/mobile number and click on login. 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. 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 at https://eservices.nsdl.com.Select“Register Online for IDeAS Portal”or click athttps://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. |
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- 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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| 5. Shareholders/Members can also download NSDL Mobile App “NSDL Speede” facility by scanning the QR code mentioned below for seamless voting experience. NSDLMobileAppisavailableon , •AppStore GooglePlay ■ [!] •II |
5. Shareholders/Members can also download NSDL Mobile App “NSDL Speede” facility by scanning the QR code mentioned below for seamless voting experience. NSDLMobileAppisavailableon , •AppStore GooglePlay ■ [!] •II |
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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.com and 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 website www.cdslindia.com and 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.
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Helpdesk for Individual Shareholders holding securities in demat mode for any technical issues related to login through Depository i.e. NSDL and CDSL.
| Login type | Helpdesk details | |
|---|---|---|
| Individual Shareholders holding securities in demat mode with NSDL |
Members facing any technical issue in login can contact NSDL helpdesk by sending a request [email protected] or 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 [email protected] contact at toll free no. 1800-21-09911 |
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?
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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.
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Once the home page of e-Voting system is launched, click on the icon “Login” which is available under ‘Shareholder/Member’ section.
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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.
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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.
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Your User ID details are given below :
| Manner of holding shares i.e. Demat (NSDL or CDSL) or Physical |
Your User ID is: |
|---|---|
| a) For Members who hold shares in demat account with NSDL. |
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**. |
| b) For Members who hold shares in demat account with CDSL. |
16 Digit Beneficiary ID For example if your Beneficiary ID is 12** then your user ID is 12** |
| c) For Members holding shares in Physical Form. |
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 |
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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.
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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.
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c) How to retrieve your ‘initial password’?
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(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’.
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(ii) If your email ID is not registered, please follow steps mentioned below in process for those shareholders whose email ids are not registered
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If you are unable to retrieve or have not received the “ Initial password” or have forgotten your password:
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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.
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b) Physical User Reset Password ?” (If you are holding shares in physical mode) option available on www.evoting.nsdl.com.
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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.
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d) Members can also use the OTP (One Time Password) based login for casting the votes on the e-Voting system of NSDL.
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After entering your password, tick on Agree to “Terms and Conditions” by selecting on the check box.
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Now, you will have to click on “Login” button.
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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?
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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.
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Select “EVEN” of company for which you wish to cast your vote during the remote e-Voting period.
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Now you are ready for e-Voting as the Voting page opens.
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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.
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Upon confirmation, the message “Vote cast successfully” will be displayed.
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You can also take the printout of the votes cast by you by clicking on the print option on the confirmation page.
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Once you confirm your vote on the resolution, you will not be allowed to modify your vote.
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
- 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 [email protected] /[email protected].
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- 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] /[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 .
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Alternatively shareholder/members may send a request to [email protected] for procuring user id and password for e-voting by providing above mentioned documents.
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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.
General Guidelines for shareholders
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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 [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.
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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.
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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 Mr. Suketh Shetty at [email protected]
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The Board of Directors has appointed Mr. Pravesh Palod (Membership No. A57964), proprietor of M/s. Pravesh Palod & Associates, Practicing Company Secretary, as the Scrutinizer, to scrutinize the remote e-voting in a fair and transparent manner and he has communicated his willingness to be appointed and will be available for same purpose.
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The Scrutinizer will submit his report to the Chairman, or any other person authorised by him, after scrutiny of the votes cast, on the result of the Postal Ballot through remote e-voting within two working days from the conclusion of the Postal Ballot viz. on or before Friday, April 24, 2026. The Scrutinizer’s decision on the validity of votes cast will be final.
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The results declared, alongwith the Scrutinizer’s Report, shall be placed on the Company’s website www.starlog.in and on the website of NSDL www.evoting.nsdl.com and the same shall be communicated to the Stock Exchanges where the equity shares of the Company are listed. The results shall also be displayed on the Notice Board at the Registered Office of the Company. The Resolutions, if passed by the requisite majority through Postal Ballot, will be deemed to have been passed on the last date specified for remote e-voting i.e. on Wednesday, April 22, 2026.
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EXPLANATORY STATEMENT PURSUANT TO SECTION 102(1) OF THE COMPANIES ACT, 2013:
The following Statement sets out all material facts relating to the Special Business mentioned in the accompanying Notice:
Item No. 1: Appointment of Ms. Megha Sekharan (DIN: 07133577) as an Independent Director of the Company:
The Board of Directors of the Company at their meeting held on January 22, 2026 pursuant to Section 161 of the Companies Act, 2013, as amended, (the “Act”) based on the recommendations of the Nomination and Remuneration Committee and subject to the approval of the members, had approved the appointment of Ms. Megha Sekharan (DIN: 07133577) as an Independent Director on the Board of the Company, not liable to retire by rotation, to hold office for a term of five consecutive years with effect from January 23, 2026 to January 22, 2031 (both the days inclusive), based on her skills, experience and knowledge.
In accordance with the provisions of Section 149 and other applicable provisions of the Act, Ms. Megha Sekharan as an Independent Director of the Company shall hold office for a term of five consecutive years with effect from January 23, 2026 to January 22, 2031 (both the days inclusive).
The Company has received the required statutory consents, certificates, declarations and disclosures from Ms. Megha Sekharan w.r.t. her appointment as an Independent Director on the Board of the Company including the following:
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(i) consent to act as a Director of the Company in Form DIR-2 pursuant to Section 152 of the Act read with the Companies (Appointment and Qualifications of Directors) Rules, 2014;
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(ii) confirmation that she meets the criteria of independence as prescribed under Section 149 read with Schedule IV on the Code for Independent Directors of the Act and the Listing Regulations;
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(iii) confirmation that she is not disqualified/debarred from being appointed as an Independent Director in Form DIR-8 pursuant to Section 164 of the Act read with the Companies (Appointment and Qualifications of Directors) Rules, 2014;
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(iv) confirmation that she is registered with the Independent Director’s databank in terms of Section 150 of the Act read with Rule 6 of the Companies (Appointment and Qualifications of Directors) Rules, 2014; and
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(v) declaration that she has not been debarred from holding the office of Director by virtue of any order passed by the Securities and Exchange Board of India or any such authority.
The Company has also received a notice in writing from a Member under Section 160 of the Act proposing the candidature of Ms. Megha Sekharan for the office of Director of the Company.
Brief profile of Ms. Megha Sekharan is given below:
Ms. Megha Sekharan is a Post-Graduate in Commerce, a Company Secretary, and a Cost Accountant, and a Certified Social Auditor. She has over 25 years of experience in corporate governance, compliance, finance, audit, and regulatory affairs, and has been associated with large corporate groups and listed entities.
In the opinion of the Nomination and Remuneration Committee and the Board, Ms. Megha Sekharan fulfils the conditions and criteria of independence for her appointment as an Independent Director as specified in the Act, the Rules and the Listing Regulations, Ms. Megha Sekharan is Independent of the management and possesses appropriate skills, experience and knowledge.
Considering the educational qualifications, the extensive knowledge and experience, appointment of Ms. Megha Sekharan as a Non- Executive Independent Director is in the interest of the Company.
The draft letter of appointment for Independent Directors is available for inspection through electronic mode, basis the request being sent on [email protected].
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The special resolution seeks the approval of members for the appointment of Ms. Megha Sekharan as an Independent Director of the Company for a term of five consecutive years with effect from January 23, 2026 to January 22, 2031 (both the days inclusive), pursuant to Sections 149, 152 and other applicable provisions of the Act and the Rules made thereunder (including any statutory modification(s) or re-enactment(s) thereof) and he shall not be liable to retire by rotation.
Additional information in respect of Ms. Megha Sekharan, pursuant to Regulation 36(3) of the Listing Regulations and the Secretarial Standards on the General Meetings (SS-2) issued by the Institute of Company Secretaries of India is given at Annexure I to this Notice.
In compliance with the provisions of Section 149 read with Schedule IV to the Act and Regulation 17 of the Listing Regulations, the approval of the members is sought for the appointment of Ms. Megha Sekharan, as an Independent Director of the Company, as a special resolution as set out at Item No.1 of the Notice.
The Board recommends the special resolution as set out in Item no. 1 of this notice for the approval of members. No director, key managerial personnel of the Company or their relatives, except to the extent to their shareholding (if any) in the Company, except Ms. Megha Sekharan to whom the resolution relates, is interested in or concerned, financially or otherwise, in passing the proposed resolution as set out in Item no. 1 of the Notice.
Item No. 2: Appointment of Mr. Pratik Kabra (DIN: 10709044) as an Independent Director of the Company:
The Board of Directors of the Company at their meeting held on January 22, 2026 pursuant to Section 161 of the Companies Act, 2013, as amended, (the “Act”) based on the recommendations of the Nomination and Remuneration Committee and subject to the approval of the members, had approved the appointment of Mr. Pratik Kabra (DIN: 10709044) as an Independent Director on the Board of the Company, not liable to retire by rotation, to hold office for a term of five consecutive years with effect from January 23, 2026 to January 22, 2031 (both the days inclusive), based on his skills, experience and knowledge.
In accordance with the provisions of Section 149 and other applicable provisions of the Act, Mr. Pratik Kabra as an Independent Director of the Company shall hold office for a term of five consecutive years with effect from January 23, 2026 to January 22, 2031 (both the days inclusive).
The Company has received the required statutory consents, certificates, declarations and disclosures from Mr. Pratik Kabra w.r.t. his appointment as an Independent Director on the Board of the Company including the following:
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(i) consent to act as a Director of the Company in Form DIR-2 pursuant to Section 152 of the Act read with the Companies (Appointment and Qualifications of Directors) Rules, 2014;
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(ii) confirmation that he meets the criteria of independence as prescribed under Section 149 read with Schedule IV on the Code for Independent Directors of the Act and the Listing Regulations;
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(iii) confirmation that he is not disqualified/debarred from being appointed as an Independent Director in Form DIR-8 pursuant to Section 164 of the Act read with the Companies (Appointment and Qualifications of Directors) Rules, 2014;
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(iv) confirmation that he is registered with the Independent Director’s databank in terms of Section 150 of the Act read with Rule 6 of the Companies (Appointment and Qualifications of Directors) Rules, 2014; and
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(v) declaration that he has not been debarred from holding the office of Director by virtue of any order passed by the Securities and Exchange Board of India or any such authority.
The Company has also received a notice in writing from a Member under Section 160 of the Act proposing the candidature of Mr. Pratik Kabra for the office of Director of the Company.
Brief profile of Mr. Pratik Kabra is given below:
Mr. Pratik Kabra is an associate member of the Institute of Chartered Accountants of India and has over five years of experience in finance and taxation.
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In the opinion of the Nomination and Remuneration Committee and the Board, Mr. Pratik Kabra fulfils the conditions and criteria of independence for his appointment as an Independent Director as specified in the Act, the Rules and the Listing Regulations, Mr. Pratik Kabra is Independent of the management and possesses appropriate skills, experience and knowledge.
Considering the educational qualifications, the extensive knowledge and experience, appointment of Mr. Pratik Kabra as a Non- Executive Independent Director is in the interest of the Company.
The draft letter of appointment for Independent Directors is available for inspection through electronic mode, basis the request being sent on [email protected].
The special resolution seeks the approval of members for the appointment of Mr. Pratik Kabra as an Independent Director of the Company for a term of five consecutive years with effect from January 23, 2026 to January 22, 2031 (both the days inclusive), pursuant to Sections 149, 152 and other applicable provisions of the Act and the Rules made thereunder (including any statutory modification(s) or re-enactment(s) thereof) and he shall not be liable to retire by rotation.
Additional information in respect of Mr. Pratik Kabra, pursuant to Regulation 36(3) of the Listing Regulations and the Secretarial Standards on the General Meetings (SS-2) issued by the Institute of Company Secretaries of India is given at Annexure I to this Notice.
In compliance with the provisions of Section 149 read with Schedule IV to the Act and Regulation 17 of the Listing Regulations, the approval of the members is sought for the appointment of Mr. Pratik Kabra, as an Independent Director of the Company, as a special resolution as set out at Item No. 2 of the Notice.
The Board recommends the special resolution as set out in Item no. 2 of this notice for the approval of members. No director, key managerial personnel of the Company or their relatives, except to the extent to their shareholding (if any) in the Company, except Mr. Pratik Kabra to whom the resolution relates, is interested in or concerned, financially or otherwise, in passing the proposed resolution as set out in Item no. 2 of the Notice.
By Order of the Board of Directors Starlog Enterprises Limited
Date: March 20, 2026 Place: Mumbai Raj Manek Whole-time Director and Chief Financial Officer DIN: 10997941
Registered Office:
501, Sukh Sagar, N.S. Patkar Marg, Mumbai, Maharashtra, 400007 CIN: L63010MH1983PLC031578 Website: www.starlog.in Email: [email protected] Tel: +91 22 69071234
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Annexure – I
Additional information on Directors recommended for appointment in pursuance of Regulation 36 of the Securities and Exchange Board of India (Listing Obligations and Disclosure requirements) Regulations, 2015 and the Secretarial Standards-2 issued by the Institute of Company Secretaries of India:
| Particulars | Item No. 1 | Item No. 2 |
|---|---|---|
| Name of the Director | Ms. Megha Sekharan | Mr. Pratik Kabra |
| DIN | 07133577 | 10709044 |
| Date of Birth(Age) | 16/09/1976(49years) | 14/02/1997(29years) |
| Nationality | Indian | Indian |
| Date of First Appointment | January23,2026 | January23,2026 |
| Designation | Non-Executive Independent Director | Non-Executive Independent Director |
| Brief Profile | Refer Point No. 1 of the Explanatory Statement of the notice |
Refer Point No. 2 of the Explanatory Statement of the notice |
| Information as required pursuant to BSE Circular with ref. no. LIST/COMP/14/2018- 19 and National Stock Exchange of India with ref no. NSE/CML/2018/24, dated 20th June, 2018 |
Ms. Megha Sekharan is not debarred from holding the office of a director by virtue of any SEBI order or any other such authority. |
Mr. Pratik Kabra is not debarred from holding the office of a director by virtue of any SEBI order or any other such authority. |
| Qualification | Ms. Megha Sekharan is a Post Graduate in Commerce, a Company Secretary, and a Cost Accountant, and a Certified Social Auditor. |
Mr. Pratik Kabra is an associate member of the Institute of Chartered Accountants of India. |
| Experience (including expertise in specific functional area) / Brief Resume |
She has over 25 years of experience in corporate governance, compliance, finance, audit, and regulatory affairs, and has been associated with large corporate groups and listed entities. |
He has over five years of experience in finance and taxation |
| Skills and capabilities required for the role and the manner in which meets such requirements |
Refer to the Item no. 1 of the explanatory statement. |
Refer to the Item no. 2 of the explanatory statement. |
| Terms & Conditions of Appointment/Re- appointment |
Non-Executive Independent Director, not liable to retire by rotation. The term of appointment shall be of five (5) consecutive years with effect from January 23, 2026 to January 22, 2031 |
Non-Executive Independent Director, not liable to retire by rotation. The term of appointment shall be of five (5) consecutive years with effect from January 23, 2026 to January 22, 2031. |
| Relationship with other Directors, Managers and Key Managerial Personnel of the Company |
She is not related inter-se to any of the Directors and Key Managerial Personnel of the Company. |
He is not related inter-se to any of the Directors and Key Managerial Personnel of the Company. |
| Number of Meetings of the Board attended during the Financial Year 2024-25 |
Not Applicable | Not Applicable |
| Shareholding (direct/indirect) in the Company |
Nil | Nil |
| Remuneration proposed to be paid | Sitting fees for attending the Board/ Committee meetings as may be decided by the Board from time to time. |
Sitting fees for attending the Board/ Committee meetings as may be decided by the Board from time to time. |
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Remuneration last drawn It is proposed to appoint Ms. Megha It is proposed to appoint Mr. Pratik Kabra Sekharan as a Director for her first as a Director for his first term on the Board term on the Board and hence, these and hence, these details are not applicable. details are not applicable.
| Remuneration last drawn | It is proposed to appoint Ms. Megha Sekharan as a Director for her first term on the Board and hence, these details are not applicable. |
It is proposed to appoint Mr. Pratik Kabra as a Director for his first term on the Board and hence, these details are not applicable. |
|---|---|---|
| Directorships held in other Companies including listed companies |
•Kandla Container Terminal Private Limited •Logimorph Tech Private Limited •Starlift Services Private Limited •Starport Logistics Limited |
•Skill Tree Consulting Limited •Vivid Electromech Limited •Adisoft Technologies Limited |
| List of Chairmanship or membership of various Committees in others Companies (includes only Audit Committee and Stakeholders Relationship Committee) |
•Kandla Container Terminal Private Limited: Audit Committee – Chairperson |
•Skill Tree Consulting Limited: Audit Committee – Chairperson Stakeholder Relationship Committee - Chairperson •Vivid Electromech Limited: Audit Committee – Chairperson •Adisoft Technologies Limited: Audit Committee – Chairperson Stakeholder Relationship Committee -Chairperson |
| Listed entities from which the Director has resigned in the last threeyears |
Nil | Nil |
| Number of Board meetings attended during the year |
Not Applicable | Not Applicable |
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