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STL Global Ltd AGM Information 2024

Sep 5, 2024

63402_rns_2024-09-05_7e857f96-8c27-44a0-bb56-8a40fdf5b2f5.pdf

AGM Information

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STL GLOBAL LIMITED

CIN: L51909DL1997PLC088667 Corp. Office: Plot No. 207-208, Sector-58, Faridabad-121004, HR Tel: 0129-4275900-30, Website: www.stl-global.com, E-mail: [email protected]

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Date: 05-09-2024

From: STL Global Limited

Scrip Code: SGL

To

The Listing Compliance Department, National Stock Exchange of India Limited,

Exchange Plaza, C-1, Block-G, Bandra Kurla Complex, Bandra (East), Mumbai – 400 051, MH

Sub: Notice of 27[th] Annual General Meeting (AGM) of the Company

Dear Sir/Madam,

In consonance with the provisions of Regulation 30(2) of SEBI (Listing Obligations & Disclosure Requirements) Regulations, 2015 as amended from time to time, kindly find enclosed herewith the “Notice of 27[th] Annual General Meeting” of the STL Global Limited scheduled to be held on Monday the 30[th] day of September 2024 at 11:00 A.M. through Video Conference (VC) / Other Audio Visual Means (OAVM).

This is for the intimation of the Exchange. Kindly take the above information in your record and acknowledge receipt of the same.

Thanking you,

Yours truly,

For STL Global Limited

Manil Digitally signed by Manil Kumar Kumar Nagar Date: 2024.09.05 Nagar 12:06:34 +05'30'

Manil Kr. Nagar Company Secretary

Encl: As Above

Regd. Office: Unit No.111, Block No. 1, First Floor, Tribhuwan Complex, Ishwar Nagar, New Delhi-110065

STL GLOBAL LIMITED

CIN: L51909DL1997PLC088667

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Regd. Office: Unit No. 111, Block No. – 1, First Floor, Tribhuwan Complex, Ishwar Nagar, New Delhi – 110065, Tel.: 011-26935829, website: www.stl-global.com E-MAIL: [email protected]

NOTICE OF TWENTY SEVENTH (27[TH] ) ANNUAL GENERAL MEETING

NOTICE is hereby given that the Twenty Seventh (27[th] ) Annual General Meeting of the Members of STL Global Limited will be held on Monday the 30[th] day of September 2024 at 11:00 A.M. through Video Conference (VC) / Other Audio-Visual Means (OAVM) to transact the following business:

ORDINARY BUSINESS

1. To receive, consider, approve, and adopt the Audited Financial Statements including the Balance Sheet and Profit & Loss account as on 31[st] March, 2024 and the reports of the Directors and the Auditors and if thought fit to pass with or without modifications, the following as Ordinary Resolution :

“RESOLVED THAT the Audited Financial Statements including the Balance Sheet and Profit & Loss account as on 31[st] March, 2024 and the reports of the Directors and the Auditors thereon be and are hereby received, approved and adopted.”

2. To appoint a director in place of Mr. Sanjiv Kumar Agarwal (DIN: 00227251), who retires by rotation and being eligible offers himself for re-appointment and if thought fit to pass with or without modifications, the following as Ordinary Resolution:

“RESOLVED THAT Mr. Sanjiv Kumar Agarwal (DIN: 00227251), whose period of office is liable to be determination by retirement of Directors by rotation and who has offered himself for re-appointment be and is hereby re-appointed as Director of the Company.”

SPECIAL BUSINESS

3. Regularization of Appointment of Mr. Armaan Aggarwal (DIN: 10213418) as an Executive Director of the Company

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

“RESOLVED THAT pursuant to recommendation of the Nomination and Remuneration Committee and approval of the Board of Directors and pursuant to the provisions of Section 152, 161 and any other applicable provisions of the Companies Act 2013 and the rules made there under (including any statutory modification(s) or re-enactment thereof for the time being in force) read with Schedule IV to the Companies Act, 2013 including applicable regulations under SEBI (Listing Obligations & Disclosure Requirements) Regulations, 2015 as amended from time to time and subject to such other provisions as may be applicable to the Company for the time being in force, Mr. Armaan Aggarwal (DIN: 10213418), who was appointed as an Additional Executive Director of the Company by the Board of Directors w.e.f. August 13, 2024 and who hold office up to the date of this Annual General Meeting and in respect of

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whom the Company has received a notice in writing under Section 160 of the Companies Act, 2013 as amended from time to time for the office of Executive Director of the Company, has been received, whose term shall be subject to retirement by rotation, be and is hereby appointed as an Executive Director of the Company to hold office for Five (5) consecutive years upto August 12, 2029 on the Board of the Company.”

4. Re-Appointment of Mr. Vinod Kumar Aggarwal (DIN: 00170712) as a Managing 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 the provisions of Sections 196, 197, 198 and 203 read with Schedule V and such other applicable provisions, if any of the Companies Act, 2013 and subject to the approval of Central Government, if any, consent of the company be and is hereby accorded to the re-appointment of Mr. Vinod Kumar Aggarwal (DIN: 00170712) as Managing Director of the Company for a period of 5 years, with effect from 29[th] September 2025 on the remuneration and terms and conditions as set out in the accompanying explanatory statement attached hereto with liberty to the Board of Directors (herein after referred to as ‘the Board’, which term shall be deemed to include any Committee which the Board may constitute to exercise its powers including the powers conferred by this resolution) to alter/vary any such terms and conditions so as not to exceed the limits specified in Schedule V read with section 196, 197, 198 and 203 and other applicable provisions, if any, of the Companies Act, 2013 including any statutory modifications or re-enactments thereof.

RESOLVED FURTHER THAT the Board of Directors be and is hereby authorized to vary the remuneration, payable to Mr. Vinod Kumar Aggarwal for such remaining period of his tenure, including salary, perquisites, allowances etc., within such prescribed limits or ceilings under Companies Act 2013 without any further reference to or approval by the Company in General Meeting.

RESOLVED FURTHER THAT the remuneration proposed to be paid to Mr. Vinod Kumar Aggarwal be paid with in a limit as prescribed in the case of absence and inadequacy of profits.

RESOLVED FURTHER THAT the Board be and is hereby authorized to undertake all such acts, deeds, matters and things to finalize and execute all such deeds, documents and writings as may be deemed necessary, proper, desirable, and expedient in its absolute discretion, to enable this resolution, and to settle any question, difficulty or doubt that may arise in this regard.”

By Order of the Board For STL GLOBAL LIMITED

Sd/Sd/- Vinod Kumar Aggarwal Sanjiv Kumar Agarwal (DIN: 00170712) (DIN: 00227251) (Chairman & Managing Director) (Whole Time Director)

Date: 13[th] August, 2024 Place: Faridabad

NOTES:

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  1. 27[th] Annual General Meeting (AGM) is being held through Video Conferencing (VC) / Other Audio Visual Means (OAVM) in accordance with the procedure prescribed in General Circular No. 09/2023 dated 25.09.2023 issued by the Ministry of Corporate Affairs and Circular SEBI/HO/CFD/CFD-PoD-2/P/CIR/2023/167 dated October 07, 2023 issued by the Securities and Exchange Board of India (SEBI) (the e-AGM circulars). The members can attend the AGM through VC by following instructions given in note number 7 and 8 of the Notice. For the purpose of recording the proceedings, the AGM will be deemed to be held at the Registered Office of the Company. In compliance with the provisions of the Companies Act, 2013 (“Act, 2013”), SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 (“SEBI Listing Regulations”) as amended from time to time and aforesaid MCA and SEBI Circulars, the AGM of the Company will be conducted through VC/OAVM.

  2. Since the Annual General Meeting (AGM) is being held pursuant to the e-AGM circulars through VC, physical attendance of Members has been dispensed with. Accordingly, the facility for appointment of proxies by the Members will not be available for the AGM and hence Proxy Form, Attendance Slip and route map of the AGM venue are not annexed to this Notice. However, a member may appoint a representative as per applicable provisions of the Companies Act, 2013 to attend and/or vote.

  3. Copies of the Balance Sheet, the Statement of Profit and Loss, the Directors’ Report, the Auditor’s Report and every other document required by law to be annexed or attached to the Balance Sheet for the financial year ended March 31, 2024 are annexed/attached.

  4. The Explanatory Statement, pursuant to section 102 of the Companies Act, 2013 with regard to the above stated resolutions mentioned is enclosed.

  5. Printed copy of the Annual Report (including the Notice) is not being sent to the members as mentioned in the above MCA and SEBI Circulars.

  6. Members are requested to notify the change of address, if any, immediately to the Company/Registrar quoting their folio numbers in respect of shares held in physical mode.

7. Voting Through Electronic Means:

Remote e-Voting Instructions for shareholders:

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

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

Individual Shareholders holding securities in demat mode with NSDL:

METHOD 1 - If registered with NSDL IDeAS facility

Users who have registered for NSDL IDeAS facility:

  • a) Visit URL: https://eservices.nsdl.com and click on “Beneficial Owner” icon under “Login”.

  • b) Enter user id and password. Post successful authentication, click on “Access to e-voting”.

  • c) Click on “LINKINTIME” or “evoting link displayed alongside Company’s Name” and you will be redirected to Link Intime InstaVote website for casting the vote during the remote e- voting period.

OR

User who have not registered for NSDL IDeAS facility:

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  • a) To register, visit URL: https://eservices.nsdl.com and select “Register Online for IDeAS Portal” or click on https://eservices.nsdl.com/SecureWeb/IdeasDirectReg.jsp “

  • b) Proceed with updating the required fields.

  • c) Post registration, user will be provided with Login ID and password.

  • d) After successful login, click on “Access to e-voting”.

  • e) Click on “LINKINTIME” or “evoting link displayed alongside Company’s Name” and you will be redirected to Link Intime InstaVote website for casting the vote during the remote e- voting period.

METHOD 2 - By directly visiting the e-voting website of NSDL:

  • a) Visit URL: https://www.evoting.nsdl.com/

  • b) Click on the “Login” tab available under ‘Shareholder/Member’ section.

  • c) Enter User ID (i.e., your sixteen-digit demat account number held with NSDL), Password/OTP and a Verification Code as shown on the screen.

  • d) Post successful authentication, you will be re-directed to NSDL depository website wherein you can see “Access to e-voting”.

  • e) Click on “LINKINTIME” or “evoting link displayed alongside Company’s Name” and you will be redirected to Link Intime InstaVote website for casting the vote during the remote e- voting period.

Individual Shareholders holding securities in demat mode with CDSL:

METHOD 1 – If registered with CDSL Easi/Easiest facility Users who have registered for CDSL Easi/Easiest facility.

  • a) Visit URL: https://web.cdslindia.com/myeasitoken/home/login or www.cdslindia.com.

  • b) Click on New System Myeasi

  • c) Login with user id and password

  • d) After successful login, user will be able to see e-voting menu. The menu will have links of e- voting service providers i.e., LINKINTIME, for voting during the remote e-voting period.

  • e) Click on “LINKINTIME” or “evoting link displayed alongside Company’s Name” and you will be redirected to Link Intime InstaVote website for casting the vote during the remote e- voting period.

OR

Users who have not registered for CDSL Easi/Easiest facility.

a) To register, visit URL: https://web.cdslindia.com/myeasitoken/Registration/EasiRegistration

  • b) Proceed with updating the required fields.

  • c) Post registration, user will be provided Login ID and password.

  • d) After successful login, user able to see e-voting menu.

  • e) Click on “LINKINTIME” or “evoting link displayed alongside Company’s Name” and you will be redirected to Link Intime InstaVote website for casting the vote during the remote e-voting period.

METHOD 2 - By directly visiting the e-voting website of CDSL.

  • a) Visit URL: https://www.cdslindia.com/

  • b) Go to e-voting tab.

  • c) Enter Demat Account Number (BO ID) and PAN No. and click on “Submit”.

  • d) System will authenticate the user by sending OTP on registered Mobile and Email as recorded in Demat Account

  • e) After successful authentication, click on “LINKINTIME” or “evoting link displayed alongside Company’s Name” and you will be redirected to Link Intime InstaVote website for casting the vote during the remote e-voting period.

Individual Shareholders holding securities in demat mode with Depository Participant:

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Individual shareholders can also login using the login credentials of your demat account through your depository participant registered with NSDL/CDSL for e-voting facility.

  • a) Login to DP website

  • b) After Successful login, members shall navigate through “e-voting” tab under Stocks option.

  • c) Click on e-voting option, members will be redirected to NSDL/CDSL Depository site after successful authentication, wherein you can see e-voting menu.

  • d) After successful authentication, click on “LINKINTIME” or “evoting link displayed alongside Company’s Name” and you will be redirected to Link Intime InstaVote website for casting the vote during the remote e-voting period.

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

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

  1. Visit URL: https://instavote.linkintime.co.in

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

A. User ID:

Shareholders holding shares in physical form shall provide Event No + Folio Number registered with the Company. Shareholders holding shares in NSDL demat account shall provide 8 Character DP ID followed by 8 Digit Client ID; Shareholders holding shares in CDSL demat account shall provide 16 Digit Beneficiary ID. B. PAN: Enter your 10-digit Permanent Account Number (PAN) (Shareholders who have not updated their PAN with the Depository Participant (DP)/ Company shall use the sequence number provided to you, if applicable.

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

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

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

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

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

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

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

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

Cast your vote electronically:

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

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

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

Guidelines for Institutional shareholders (“Corporate Body/ Custodian/Mutual Fund”):

STEP 1 – Registration

  • a) Visit URL: https://instavote.linkintime.co.in

  • b) Click on Sign up under “Corporate Body/ Custodian/Mutual Fund”

  • c) Fill up your entity details and submit the form.

  • d) A declaration form and organization ID is generated and sent to the Primary contact person email ID (which is filled at the time of sign up at Sr. No. 2 above). The said form is to be signed by the Authorised Signatory, Director, Company Secretary of the entity & stamped and sent to [email protected].

  • e) Thereafter, Login credentials (User ID; Organisation ID; Password) will be sent to Primary contact person’s email ID.

  • f) While first login, entity will be directed to change the password and login process is completed.

STEP 2 –Investor Mapping

  • a) Visit URL: https://instavote.linkintime.co.in and login with credentials as received in Step 1 above.

  • b) Click on “Investor Mapping” tab under the Menu Section

  • c) Map the Investor with the following details:

  • a. ‘Investor ID’ -

    • i. Members holding shares in NSDL demat account shall provide 8 Character DP ID followed by 8 Digit Client ID i.e., IN00000012345678

    • ii. Members holding shares in CDSL demat account shall provide 16 Digit Beneficiary ID .

  • b. ‘Investor’s Name - Enter full name of the entity.

  • c. ‘Investor PAN’ - Enter your 10-digit PAN issued by Income Tax Department.

  • d. ‘Power of Attorney’ - Attach Board resolution or Power of Attorney. File Name for the Board resolution/Power of Attorney shall be – DP ID and Client ID. Further, Custodians and Mutual Funds shall also upload specimen signature card.

  • d) Click on Submit button and investor will be mapped now.

  • e) The same can be viewed under the “Report Section”.

STEP 3 – Voting through remote e-voting.

The corporate shareholder can vote by two methods, once remote e-voting is activated:

METHOD 1 - VOTES ENTRY

  • a) Visit URL: https://instavote.linkintime.co.in and login with credentials as received in Step 1 above.

  • b) Click on ‘Votes Entry’ tab under the Menu section.

  • c) Enter Event No. for which you want to cast vote. Event No. will be available on the home page of InstaVote before the start of remote evoting.

  • d) Enter ‘16-digit Demat Account No.’ for which you want to cast vote.

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

  • f) After selecting the desired option i.e., Favour / Against, click on 'Submit'.

  • g) A confirmation box will be displayed. If you wish to confirm your vote, click on 'Yes', else to change your vote, click on 'No' and accordingly modify your vote. (Once you cast your vote on the resolution, you will not be allowed to modify or change it subsequently).

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VOTES UPLOAD:

  • a) Visit URL: https://instavote.linkintime.co.in and login with credentials as received in Step 1 above.

  • b) You will be able to see the notification for e-voting in inbox.

  • c) Select 'View' icon for ' Company’s Name / Event number '. E-voting page will appear.

  • d) Download sample vote file from ‘Download Sample Vote File’ option.

  • e) Cast your vote by selecting your desired option 'Favour / Against' in excel and upload the same under ‘Upload Vote File’ option.

  • f) Click on ‘Submit’. ‘Data uploaded successfully’ message will be displayed. (Once you cast your vote on the resolution, you will not be allowed to modify or change it subsequently).

Helpdesk:

Helpdesk for Individual shareholders holding securities in physical form/ Non-Individual Shareholders holding securities in demat mode:

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

Helpdesk for Individual Shareholders holding securities in demat mode:

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

Login type Helpdesk details
Individual Shareholders
holding
securities
in
demat mode with NSDL
Members facing any technical issue in login can contact NSDL
helpdesk by sending a request [email protected] call at: 022 -
4886 7000 and 022-2499 7000
Individual Shareholders
holding
securities
in
dematmodewithCDSL
Members facing any technical issue in login can contact CDSL
helpdesk by sending a request [email protected]
contact at toll freeno. 18002255 33

Forgot Password:

Individual shareholders holding securities in physical form has forgotten the password:

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

o Click on ‘Login’ under ‘SHARE HOLDER’ tab and further Click ‘forgot password?’ o Enter User ID, select Mode and Enter Image Verification code (CAPTCHA). Click on “SUBMIT”.

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

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

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User ID for Shareholders holding shares in NSDL demat account is 8 Character DP ID followed by 8 Digit Client ID

User ID for Shareholders holding shares in CDSL demat account is 16 Digit Beneficiary ID.

Institutional shareholders (“Corporate Body/ Custodian/Mutual Fund”) has forgotten the password:

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

o Click on ‘Login’ under ‘Corporate Body/ Custodian/Mutual Fund’ tab and further Click ‘forgot password?’

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

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

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

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

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

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

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

InstaVote Support Desk Link Intime India Private Limited

8. Process and manner for attending the Annual General Meeting through InstaMEET:

  1. Open the internet browser and launch the URL: https://instameet.linkintime.co.in & click on “Login”.

  2. Select the “Company” and ‘Event Date’ and register with your following details: -

  3. A. Demat Account No. or Folio No: Enter your 16-digit Demat Account No. or Folio No

  4. Shareholders/ members holding shares in CDSL demat account shall provide 16 Digit Beneficiary ID

  5. Shareholders/ members holding shares in NSDL demat account shall provide 8

  6. Character DP ID followed by 8 Digit Client ID

  7. Shareholders/ members holding shares in physical form shall provide Folio Number

  8. registered with the Company

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B. PAN: Enter your 10-digit Permanent Account Number (PAN) (Members who have not updated their PAN with the Depository Participant (DP)/

Company shall use the sequence number provided to you, if applicable.

  • C. Mobile No.: Enter your mobile number.

  • D. Email ID: Enter your email id, as recorded with your DP/Company.

▶ Click “Go to Meeting” (You are now registered for InstaMeet, and your attendance is marked for the meeting).

Instructions for Shareholders/ Members to Speak during the General Meeting through InstaMeet:

  1. Shareholders who would like to speak during the meeting must register their request with the company.

  2. Shareholders will get confirmation on first cum first basis depending upon the provision made by the client.

  3. Shareholders will receive “speaking serial number” once they mark attendance for the meeting.

  4. Other shareholder may ask questions to the panelist, via active chat-board during the meeting.

  5. Please remember speaking serial number and start your conversation with panelist by switching on video mode and audio of your device.

Shareholders are requested to speak only when moderator of the meeting/ management will announce the name and serial number for speaking.

Instructions for Shareholders/ Members to Vote during the General Meeting through InstaMeet:

Once the electronic voting is activated by the scrutinizer during the meeting, shareholders/ members who have not exercised their vote through the remote e-voting can cast the vote as under:

  1. On the Shareholders VC page, click on the link for e-Voting “Cast your vote”.

  2. Enter your 16-digit Demat Account No. / Folio No. and OTP (received on the registered mobile number/ registered email Id) received during registration for InstaMEET and click on 'Submit'.

  3. After successful login, you will see “Resolution Description” and against the same the option “Favour/ Against” for voting.

  4. Cast your vote by selecting appropriate option i.e. “Favour/Against” as desired. Enter the number of shares (which represents no. of votes) as on the cut-off date under ‘Favour/Against'.

  5. After selecting the appropriate option i.e. Favour/Against as desired and you have decided to vote, click on “Save”. A confirmation box will be displayed. If you wish to confirm your vote, click on “Confirm”, else to change your vote, click on “Back” and accordingly modify your vote.

  6. Once you confirm your vote on the resolution, you will not be allowed to modify or change your vote subsequently.

Note: Shareholders/ Members, who will be present in the General Meeting through InstaMeet facility and have not casted their vote on the Resolutions through remote e-Voting and are otherwise not barred from doing so, shall be eligible to vote through e-Voting facility during the meeting. Shareholders/ Members who have voted through Remote e-Voting prior to the General Meeting will be eligible to attend/ participate in the General Meeting through InstaMeet. However, they will not be eligible to vote again during the meeting.

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Shareholders/ Members are encouraged to join the Meeting through Tablets/ Laptops connected through broadband for better experience.

Shareholders/ Members are required to use Internet with a good speed (preferably 2 MBPS download stream) to avoid any disturbance during the meeting.

Please note that Shareholders/ Members connecting from Mobile Devices or Tablets or through Laptops connecting via Mobile Hotspot may experience Audio/Visual loss due to fluctuation in their network. It is therefore recommended to use stable Wi-FI or LAN connection to mitigate any kind of aforesaid glitches.

In case shareholders/ members have any queries regarding login/ e-voting, they may send an email to [email protected] or contact on: - Tel: 022-49186175.

InstaMeet Support Desk Link Intime India Private Limited

General Instructions:

  • (A) The e-voting period begins on Friday, 27[th] September, 2024 (9:00 A.M.) and ends on Sunday, 29[th] September, 2024 (05:00 P.M.). During this period, shareholders of the Company, holding shares either in physical form or in dematerialized form, as on the cut-off date of 23[rd] September 2024, may cast their vote electronically. The e-voting module shall be disabled by Link Intime India Private Limited for voting thereafter.

  • (B) Since the company is required to provide members the facility to cast their vote by electronic means, the shareholders holding shares either in physical form or in dematerialized form as on the cut-off date of 23[rd] September 2024 and not cast their vote through remote e-voting, may only cast their vote at the Annual General Meeting.

  • (C) Mr. Vijay Mourya, a Practising Company Secretary, Proprietor of M/s Vijay Mourya & Associates (CP NO. 13053), has been appointed as the Scrutinizer to scrutinize the remote e-voting taking place at Annual General Meeting and process in a fair and transparent manner and he has communicated his willingness to be appointed and will be available for the same purpose.

  • (D) The Scrutinizer shall immediately after the conclusion of voting at the Annual General Meeting, first count the votes cast through e-voting in the presence of at least two witnesses, not in the employment of the company and make a scrutinizer’s Report with in a period of two working days from the conclusion of the e-voting period for votes cast in favour of or against, if any, forthwith to the Chairman of the Company.

  • (E) The voting rights of shareholders shall be in proportion to their shares of the paid-up equity share capital of the Company as on cut-off date i.e., 23[rd] September, 2024.

  • (F) The Results declared along with the Scrutinizer’s report shall be placed on the Company’s website i.e. www.stl-global.com and on the website of Link Intime India Private Limited i.e. Insta-Vote i.e. https://instavote.linkintime.co.in within two days of passing the resolutions at the 27[th] Annual General Meeting of the Company held on 30[th] September, 2024.

  • The Register of Members and Share Transfer Books of the Company Shall remain closed from Sunday the 24[th] September 2024 to Saturday the 30[th] September 2024 (both days inclusive).

  • ADDITIONAL INFORMATION IN TERMS OF REGULATION 27 & 36 OF SEBI (LISTING OBLIGATIONS & DISCLOSURE REQUIREMENTS) REGULATIONS, 2015 AS AMENDED FROM TIME TO TIME ON DIRECTORS RECOMMENDED FOR APPOINTMENT/REAPPOINTMENT OR SEEKING ELECTION AT THE ANNUAL GENERAL MEETING:

Name
of
the
Director

Mr.
Sanjiv
Kumar
Agarwal
Mr. Armaan Aggarwal Mr.
Vinod
Kumar
Aggarwal
Director 00227251 10213418 00170712
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==> picture [481 x 638] intentionally omitted <==

----- Start of picture text -----

Identification
Number (DIN)
Date of Birth 07-11-1956 10-02-2001 24-10-1947
Nationality Indian Indian Indian
Date of 30 [th] September, 2005 13 [th] August, 2024 19 [th] June, 2020
Appointment
Qualifications Law Graduate Bachelor of Arts in B. Tech
Economics
Expertise in Mr. Sanjiv Kumar Agarwal, After schooling from Mr. Vinod Kumar
specific functional aged about 67 years is a Modern School Aggarwal, aged about 76
areas Commerce graduate and Barakhamba Road, Mr. years is Engineer by
also L.L.B. Mr. Sanjiv Armaan Aggarwal went profession. He has done
Kumar Agarwal is having on to pursue his studies his B. Tech from Punjab
over 44 years of rich, vast in the United States. He University, Chandigarh,
and varied experience in has received a Bachelor Punjab. He has rich and
legal & other diverse fields. of Arts in Economics vast exposure of over 48
He advices the board in from the University of years in the
legal matters & policy California at Berkeley. He manufacturing and
formulation. also completed a trading Industries. He
certificate in has over 52 years of
Entrepreneurship and experience serving large
Technology from the and mid-sized industries
Sutardja Center at UC in several sectors/areas
Berkeley. During his such as Textile Industry,
summers at college, he Non-ferrous metals
did internships in manufacturing and
marketing for mobile trading Industries and
applications like Stashrun other related activities.
and Patio. After
completing his degree,
Mr. Armaan Aggarwal
came back to India and
has been working with
STL Global Ltd.
Shareholding in NIL NIL 4354423 (16.13%)
STL Global Limited
Directorship in Companies: 1 Companies: 1 Companies: 2
other Public
Companies
including this
Company
Membership of Committees: 4 Committees: 0 Committees: 4
Committees
Relationship with No Relation Mr. Armaan Aggarwal, Mr. Armaan Aggarwal,
any Director(s) of Additional Executive Additional Executive
the Company as Director is grandson of Director is grandson of
per applicable Mr. Vinod Kumar Mr. Vinod Kumar
sections and Aggarwal, Managing Aggarwal, Managing
provisions of Director of the Company. Director of the Company.
Companies Act, Apart from him Mr. Apart from him Mr. Vinod
2013 and Armaan Aggarwal is not Kumar Aggarwal is not
Regulations of related to any other related to any other
SEBI (LODR) directors of the company. directors of the company.
Regulations, 2015
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as amended from time to time

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EXPLANATORY STATEMENT

{Pursuant to provisions of section 102 of the Companies act 2013}

As required under section 102 of the Companies Act, 2013. The following Explanatory Statement set out all material facts relating to the business mentioned under notice convening 27[th] Annual General Meeting:

ORDINARY BUSINESS

Item No. 2

Mr. Sanjiv Kumar Agarwal, aged about 67 years is the Whole Time Director of the company since 30[th] September 2005. Mr. Sanjiv Kumar Agarwal is a Commerce graduate and also L.L.B. He is associated with the Company since its inception. He has over 44 years of vast and varied experience in textile industry and was also associated with the Companies like Pasupati Spinning & Weaving mills, Dalmia Dadri Cement ltd., Bhagwana Industries Ltd, Gupta Carpet Udyog Limited etc. before joining the Company. He provides in-house consultation on various matters and also looks after internal controls, human resource, personnel & legal matters of the Company. He is also responsible for the Quality Assurance of products of the Company.

Mr. Sanjiv Kumar Agarwal retires by rotation at the forthcoming 27[th] Annual General Meeting and being eligible he offers himself to be re-appointed. The Board recommends his re-appointment. None of the directors except Mr. Sanjiv Kumar Agarwal is concerned or interested in this resolution.

Also pursuant to the provisions of the listing regulations, it is also to be noted that Mr. Sanjiv Kumar Aggarwal does not have any inter-se relationship with any of the directors of the Company.

SPECIAL BUSINESS

Item No. 3

Mr. Armaan Aggarwal (DIN: 10213418), aged about 23 years is appointed as Additional Executive Director of the Company. After schooling from Modern School Barakhamba Road, Mr. Armaan Aggarwal went on to pursue his studies in the United States. He has received a Bachelor of Arts in Economics from the University of California at Berkeley. He also completed a certificate in Entrepreneurship and Technology from the Sutardja Center at UC Berkeley. During his summers at college, he did internships in marketing for mobile applications like Stashrun and Patio. After completing his degree, Mr. Armaan Aggarwal came back to India and has been working with STL Global Ltd.

He was appointed as an Additional Executive Director on the Board of the Company on 13[th] August, 2024 upto the ensuing Annual General Meeting that may be held for the Financial Year 2023-24.

Mr. Armaan Aggarwal is grandson of Mr. Vinod Kumar Aggarwal, Managing Director of the Company. Apart from Mr. Vinod Kumar Aggarwal none of the Directors, Key Managerial Personnel and relatives of Directors, Key Managerial Personnel of the Company except Mr. Armaan Aggarwal to whom the resolution relates is directly/indirectly interested or concerned, financially or otherwise in the resolution set out in Item No. 3 of the Notice. The Board recommends the resolution set out in Item No. 3 for the approval of members.

Item No. 4

Mr. Vinod Kumar Aggarwal, aged 76 years is currently holding the position of Managing Director of the company since 29[th] September, 2020. His term as a Managing Director will also expire on

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28.09.2025 and in order to continue on this position the board has also approved his re-appointment as a Managing Director for a further period of 5 years effective from 29[th] September 2025 subject to approval of shareholders. Board is of the opinion that continuation of Mr. Vinod Kumar as a Managing Director is ideally suited to nature of our industry and necessary for effectively managing the affairs of the company.

Mr. Vinod Kumar Aggarwal is Engineer by profession. He has done his B. Tech from Punjab University, Chandigarh, Punjab. He has rich and vast exposure of over 52 years in the manufacturing and trading Industries. He has over 52 years of experience serving large and mid-sized industries in several sectors/areas such as Textile Industry, Non-ferrous metals manufacturing and trading Industries and other related activities. He is actively involved in day to day management and strategic planning. He also controls the Marketing Division including new product evaluation & Liaisoning with Customers.

In accordance with the provisions of Schedule V of the Companies Act 2013, as amended from time to time the remuneration of Mr. Vinod Kumar Aggarwal has also been approved by the Nomination & Remuneration Committee.

Mr. Vinod Kumar Aggarwal is entitled to the following remuneration, in pursuance of the provisions of Schedule V and other applicable provisions of the Companies Act 2013.

  • A) Appointment : For a period of 5 years effective from 29.09.2025 to 28.09.2030

  • B) Remuneration : From 29.09.2025 to 28.09.2030

  • Basic Salary : Rs. 60,000/- Per Month

  • House Rent Allowance : Rs. 25,000/- Per Month

3. Conveyance Allowance : Rs. 15,000/- Per Month

  1. Contribution to provident fund and superannuation funds as per the rules of the company.

  2. Medical benefits for self and family provided that the total expenses on this account should not exceed Rs. 60,000/- per year being one month basic salary.

  3. Leave and Leave travel allowance as per the prevailing policy of the Company.

This should also be considered as an abstract of the terms of appointment of Mr. Vinod Kumar Aggarwal as Managing Director of the Company and a memorandum as to the nature of the concern or interest of the Directors in the said appointment, as required under section 190 of the Companies Act, 2013.

The resolution contained at Item No. 4 of the notice convening 27[th] Annual General Meeting is proposed to be passed as a Special Resolution for appointment of Mr. Vinod Kumar Aggarwal as a Managing Director. The Board recommends above resolution for the approval of shareholders. Office of Mr. Vinod Kumar Aggarwal as a director shall be subject to retirement by rotation at the Annual General Meetings of the Company.

By Order of the Board

For STL GLOBAL LIMITED

Sd/Sd/- Vinod Kumar Aggarwal Sanjiv Kumar Agarwal (DIN: 00170712) (DIN: 00227251) (Chairman & Managing Director) (Whole Time Director)

Date: 13[th] August, 2024 Place: Faridabad

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