Cuffe Parade, Mumbai - 400 005. Tel.: 4029 0011 Fax: 4029 0033 VENTURES LTD. Website: www.svpglobal.co.in CIN: L17290MH1982PLC026358

January 27, 2021

To, Corporate Relationship Department, BSE Limited, P.J. Towers, Dalal Street, Mumbai- 400 001.

Dear Sir,

Sub. : Postal Ballot Notice-Disclosure under Regulation 30 of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015.

In continuation of our letter dated January 21, 2020, and in compliance with the Regulation 30 of the SEBI (Listing Obligations and Disclosure Requirements) Regulation, 2015, please find enclosed copy of the Postal Ballot Notice dated 27.01.2021 together with the Explanatory Statement thereto, seeking approval of members of the Company, through Postal ballot (e-voting only) to increase the Authorized Share Capital of the Company and amendment in the Capital Clause of the Memorandum of Association of the Company and to approving issue and allotment of 22380952 Equity Warrants at a price of Rs. 105/- per Warrants to Promoter/Promoter Group.

Pursuant to the provisions of Section 110 and other applicable provisions, if any, of the Companies Act, 2013, Rules 20 and 22 of the Companies (Management and Administration) Rules, 2014 read with General Circular No. 14/2020 dated April 8, 2020, No. 17/2020 dated April 13, 2020, No.22/2020 dated June 15, 2020, No.33/2020 dated September, 28,2020 & No.39/2020 dated December 31,2020 issued by the Ministry of Corporate Affairs ('the MCA Circulars'), the Postal Ballot Notice has been sent on January 27, 2021 only by electronic mode, to the Members whose names appear on the Register of Members/list of Beneficial Owners as on Friday, January 22, 2021 (cut-off date) and whose e-mail addresses are registered with the ' Company/Depositories. The e-voting for the Postal Ballot shall commence at 9.00 a.m. (IST) on Thursday, January 28, 2021 and end at 5.00 p.m. (IST) on Friday, February 26, 2021. The result of the Postal Ballot will be declared on or before Saturday, February 27, 2021.

Please take the same on record.

Thanking you,

Yours faithfully,

For SVP Global Ventures Limited

CIN : L17290MH1982PLCO026358 Registered Off. : 97, Maker Tower F, 9" Floor, Cuffe Parade, Mumbai — 400 005 Tel. : +91 22 4029 0011, Fax : +91 22 4029 0033 Website : svpglobal.co.in; Email : contact@ pittie.com

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

Dear Member(s),

Notice of Postal Ballot ("Notice") is hereby given pursuant to Section 110 and other applicable provisions of the Companies Act, 2013 ("Act") read with Rules 20 and 22 of the Companies (Management and Administration) Rules, 2014 (including any amendment(s), statutory modification(s) or re-enactment(s) thereof, for the time being in force) ("Rules") and pursuant to Regulation 44 of Securities and Exchange Board of India (Listing Obligations and Disclosure requirements) Regulations, 2015 ("Sebi LODR") and such other applicable laws and regulations for the time being in force for transacting the Special Business by the members of SVP Global Ventures Limited (the "Company") by passing the Resolutions appended below for approval by way of postal ballot including remote electronic voting("evoting).

Due to COVID-19 outbreak, Ministry of Corporate Affairs("MCA") vide its General Circular No. 14/2020 dated April 08, 2020 and General Circular No. 17/2020 dated April 13, 2020, General Circular No. 22/2020 dated June 15, 2020,General Circular No.33/2020 dated September 28,2020 and General Circular No.39/2020 dated December 31,2020(the "MCA Circulars'), has prescribed the process for convening of extraordinary general meetings and passing of resolutions through postal ballot till June 30, 2021 or till such further orders whichever is earlier. Pursuant to the said MCA Circulars. Companies have been advised to adhere to the social distancing norms laid down by the Government of India and take all decisions which require the approval of the members, other than items of ordinary business or business where any person has a right to be heard, through the mechanism of postal ballot/e-voting in accordance with the provisions of the Act till June 30, 2021 or till such further orders whichever is earlier. The MCA Circulars further provide that on account of difficulties faced by the companies in dispatch of physical postal ballot notice to the members during lockdown, the communication of assent / dissent of the members in the postal ballot will take place only through e-voting. The requirements provided under Rule 20 of the Rules relating to e-voting shall be applicable mutatis mutandis for passing of resolutions through postal ballot.

This Notice is accordingly being issued in compliance with the said MCA Circulars. This Notice will only be sent through email to all the Members who have registered their email addresses with the Company or depository/depository participants and physical Notice (along with postal ballot forms) and pre-paid business envelope through post will not be sent to the Members for this postal ballot. The communication of assent / dissent of the Members will take place only through remote e-voting system.

The Board of Directors at its meeting held on Thursday, January 21, 2021, has appointed M/s. SHRAVAN A. GUPTA & ASSOCIATES (ACS No.27484, C.P. No. 9990 ), Practicing Company Secretaries, as scrutinizer for conducting the postal ballot (e-voting process) in a fair and transparent manner. The Scrutinizer will submit his report to the Chairman of the Company. The result of the postal ballot will be announced on or before Saturday, February 27, 2021 5:00 P.M. (I.S.T) and will be displayed at the Company's website www.svpglobal.co.in, besides communicating to stock exchange and depositories. The last date for receipt of votes vide e-voting i.e., Friday, February 26, 2021 shall be deemed to be the date of passing of resolutions.

This notice is being sent to all members / beneficiaries, whose names appear on the Register of Members / Record of Depositaries as on Cut-of-date i.e. Friday, January 22, 2021.

The proposed resolutions and explanatory statement stating material facts, as required under Section 102 of the Companies Act 2013, are annexed herewith for consideration of the members The members are requested to peruse the proposed resolution along with the explanatory statement and carefully read the instructions and cast a vote through e- voting facility not later than on Friday, February 26, 2021 at 5:00 P.M. (IST). Members are requested to read the notes to the Notice of Postal Ballot and instructions given thereunder for e-voting purpose.

SPECIAL BUSINESS:

ITEM NO. 1 - To increase the Authorized Share Capital of the Company and amendment in the Capital Clause of the Memorandum of Association of the Company:

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

"RESOLVED THAT pursuant to the provisions of section 61 and 13 and other applicable provisions, if any, of the Companies Act, 2013 and the rules made thereunder and in terms of applicable provisions of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 (including any statutory modifications or re-enactments thereof for the time being in force), and provisions of the Articles of Association, approval of the members, be and is hereby accorded to increase the Authorized Share Capital of the Company from existing Rs.19,00,00,000 (Rupees Nineteen Crores only) divided into 12,75,00,000 (Twelve Crores Seventy Five Lacs) Equity Shares of Re. 1/- (Rupee One only) each and 62,50,000 (Sixty Two Lacs Fifty Thousand) 5% Redeemable Preference Shares of Rs.10/-(Rupees Ten only) each to Rs.21,25,00,000/- (Rupees Twenty One Crores Twenty Five Lacs only) divided into 15,00,00,000 (Fifteen Crores ) Equity Shares of Re. 1/- (Rupee One only) each and 62,50,000 (Sixty Two Lacs Fifty Thousand) 5% Redeemable Preference Shares of Rs.10/- (Rupees Ten only)each by creating additional 2,25,00,000 (Two Crore Twenty Five Lacs) Equity Shares of Re. 1/- (Rupee One Only) each and consequently first paragraph of Clause No. V of the Memorandum of Association of the Company be and is hereby substituted by the following:

"'", The Authorized Share Capital of the Company is Rs.21,25,00,000 (Rupees Twenty One Crores Twenty Five Lacs Only) divided into 15,00,00,000 (Fifteen Crores) Equity Shares of Re. 1/- (Rupee One only) each and 62,50,000 (Sixty Two Lacs Fifty Thousand) 5% Redeemable Preference Shares of Rs.10/- (Rupees Ten only)each. The Company shall have the power to increase or reduce its capital from time to time for such amount as the Company may determine."

RESOLVED FURTHER THAT for the purpose of giving effect to this resolution, the Board of Directors of the Company or a Committee thereof be and are hereby authorized to do all such acts, deeds, matters and things as may, in its absolute discretion, deem necessary, expedient, usual or proper and to settle any questions, difficulties or doubts that may arise in regard to the increase in Authorized Share Capital of the Company and consequent amendment in the Memorandum of Association of the Company as they may think fit."

ITEM NO 2 - To issue Equity Warrants on preferential basis to Promoter / Promoter Group.

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 Section 42, 62(1)(c) and all other applicable provisions, if any, of the Companies Act, 2013 read with Rule 14 of Companies (Prospectus and Allotment of Securities) Rules, 2014 and Rule 13 of the Companies (Share Capital and Debenture) Rules, 2014 and other relevant rules made there under (including any statutory modification(s) thereto or re-enactment thereof for the time being in force), enabling provisions of Memorandum of Association and Articles of Association of the Company, provisions of the Listing Agreement entered into by the Company with the Stock Exchange(s) where the shares of the Company are listed ("Stock Exchange(s)"), and in accordance with the guidelines, rules and regulations of the Securities and Exchange Board of India ("SEBI"), including the SEBI (Issue of Capital And Disclosure Requirements) Regulations, 2018 ("SEBI ICDR Regulations"), SEBI (Listing Obligations and Disclosures Requirements) Regulations, 2015, SEBI (Substantial Acquisitions and Takeovers) Regulations, 2011 and any amendment thereof and subject to the approvals, consents, permissions and/ or sanctions, as may be required from the Government of India, SEBI, Stock Exchange(s) and any other relevant statutory, governmental authorities or departments, institutions or bodies and subject to such terms, conditions, alterations, corrections, changes, variations and/or, modifications, if any, as may be prescribed by any one or more or all of them in granting such approvals, consents, permissions and / or sanctions and which may be agreed by the Board of Directors of the Company (hereinafter referred to as the "Board" which terms shall be deemed to include any committee duly constituted by the Board or any committee, which the Board may hereafter constitute, to exercise one or more of its powers, including the powers conferred by this resolution), the consent of the members be and is hereby accorded to the Board to offer, issue and allot on preferential basis upto 2,23,80,952 (Two Crores Twenty Three Lacs Eighty Thousand Nine Hundred Fifty Two) equity Warrants (" Warrants") to be convertible at an option of Warrant holder from time to time in one or more tranches within 18 months from its allotment date into equivalent no of fully paid up equity shares of face value of Rs. 1/- ( Rupees One Only) each for at an issue price of Rs. 105/- ( Rupees One Hundred Five ) per warrant (including premium of Rs. 104/- per Warrants ) aggregating to Rs. 234,99,99,960 (Rupees Two Hundred and Thirty Four Crores Ninety Nine Lacs Ninety Nine Thousand Nine Hundred Sixty Only) to below mentioned allottee forming part of the Promoter/ Promoter Group ("Proposed Allottee") for cash and in such form and manner and in accordance with the provisions of SEBI (ICDR) Regulations and SEBI Takeover Regulations or other applicable laws and on such terms and conditions as the Board may, in its absolute discretion think fit and without requiring any further approval or consent from the Members :

Sr No.	Proposed Allottee	Number of Warrants	Category
i	Shri Vallabh Pittie Ventures Private Limited	2,23,80,952	Promoter
Total		2,23,80,952

RESOLVED FURTHER THAT the "Relevant Date" as per the provisions of Chapter V of the SEBI (ICDR) Regulations, 2018 for the determination of issue price of equity Warrants would be Wednesday, 27°" January, 2021, the date which is 30 days prior to last date of receipt of postal ballot.

RESOLVED FURTHER THAT without prejudice to the generality of the above, the issue of equity Warrants shall be subject to following terms:

a) The proposed equity Warrants shall be issued and allotted by the Company to Proposed Allottee within a period of Fifteen (15) days from the date of passing of this resolution provided that where the issue and allotment of

the proposed Equity Warrants is pending on account of pendency of any approval for such issue and allotment by any regulatory authority or the Central Government the issue and allotment shall be completed within a period of Fifteen (15) days from the date receipt of last of such approvals;

b) Each equity Warrant is convertible into equivalent number of Equity Shares and the conversion can be exercised by warrant holder(s) at any time during the period of Eighteen (18) months from the date of allotment of Equity Warrants, in one or more tranches, as the case may be and on such other terms and conditions as applicable;
) The equity Warrants proposed to be issued shall be subject to appropriate adjustment, if during the interim period, the Company makes any issue of equity shares by way of capitalisation of profits or reserves, upon demerger / realignment, rights issue or undertakes consolidation / sub-division / re-classification of equity shares or such other similar events or circumstances requiring adjustments as permitted under SEBI (ICDR) Regulations and all other applicable regulations from time to time;
Qa ) Equity Warrant subscription price equivalent to 25% of the issue price will be payable at the time of subscription of Equity Warrants, as prescribed by the SEBI (ICDR) Regulations, which would be adjusted by the Company and appropriated against the issue price of the Equity Shares. Equity Warrant exercise price equivalent to the 75% of the issue price of the equity shares shall be payable by the warrant holder(s) at the time of exercising conversion of Equity Warrants;
e) The warrant holder(s) shall be entitled to exercise the option of exercising any or all of the equity Warrants in one or more tranches by way of a written notice which shall be given to the Company, specifying the number of equity Warrants proposed to exercise along with the aggregate amount payable thereon, prior to or at the time of conversion. The Company shall accordingly, without any further approval from the Members of the Company, issue and allot the corresponding number of Equity Shares and perform such actions as required to credit the Equity Shares to the depository account and entering the name of allottee in the records of the Company as the registered owner of such Equity Shares;
The Equity Shares to be so allotted on exercise of equity Warrants shall be in dematerialised form and shall be subject to the provisions of the Memorandum and Articles of Association of the Company and shall rank paripassu in all respects including dividend, with the existing equity shares of the Company;
In the event the warrant holder(s) does not exercise the equity Warrants within Eighteen (18) months from the date of allotment of the Equity Warrants, then such Equity Warrants shall lapse and the amount paid shall stand forfeited by the Company;
h) The equity Warrants issued and allotted will be transferable within the Promoter Group subject to compliance of applicable provisions and subject to such other approvals as may be necessary from time to time;
i) The Equity Shares arising from the exercise of the equity Warrants will be listed on Stock Exchanges where the equity shares of the Company are listed, subject to the receipt of necessary regulatory permissions and approvals as the case may be and shall interalia be governed by the regulations and guidelines issued by SEBI or any other statutory authority;

j) The equity Warrants and the Equity Shares being allotted pursuant to exercise of such equity Warrants shall be subject to a lock-in for such period as specified under applicable provisions of SEBI (ICDR) Regulations
k) The equity Warrants by itself until converted into Equity Shares, do not give to the Warrant Holder any voting rights in the Company in respect of such Equity Warrants

RESOLVED FURTHER THAT for the purpose of giving effect to this resolution, Board/Committee(s) of the Board and the Company Secretary of the Company be and are hereby authorized severally to do all such acts, deeds, matters and things as it may in its absolute discretion consider necessary, desirable or expedient including issue and allot such number of Equity Shares of the Company as may be required to be issued and allotted upon exercise of the option in the equity Warrants held by the Warrant holder, applications to Stock Exchanges, filing of requisite documents with the Registrar of Companies, Depositories and/ or such other authorities as may be necessary for the purpose, to resolve and settle any questions and difficulties that may arise in the proposed issue, of the said Equity Warrants, including making an offer to the proposed warrant allottee, utilization of issue proceeds, signing of all deeds and documents as may be required without being required to seek any further consent or approval of the shareholders

RESOLVED FURTHER THAT the Board be and is hereby authorized to delegate all or any of the powers herein conferred to any Committee of the Board or any Director(s) or Officer(s) or authorized signatory/ies of the Company and generally to do all such acts, deeds and things as may be required in connection with the aforesaid resolution including execution of any documents on behalf of the Company and to represent the Company before any governmental or regulatory authorities and to appoint/engage any registrar, depositories, professionals, advisors, bankers, consultants and advocates and to finalise their fees/charges and also to enter into and execute all such arrangements, agreements, memoranda, documents etc. with such agencies and further authorized to make requisite filing with concerned regulatory/government authorities / depository(ies), Stock Exchanges and/or any other regulatory authorities to give effect to this resolution and further to take all others steps which may be incidental, consequential, relevant or ancillary in this connection.

RESOLVED FURTHER THAT all action(s) taken by the Board or Committee(s) thereof, any Director(s) or Officer(s) or any other authorized signatory/ies of the Company in connection with any matter(s) referred to or contemplated in the foregoing resolution be and are hereby approved, ratified and confirmed in all respects."

By Order of the Board For SVP Global Ventures Limited

Sd/-

Navita Sharma Company Secretary & Compliance Officer

Date: 27.01.2021 Place: Mumbai

NOTES:

The relevant Explanatory Statement pursuant to Section 102 of the Companies Act and Regulation 163 (1) SEBI ICDR Regulations in respect of proposed special resolution to be passed through postal ballot (by remote E-voting) is annexed hereto, for your consideration.
The Postal Ballot Notice is being sent by email to all the shareholders, whose names appear in the register of Members/list of beneficial owners, as on the close of working hours on 22.01.2021 (Friday) i.e. cut-off date, as received from the Central Depository Services (India) Limited ("CDSL") and National Securities Depository Limited ("NSDL") (together referred to as "Depositories") and those Shareholders holding physical shares, whose details are received from M/s. Skyline Financial Services Private Limited, the registrar and share transfer agent of the Company ("Registrar and Share Transfer Agent"). Any person who is not a shareholder of the Company as on date specified above shall treat the Notice for information purposes only.
Shareholders who have registered their e-mail addresses with Depositories / with the Company / with the Registrar and Share Transfer Agent are being sent this Notice by e-mail. Shareholders who have not yet registered their e-mail to register their email IDs in respect of shares held in dematerialized form, with the Depository participant(s) and in respect of shares held in physical form through an e-mail to the Registrar and Share Transfer Agent of the Company, "Skyline Financial Services Pvt. Ltd. On [email protected] and /or [email protected].
The voting rights of shareholders shall be in proportion to the paid up value of equity shares held by them in equity share capital of the Company as on cut-off date 22.01.2021 (Friday). A person, whose name is recorded in the register of members/list of beneficial owners maintained by the Depositories as on the cutoff date (i.e., 22.01.2021) only shall be entitled to avail the facility of E-voting.
The E-voting period begins at 9.00 A.M. on 28" January, 2021 and ends at 5.00 P.M. on 26" February, 2021. During this period shareholder of the Company holding shares either in physical form or in dematerialized form, as on the cut-off date, i.e. 22.01.2021 may cast their votes through E-voting Facility. The E-voting module shall be disabled by CDSL for voting thereafter.
The Scrutinizer will submit his report to the Chairman of the Company, or any other person authorized by them in writing, after completion of scrutiny of postal ballot process (by remote E-voting). The results of the postal ballot will be announced on or before 27" February, 2021 (Saturday) and will be displayed on the website of the Company i.e., www.svpglobal.co.in and intimated to BSE Ltd.
The last date for the E-voting i.e. Friday 26" February, 2021 shall be the date on which the resolution would be deemed to have been passed, if approved by the requisite majority. All the material documents referred to in the accompanying Notice and the Explanatory Statement will be available for inspection at the registered office of the Company until the last date for the E-voting.
The Postal Ballot Notice will also be hosted on the Company's website i.e., www.svpglobal.co.in.

CIN : L17290MH1982PLCO026358

Registered Off. : 97, Maker Tower F, 9" Floor, Cuffe Parade, Mumbai — 400 005 Tel. : +91 22 4029 0011, Fax : +91 22 4029 0033

Website : svpglobal.co.in; Email : [email protected]

In compliance with Regulation 44 of the SEBI Listing Regulations and Sections 108 and 110 and other applicable provisions of the Company Act and its Rules and MCA Circulars, the Company is also offering Evoting facility to the shareholders, to enable them to cast their votes electronically. The Company has engaged the services of Central Depository Services (India) Limited, (CDSL) to provide E-voting facility.
1. There will be one e-vote for every Folio/Client ID irrespective of the number of joint holders.

The instructions for members for voting electronically are as under:-

The voting period begins on January 28, 2021 at 9:00 am (I.S.T), and ends on February 26, 2021 at 5:00 pm (I.S.T). During this period shareholders' of the Company, holding shares either in physical form or in dematerialized form, as on the cut-off date of January 22, 2021, may cast their vote electronically. The evoting module shall be disabled by CDSL for voting thereafter.
(ii) The Shareholders should log on to the e-voting website www.evotingindia.com
(iii) Click on "Shareholders" tab.
(iv) Now Enter your User ID
a. For CDSL: 16 digits beneficiary ID,
b. For NSDL: 8 Character DP ID followed by 8 Digits Client ID,
c. Members holding shares in Physical Form should enter Folio Number registered with the Company.
Next enter the Image Verification as displayed and Click on Login.
(v) (vi) If you are holding shares in demat form and had logged on to www.evotingindia.com and voted on an earlier voting of any company, then your existing password is to be used.
(vii) If you are a first time user follow the steps given below:

			Tel. : +91 22 4029 0011, Fax : +91 22 4029 0033
			Website : svpglobal.co.in; Email : [email protected]
			In compliance with Regulation 44 of the SEBI Listing Regulations and Sections 108 and 110 and other applicable provisions of the Company Act and its Rules and MCA Circulars, the Company is also offering E voting facility to the shareholders, to enable them to cast their votes electronically. The Company has engaged the services of Central Depository Services (India) Limited, (CDSL) to provide E-voting facility.
	10.		There will be one e-vote for every Folio/Client ID irrespective of the number of joint holders.
			The instructions for members for voting electronically are as under:-
			The voting period begins on January 28, 2021 at 9:00 am (I.S.T), and ends on February 26, 2021 at 5:00 pm (I.S.T). During this period shareholders' of the Company, holding shares either in physical form or in dematerialized form, as on the cut-off date of January 22, 2021, may cast their vote electronically. The e voting module shall be disabled by CDSL for voting thereafter.
	(ii)		The Shareholders should log on to the e-voting website www.evotingindia.com
(iii)		Click on "Shareholders" tab. Now Enter your User ID
	(iv)		a. For CDSL: 16 digits beneficiary ID,
			b. For NSDL: 8 Character DP ID followed by 8 Digits Client ID,
			c. Members holding shares in Physical Form should enter Folio Number registered with the Company.
	(v)		Next enter the Image Verification as displayed and Click on Login.
	(vi)		If you are holding shares in demat form and had logged on to www.evotingindia.com and voted on an earlier
			voting of any company, then your existing password is to be used.
	(vii)		If you are a first time user follow the steps given below:
			For Members holding shares in Demat Form and Physical Form
	PAN*		Enter your 10 digit aloha-numeric *PAN issued by Income Tax Department (Applicable for both demat shareholders as well as physical shareholders)
			Members who have not updated their PAN with the Company/Depository Participant are e requested to use the first two letters of their name and the 8 digits of the sequence number in the PAN field
			Incase the sequence number is less than 8 digits enter the applicable number of 0's before e the number after the first two character of the name in Capital letters. Eg. If your name is Ramesh Kumar with sequence number 1 then enter RAQOO00001 in the PAN field.
	DOB#		Enter the Date of Birth as recorded in your demat account or in the company records for the said demat account or folio in dd/mm/yyyy format.
			or Date of Birth ( in dd/mm/yyyy format) as recorded in your
	Dividend Bank		Enter the Dividend Bank Details demat account or in the company records in order to login.
	Details	OR	If both the details are not recorded with the depository or company please enter the
	Date		e member id/ folio number in the Dividend Bank details field as mentioned in instruction (iv).
	(viii)		After entering these details appropriately, click on "SUBMIT" tab.

After entering these details appropriately, click on "SUBMIT" tab.

(ix) Members holding shares in physical form will then reach directly the Company selection screen. However, members holding shares in demat form will now reach 'Password Creation' menu wherein they are required to mandatorily enter their login password in the new password field. Kindly note that this password is to be

CIN : L17290MH1982PLCO026358

Registered Off. : 97, Maker Tower F, 9" Floor, Cuffe Parade, Mumbai — 400 005

Tel. : +91 22 4029 0011, Fax : +91 22 4029 0033

Website : svpglobal.co.in; Email : [email protected]

also used by the demat holders for voting for resolutions of any other company on which they are eligible to vote, provided that company opts for e-voting through CDSL platform. It is strongly recommended not to share your password with any other person and take utmost care to keep your password confidential.

For Members holding shares in physical form, the details can be used only for e-voting on the resolutions contained in this Notice.
(xi) Click on the EVSN of relevant SVP Global Ventures Limited on which you choose to vote.
(xii) On the voting page, you will see "RESOLUTION DESCRIPTION" and against the same the option "YES/NO" for voting. Select the option YES or NO as desired. The option YES implies that you assent to the Resolution and option NO implies that you dissent to the Resolution.
(xiii) Click on the "RESOLUTIONS FILE LINK" if you wish to view the entire Resolution details.
(xiv) After selecting the resolution you have decided to vote on, click on "SUBMIT". A confirmation box will be displayed. If you wish to confirm your vote, click on "OK", else to change your vote, click on "CANCEL" and accordingly modify your vote.
(xv) Once you "CONFIRM" your vote on the resolution, you will not be allowed to modify your vote.
(xvi) You can also take out print of the voting done by you by clicking on "Click here to print" option on the Voting page.
(xvii) If Demat account holder has forgotten the changed password then Enter the User ID and the image verification code and click on Forgot Password & enter the details as prompted by the system.

(xviii) Note for Non- Individual Shareholders and Custodians

Non-Individual shareholders (i.e. other than Individuals, HUF, NRI etc.) and custodians are required to log on to https://www.evotingindia.com and register themselves as Corporates.
A scanned copy of the Registration Form bearing the stamp and sign of the entity should be emailed to [email protected].
After receiving the login details a compliance user should be created using the admin login and password. The Compliance user would be able to link the account(s) for which they wish to vote on.
The list of accounts should be mailed to [email protected] and on approval of the accounts they would be able to cast their vote.
A scanned copy of the Board Resolution and Power of Attorney (POA) which they have issued in favour of the Custodian, if any, should be uploaded in PDF format in the system for the scrutinizer to verify the same.

In case you have any queries or issues regarding e-voting, you may refer the Frequently Asked Questions ("FAQs") and e-voting manual available at www.evotingindia.com, under help section or write an email to [email protected]. All grievances connected with the facility for voting by electronic means may be addressed to Mr. Rakesh Dalvi, Manager, (CDSL) Central Depository Services (India) Limited, A Wing, 25th Floor, Marathon Futurex, Mafatlal Mill Compounds, N M Joshi Marg, Lower Parel (East), Mumbai 400013 or send an email to helpdesk.evoting @cdslindia.com or call 1800225533.

1. The Securities and Exchange Board of India (SEBI) has mandated the submission of Permanent Account Number (PAN) by every participant in the securities market. Members holding shares in electronic form are, therefore, requested to submit their PAN to the Depository Participants with whom they maintain their demat accounts. Members holding shares in physical form should submit their PAN to the Company.
1. In terms of Section 72 of the Companies Act, 2013, a member of the company may nominate a person on whom the shares held by him/her shall vest in the event of his/her death. Members desirous of availing this facility may submit nomination in prescribed Form-SH-13 to the company/RTA in case shares are held in physical form, and to their respective depository participant, if held in electronic form.

EXPLANATORY STATEMENT

(Pursuant to section 102 of the Companies Act, 2013)

As required under Section 102 of the Companies Act, 2013 (Act), the following explanatory statements set out all material facts relating to the businesses mentioned under Item nos. 1 to 2 of the accompanying Notice:

Item No. 1:

As per Item No 2. of the Notice, the Company proposes to issue Equity Warrants to be converted in to equity shares on preferential basis. To enable the Company to issue shares, it is proposed to increase the existing Authorized Share Capital of the Company from Rs. 19,00,00,000 (Rupees Nineteen Crores only) to Rs. 21,25,00,000/- (Rupees Twenty One Crores Twenty Five Lacs only) as per the resolution.

Pursuant to section 61 and 13 of the Companies Act, 2013, the Company cannot increase its Authorized Share Capital without the consent of the members of the Company. Therefore, it is proposed to obtain the consent of the members to increase its Authorised Share Capital.

None of the Directors or Key Managerial Personnel of the Company and their relatives are in any way concerned or interested in the resolution, except to the extent of their shareholding in the Company, if any.

Item No. 2

In order to pay the unsecured loans outstanding as on 31% December 2020 and to provide loan to subsidiary, Shrivallabh Pittie Enterprises Private Limited, thereby strengthening the financial structure of the Company and for other general corporate purposes as permitted by applicable laws, the Board of Directors of the Company in its meeting held on Thursday, January 21, 2021 accorded its approval for raising funds of up to Rs. 235,00,00,000 (Rupees Two Hundred and Thirty Five Crores only) via issuance of Equity Warrants to the proposed allottee as set out below, being promoters / members of the promoter group of the Company ("proposed allottee") on a preferential basis subject to approval of the members of the Company.

As per Section 62(1)(c) of the Companies Act, 2013 (as amended) read with Rule 13 of the Companies (Share Capital and Debenture) Rules, 2014, and Regulation 160 of the Securities and Exchange Board of India (Issue of Capital and Disclosure Requirements) Regulations, 2018, as may be applicable, a listed issuer is permitted to make a preferential issue of specified securities, if a special resolution has been passed by its members.

The Board of Directors of the Company at their meeting held on Thursday , January 21, 2021 had approved the issue of Equity Warrants and accordingly proposes to issue and allot in aggregate and up to 2,23,80,952 (Two Crores Twenty Three Lacs Eighty Thousand Nine Hundred Fifty Two) equity warrants each convertible into equivalent number of Equity Shares of face value of Re. 1/- each (the "Equity Shares") at a price (including the equity warrant subscription price and the equity warrant exercise price) of Rs. 105/- each (including Premium of Rs. 104/- per Warnts) aggregating to Rs. 234,99,99,960/- (Rupees Two Hundred and Thirty Four Crores Ninety Nine Lacs Ninety Nine Thousand Nine Hundred Sixty Only) to the allottee forming part of the Company's promoters / promoter group

	SVP
	GL@BAL
	VENTURES LTD. SVP GLOBAL VENTURES LIMITED
	CIN : L17290MH1982PLCO026358
	Registered Off. : 97, Maker Tower F, 9" Floor, Cuffe Parade, Mumbai — 400 005
	Tel. : +91 22 4029 0011, Fax : +91 22 4029 0033
	Website : svpglobal.co.in; Email : [email protected]


Sr. No.	Proposed Allottee	Number of Warrants	Category
i	Shri Vallabh Pittie Ventures Private Limited	2,23,80,952	Promoter
	Total	2,23,80,952

Each Equity Warrant is convertible into One (1) Equity Share and the conversion can be exercised at any time during the period of Eighteen (18) months from the date of allotment of Equity Warrants, as the case may be, on such terms and conditions as applicable, entitling the Proposed Allottee to subscribe to and be allotted the Warrants convertible into Equity Shares of the Company.

Accordingly, the approval of the members of the Company is being sought, by way of a special resolution, to create, issue, offer and allot, equity warrants, by way of preferential allotment to the proposed allottee.

The Equity Warrants issued pursuant to the above mentioned resolutions shall be subject to lock-in in accordance with Regulations 167 and 168 of the Securities and Exchange Board of India (Issue of Capital and Disclosure Requirements) Regulations, 2018.

The Equity Shares arising out of the conversion of the equity warrants shall rank paripassu inter se and with the then existing equity shares of the Company in all respects, including in relation to dividend.

The disclosures prescribed under the Companies Act, 2013 and Regulation 163 of the Securities and Exchange Board of India (Issue of Capital and Disclosure Requirements) Regulations, 2018, as may be applicable, in respect of the Resolution proposed at Item No. 2 are as follows:

a) The objects of the preferential issue:

In order to pay the unsecured loans outstanding as on 31*t December 2020 and to provide loan to subsidiary, Shrivallabh Pittie Enterprises Private Limited, thereby strengthening the financial structure of the Company and for other general corporate purposes as permitted by applicable laws.

b) Type and number of securities to be issued

It is proposed to issue and allot in aggregate and up to 2,23,80,952 (Two Crores Twenty Three Lacs Eighty Thousand Nine Hundred Fifty Two) Equity Warrants at a price of Rs.105/- per warrant, each warrant convertible into equivalent number of Equity Shares of the face value of Rs. 1/- each (including premium of Rs. 104/- per share aggregating to Rs. 234,99,99,960/- to the proposed allottee.

c) — Basis on which the price has been arrived at:

The equity shares of Company are listed on "BSE Limited" the "Stock Exchange" and are frequently traded in accordance with SEBI (ICDR) Regulations. In terms of the applicable provisions of SEBI (ICDR) Regulations, the price at which Equity Warrants shall be allotted shall not be less than higher of the following:

(a) Average of the weekly high and low of the volume weighted average price of the equity shares of the Company quoted on the Stock Exchange, during the Twenty Six (26) weeks preceding the Relevant Date; or
(b) Average of the weekly high and low of the volume weighted average price of the equity shares of the Company quoted on the Stock Exchange, during the Two (2) weeks preceding the Relevant Date.

d) Relevant Date

e) Proposal / Intent of the promoters, directors or key management personnel of the Company to subscribe to the offer:

f) Equity Shareholding Pattern of the Company before and after the Preferential Issue:

		SVP GL@BAL	VENTURES LTD.
		SVP GLOBAL VENTURES LIMITED CIN : L17290MH1982PLCO026358 Tel. : +91 22 4029 0011, Fax : +91 22 4029 0033 Website : svpglobal.co.in; Email : [email protected]		Registered Off. : 97, Maker Tower F, 9" Floor, Cuffe Parade, Mumbai — 400 005
	Average of the weekly high and low of the volume weighted average price of the equity shares of the (a) Company quoted on the Stock Exchange, during the Twenty Six (26) weeks preceding the Relevant Date; or
	Average of the weekly high and low of the volume weighted average price of the equity shares of the (b) Company quoted on the Stock Exchange, during the Two (2) weeks preceding the Relevant Date.
	The pricing of the Equity Warrants to be allotted on preferential basis is Rs.105/- per Warrant convertible into equivalent number of Equity Share of face value of Rs. 1/- each of the Company, which price is not lower than the price determined in accordance with applicable provisions of SEBI (ICDR) Regulations.
d)	Relevant Date
	"Relevant Date" as per the provisions of Chapter V of the SEBI (ICDR) Regulations, 2018 for the determination of issue price of Equity Warrants would be Wednesday, 27" January, 2021, the date which is 30 days prior to last date of receipt of postal ballots.
e)	Proposal / Intent of the promoters, directors or key management personnel of the Company to subscribe to the offer:
	The proposed allottee is a promoter/member of promoter group of the Company. The proposed allottee is intending to participate / subscribe to the proposed issue of equity warrants. No other Director(s) or Key Managerial Personnel(s) or their respective relatives are subscribing to this offer.

f)	Equity Shareholding Pattern of the Company before and after the Preferential Issue:
	The table mentioned below shows the expected shareholding pattern of the Company consequent to issue of Equity Shares upon conversion of the Warrants as per resolutions at Item No. 2 to this notice and assuming conversion of all the Equity Warrants (Convertible within a period of 18 (eighteen) months from the date of allotment) proposed to be allotted to the promoters / members of the promoter group of the Company as per the resolution:
		Pre-Issue Shareholding			Post "Issue Shareholding
	A Promoter Group	No. of Shares	%	(Assuming full conversion of warrants )} No. of Shares	%
	1 Indian Promoters
	Individual	14,32,460	1.13	14,32,460	0.96
	Bodies Corporate 2 Foreign Promoters	8,54,85,800 -	67.58 -	10,78,66,752 -	72.45 -
	Sub Total (A)	8,69,18,260	68.71	10,92,99,212	73.41
	B Non Promoter's Shareholding 1 Institutional Investors	-	-	-	-
	2 Non Institutional Investors Public	- 13717450	- 10.84	- 13717450	- 9.21

Registered Off. : 97, Maker Tower F, 9" Floor, Cuffe Parade, Mumbai — 400 005 Tel. : +91 22 4029 0011, Fax : +91 22 4029 0033 Website : svpglobal.co.in; Email : [email protected]

		SVP
		GL@BAL	VENTURES LTD.
		SVP GLOBAL VENTURES LIMITED
		CIN : L17290MH1982PLCO026358 Registered Off. : 97, Maker Tower F, 9" Floor, Cuffe Parade, Mumbai — 400 005
		Tel. : +91 22 4029 0011, Fax : +91 22 4029 0033
		Website : svpglobal.co.in; Email : [email protected]
	NBFC Bodies Corporate	20000 9849656	0.02	20000
			7.79		0.01
				9849656	6.62
	No Resident Indian	14175638	11.21	14175638	9.52
	Hindu Undivided Family IEPF	1208055 -	0.95 -	1208055 -	0.81
	Clearing Members	610941	0.48	610941	0.41
	Sub Total (B)	39581740	31.29	39581740	26.59
	Grand Total (A +B)	12,65,00,000	100	14,38,80,952	100
	# assuming full conversion of the equity warrants
1.	Notes: Pre issue shareholding pattern has been prepared based on shareholding of the Company as on January 22, 2021.
2.	Post issue holding of all the other shareholders is assumed to remain the same, as it was on the date, on which
	the pre issue shareholding pattern was prepared.
g)	The name of the proposed allottee of the issue and the percentage of post preferential issue capital that may
	be held by them:
	The equity warrants are proposed to be allotted to persons/entities belonging to the promoters / promoter
	group of the Company. The details of the proposed allottee are as per the following table. No change in control
	or management of the Company is contemplated consequent to the proposed preferential issue of warrants
	resultant Equity Shares and shareholding pattern. The pre and post issue holding of the proposed allottee are as under:	However, being allotted.	voting rights will	change in	accordance with the
			Pre Issue	Post Issue

1. Pre issue shareholding pattern has been prepared based on shareholding of the Company as on January 22, 2021.
1. Post issue holding of all the other shareholders is assumed to remain the same, as it was on the date, on which the pre issue shareholding pattern was prepared.

g) The name of the proposed allottee of the issue and the percentage of post preferential issue capital that may be held by them:

NBFC
		20000	0.02		20000	0.01
Bodies Corporate		9849656	7.79		9849656	6.62
No Resident Indian		14175638	11.21		14175638	9.52
Hindu Undivided Family		1208055	0.95		1208055	0.81
IEPF		-	-		-
Clearing Members		610941	0.48		610941	0.41
Sub Total (B)		39581740	31.29		39581740	26.59
Grand Total (A +B)		12,65,00,000	100		14,38,80,952	100



be held by them:	being		voting			accordance with the

Name of the Proposed Allottee	Category	PAN No	No. of Shares held Pre Allotment	% of Shares held	held post Allotment	% of Shares held Post Preferential Issue
						full conversion of Warrants into Equity Shares)
		resultant Equity Shares	# assuming full conversion of the equity warrants the pre issue shareholding pattern was prepared. allotted.	However,	rights will Pre Issue	Pre issue shareholding pattern has been prepared based on shareholding of the Company as on January 22, 2021. Post issue holding of all the other shareholders is assumed to remain the same, as it was on the date, on which The name of the proposed allottee of the issue and the percentage of post preferential issue capital that may The equity warrants are proposed to be allotted to persons/entities belonging to the promoters / promoter group of the Company. The details of the proposed allottee are as per the following table. No change in control or management of the Company is contemplated consequent to the proposed preferential issue of warrants change in shareholding pattern. The pre and post issue holding of the proposed allottee are as under: Post Issue No. of Shares (Assuming

h) Identity of the natural persons who are ultimate beneficial owners of the shares proposed to be allotted and / or who ultimately control the proposed allottee:

	SVP
	GL@BAL	VENTURES LTD.
	SVP GLOBAL VENTURES LIMITED
	CIN : L17290MH1982PLCO026358 Registered Off. : 97, Maker Tower F, 9" Floor, Cuffe Parade, Mumbai — 400 005
	Tel. : +91 22 4029 0011, Fax : +91 22 4029 0033
	Website : svpglobal.co.in; Email : [email protected]

Identity of the natural persons who are ultimate beneficial owners of the shares proposed to be allotted and
/ or who ultimately control the proposed allottee:
		Name of ultimate	% of post
Name of proposed allottee	Category	beneficial owners	wae preferential issue
Shrivallabh Pittie Ventures Pvt.
Ltd. (Formerly known as Scenario Communication Ltd)	Promoter Group	CHIRAG PITTIE	72.45
Total			72.45

The said details of natural persons is given only for the purpose to know natural persons. However, the aforesaid Proposed Allottee will be beneficially shareholder of the equity shares that may be allotted. (assuming full conversion of equity warrants.)

i) Lock in

Equity Warrants and Equity Shares to be allotted to the proposed allottee upon conversion of the Warrants, including the pre preferential allotment shareholding of the proposed allottee will be subject to applicable lockin and transfer restrictions stipulated under Regulations 167 and 168 of the SEBI ICDR Regulations.

j) Auditor's Certificate

The certificate from M/s. Motilal & Associates, Chartered Accountants, being the Statutory Auditors of the Company certifying that the proposed preferential issue of equity warrants would be in accordance with the requirements of Chapter V of Sebi ICDR Regulations shall be available for inspection at the registered office of the Company during the Working hours on all working days except Saturday/Sunday and other holidays between 10 am to 1.00 pm upto the last date e-voting i.e Friday 26.02.2021

k) Undertaking

The Company hereby undertakes that:

(i) It would re-compute the price of the securities specified above in terms of the provisions of SEBI (ICDR) Regulations, where it is so required;
(ii) If the amount payable, if any, on account of the re-computation of price is not paid within the time stipulated in SEBI (ICDR) Regulations the above equity warrants/shares shall continue to be locked-in till the time such amount is paid by the allottee

Further, In accordance with the SEBI (ICDR) Regulations:

(i) all the Equity Shares held by the proposed allottee in the Company are in dematerialized form only;

(ii) Preferential issue of specified securities shall not be made to any person/entity belonging to promoter/promoter group who has sold or transferred any equity shares of the issuer during the six months preceding the relevant date ;
(iii) person/entities belonging to the promoters / promoter group will be ineligible for issue of specified securities if he has previously subscribed to any warrants of the Company but failed to exercise them;
(iv) Neither the Company nor any of its promoters and directors is a fugitive economic offender;
(v) The issue of warrants and resultant Equity Shares shall be made in accordance with the provisions of the Memorandum and Articles of Association of the Company and shall be made in a dematerialized format only.

The Board of Directors of the Company recommends passing of the resolution as set out at Item 2 as a special resolution.

Except the Promoter Directors, Promoters and the Director's of the Company & its subsidiaries subscribing to the issue, none of the other Directors and other Key Managerial persons(s) of the company and their relative do not have any pecuniary interest on the said resolution.

By Order of the Board of Directors For SVP Global Ventures Limited

Sd/-

Navita Sharma Company Secretary & Compliance Officer

Date : January 27, 2021 Place : Mumbai

Registered Office : 97, Maker Tower 'F', 9th Floor, Cuffe Parade, Mumbai- 400 005 Tel.: 4029 0011, Fax: 4029 0033 Email: [email protected] Website: www.svpglobal.co.in Email : [email protected] Website : www.svpglobal.co.in

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SVP GLOBAL TEXTILES LIMITED Proxy Solicitation & Information Statement 2021

60979_rns_2021-01-27_9974c0fb-d668-4ff7-bd6d-8ba2a837381d.pdf