Swelect Energy Systems Limited — Proxy Solicitation & Information Statement 2022

Feb 11, 2022

Stay powerful when sun shines. And thereafter ...

February 11, 2022

BSE Limited Department of Corporate Services Floor 25, P. J. Towers, Dalal Street, Mumbai-400 001.

National Stock Exchange of India Limited Listing Department Registered Office: "Exchange Plaza", Bandra - Kurla Complex, Bandra {E), Mumbai - 400 051.

Scrip Code: 532051

Scrip Code: SWELECTES

Dear Sir / Madam,

Sub: Notice of Postal Ballot (Remote E-voting) pursuant to Regulation 30 of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015

Kindly refer to our letter dated 9 th February 2022 regarding decision of the Board of Directors for seeking approval of Members of the Company through Postal Ballot (Remote E-voting). In this connection, we enclose herewith the Postal Ballot Notice circulated today (11th February 2022) to the Members of the Company whose email ids are registered with Depository/RTA, for transacting the following business:

1. APPROVAL OF MATERIAL RELATED PARTY TRANSACTIONS WITH SWELECT RENEW/\BLE ENERGY PRIVATE LIMITED (SUBSIDIARY COMPANY)- Ordinary Resolution

The remote e-voting begins on 12th February 2022 (9:00 Hours 1ST) and ends on 13th March 2022 (17:00 Hours 1ST). The last date for remote e-voting is on Sunday, 13thMarch 2022 until 17:00 Hours 1ST. The voting rights of the Shareholders of the Company on the proposed resolution will be reckoned based on the equity shares held by the members/Beneficial owners as un 4 th February 2022 (cut-off Date).

The results of the Postal ballot (remote e-voting) will be announced on Monday, March 14, 2022. The results along with the Scrutinizer's report will be submitted to Stock Exchanges, displayed on the Company's Notice Doard and website www.swelectes.com. The same will be made available on the website of Central Depository Services (India) Limited (www.evotingindia.com).

We re4uesl yuu Lu kim.lly Lake un record the above compliance.

Thanking you,

Yours faithfully, For SWELECT ENERGY SYSTEMS LIMITED

R-�1-

R. SATHISHKUMAR COMPANY SECRETARY

Encl.: As above

SWELECT ENERGY SYSTEMS LIMITED

Registered Office: "SWELECT House", No.5, Sir P.S. Sivasamy Salai, Mylapore, Chennai – 600 004 Tel: +91 44 24993266, Fax: +91 44 24995179 Website: www.swelectes.com; Email: cg.ird@swelectes.com CIN: L93090TN1994PLC028578

POSTAL BALLOT NOTICE

(Pursuant to Sections 108 and 110 of the Companies Act, 2013 read with Rule 20 and 22 of the Companies (Management and Administration) Rules, 2014)

Dear Members,

NOTICE is hereby given pursuant to Sections 108 and 110 read with Rule 20 and 22 of the Companies (Management and Administration) Rules, 2014 (the Rules) under the Companies Act, 2013 (the Act), including any statutory modifications or re-enactments thereof for the time being in force and other applicable provisions, if any, read with the Circular Nos. 14/2020 dated April 8, 2020, 17/2020 dated April 13, 2020, 22/2020 dated June 15, 2020, 33/2020 dated September 28, 2020, 39/2020 dated December 31, 2020, 10/2021 dated June 23, 2021 and 20/2021 dated December 8, 2021 issued by the Ministry of Corporate Affairs ("MCA") (hereinafter collectively referred to as "MCA Circulars"), and read with Circular No (s). SEBI/HO/CFD/CMD1/CIR/P/2020/79 dated May 12, 2020 and SEBI/HO/CFD/CMD2/CIR/P/2021/11 dated January 15, 2021 issued by the Securities and Exchange Board of India (hereinafter collectively referred to as "SEBI Circulars") that the Resolution appended below for seeking approval to related party transactions proposed to be passed as Ordinary Resolution by the Members of SWELECT Energy Systems Limited ("Company") through Postal Ballot only by voting through electronic means ("remote e-voting").

In compliance with the aforesaid MCA Circulars, this Postal Ballot Notice is being sent only through electronic mode to those Members whose e-mail addresses are registered with the Company/Depositories. Therefore, hard copy of Postal Ballot Notice along with Postal Ballot Forms and pre-paid business envelope will not be sent to the shareholders for this Postal Ballot. If your e-mail address is not registered with the Company/Depository, please follow the process provided in the E-voting instructions annexed to the notice to receive this Postal Ballot Notice. The communication of the assent or dissent of the Members would only take place through the remote e-voting system.

The resolution to be passed, together with the Explanatory Statement, pursuant to Section 102(1) of the Act 2013, setting out the material facts and reasons thereto, for this purpose are being sent to the members through e-mail. The Company is pleased to provide the remote e-voting facility for voting through 'electronic means' to enable members for casting their votes by selecting appropriate options for the Resolution, in accordance with the provisions of the Act and Regulation 44 of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 hereinafter referred to as "SEBI LODR Regulations, 2015".

In accordance with Regulation 44 of SEBI LODR Regulations, 2015 and in terms of Sections 108 and 110 of the Act and the Rules made thereunder, the Company for this purpose, has engaged Central Depository Services (India) Limited (CDSL), an agency authorized by the Ministry of Corporate Affairs (MCA), for facilitating the members to communicate their assent or dissent through ''electronic means'' in respect of the Resolution.

The detailed procedures for voting through ''electronic means'' are annexed to this notice. The voting rights of the shareholders shall be in proportion to their shares in the paid-up equity share capital of the Company as on the Cut-off date, viz., 04th February 2022. A person, who is not a member as on the Cut-off date, should treat this notice for information purposes only. The voting rights in respect of unclaimed shares held in Investor Education and Protection Fund and also in the SWELECT Energy Systems Limited - Unclaimed Suspense Account stands frozen in terms of Investor Education and Protection Fund Authority (Accounting, Audit, Transfer and Refund) Rules, 2016 (as amended) and in terms of Regulation 39(4) of SEBI LODR Regulations, 2015 respectively.

The Board of Directors of the Company (the Board) have appointed KRA & Associates, Practicing Company Secretaries, Chennai, as the Scrutinizer, at its meeting held on 9th February 2022, for conducting the voting through ''electronic means'' in a fair and transparent manner.

Members are, therefore, requested to carefully read the instructions given for voting through "electronic means", by casting their votes electronically from 12th February 2022 (9:00 Hours IST) to 13th March 2022 (17:00 Hours IST) by following the procedures as explained thereto.

The Scrutinizer will submit their report on the results of voting through "electronic means" to the Chairperson of the Company or any authorised person of the Company, after completion of the voting by "electronic means".

The last date of voting, i.e., Sunday, the 13th March 2022 will be taken as the date of passing of the said Resolution by the members of the Company.

The results will be announced by the Chairperson or any other person authorised by the Chairperson in writing for this purpose, at the registered office of the Company at "SWELECT House", No.5, Sir P.S. Sivasamy Salai, Mylapore, Chennai - 600 004, Tamil Nadu, India, on Monday, the 14th March 2022. Thereafter, the results will be submitted to BSE Limited (www.bseindia.com) and National Stock Exchange of India Limited (www.nseindia.com), and uploaded on the website of CDSL (www.evotingindia.com) and the Company (www.swelectes.com).

Members requiring any clarification may contact Mr. R. Sathishkumar, Company Secretary through e-mail viz., company.secy@swelectes.com; cg.ird@swelectes.com and may also contact Company's RTA Cameo Corporate Services Limited, Subramanian Building, No.1, Club House Road, Chennai – 600 002, Name of contact person : Mr. P. Muralidharan, Joint Manager, Email ID: murali@cameoindia.com, Tel:+91 44 28460390.

The documents, if any, relevant to this notice and Explanatory Statement referred to under Section 102(1) of the Act, 2013, are open for inspection at the registered office of the Company, during office hours on all working days between 9:00 Hours IST and 17:30 Hours IST upto Sunday, the 13th March 2022.

The Notice of Postal Ballot will be made available on the Company's website viz., www.swelectes.com and at CDSL website:https://www.evotingindia.com and Stock Exchange websites (www.bseindia.com and www.nseindia.com).

SPECIAL BUSINESS

Item No.1

APPROVAL OF MATERIAL RELATED PARTY TRANSACTIONS WITH SWELECT RENEWABLE ENERGY PRIVATE LIMITED (SUBSIDIARY COMPANY)

To consider and if thought fit to pass the following resolution as an Ordinary Resolution:

"RESOLVED THAT pursuant to the provisions of Section 188 and other applicable provisions of the Companies Act, 2013 ("the Act") read with Rule 15 of the Companies (Meeting of the Board and its Powers) Rules, 2014 and Regulation 23 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 ("Listing Regulations") (including any statutory modification or re-enactment thereof) and Company's Policy on Related Party Transaction(s), approval of the Members of the Company be and is hereby accorded to the Board of Directors of the Company, for the material related party transaction(s) to be entered into with SWELECT Renewable Energy Private Limited (Subsidiary Company), a related party within the meaning of Section 2(76) of the Act and Regulation 2(1)(zb) of the Listing Regulations, for Sale and Purchase of goods /materials and services and Leasing of properties on such terms and conditions as the Board of Directors may deem fit upto a maximum aggregate value of ` 50 Crore (Rupees Fifty Crore only) during the financial year 2021-22.

RESOLVED FURTHER THAT the Board of directors be and is hereby authorized to do all such acts, deeds, matters, and things including delegation of such authority and take such steps as may be necessary, desirable or expedient and to give effect to the aforesaid resolution and for matters connected therewith or incidental thereto."

By order of the Board For SWELECT ENERGY SYSTEMS LIMITED

Sd/- R. SATHISHKUMAR Place: Chennai Company Secretary Date: 9th February 2022 Membership No.: A27961

Encl:

• 1. Explanatory Statement in terms of Section 102 (1) of the Companies Act, 2013
• 1. Instructions for Electronic Voting (Remote E-Voting).

Annexure to the Notice of postal ballot dated 9th February 2022

EXPLANATORY STATEMENT PURSUANT TO SECTION 102 (1) OF THE COMPANIES ACT, 2013 IN RESPECT OF THE ORDINARY RESOLUTION

The following explanatory statement sets out all the material facts relating to the special business mentioned in the accompanying notice dated 9th February 2022 and shall be taken as forming part of the notice.

Item No.1

Pursuant to Section 188 of the Companies Act, 2013 ("the Act") read with the Companies (Meetings of Board and its Powers) Rules, 2014 states that no company shall enter into transactions with a Related Party except with the consent of the Board and members of the Company, where such transactions are either not (a) in Ordinary Course of Business or (b) on arm's length basis.

The transactions with the related party as per above resolution is at arm's length and in the ordinary course of business of the Company. However, pursuant to Regulation 23(4) of Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 (Listing Regulations), approval of the Members through Resolution is required for all 'material' related party transactions (RPT), even if they are entered into in the ordinary course of business on an arm's length basis. For this purpose, a RPT will be considered 'material', if the transaction(s) to be entered into individually or taken together with previous transaction(s) during a financial year exceeds 10% of the annual consolidated turnover of the Company as per the last audited financial statements of the Company.

SWELECT Renewable Energy Private Limited (SREPL) having its Registered Office at "SWELECT House", No.5, Sir P.S.Sivasamy Salai, Mylapore, Chennai - 600004, is a Subsidiary company and thus is a related party within the meaning of Section 2(76) of the Act, and Regulation 2(1)(zb) of the Listing Regulations.

The above said subsidiary was incorporated on 23.6.2021 to set up the Solar Power Plant under the Group Captive Generation Scheme and the construction of solar power plant by the said subsidiary is under process. SWELECT Energy Systems Limited (Holding Company) has entered into transaction(s) with SREPL for Sale and Purchase of goods /materials (Sale of solar panels and its allied products) and services and Leasing of properties to the above subsidiary company to aid the construction/operations of solar plant.

Considering the quality in supply of goods and rendering of services by the Holding Company, the above transactions are in the interest of both SREPL and the Holding Company. In addition, the Holding Company is a Bloomberg's Tier 1 module manufacturer globally.

The above transactions are falling within the meaning of Related Party Transactions in terms of the provisions of the Act and the Listing Regulations and are well within the limit as prescribed under SEBI (Listing Regulations). However, the Company proposed to enter into transaction(s) with the above related party for Sale and Purchase of goods /materials (Sale of solar panels and its allied products) and services and Leasing of properties on arm's length basis to an aggregate value (including the transactions already entered) up to ` 50 Crore (Rupees Fifty Crore only) for the financial year 2021-22, which is as per the criteria mentioned in the Listing Regulations is considered as 'Material' and therefore requires approval of the Members of the Company.

The particulars of the transaction pursuant to Rule 15 of the Companies (Meeting of Board and its Powers) Rules, 2014 for Item No.1 are as under:

Sr. No.	Particulars	Remarks
1.	Name of the Related Party	SWELECT Renewable Energy Private Limited ("SREPL")
2	NameoftheDirectorandKeyManagerial Personnel who is related,if any	Mr. R. Chellappan, Mr.V.C.Raghunath, Mr. S. Krishnan, Dr. S. Iniyanand Mr. K V.Nachiappan, being Directors of the subsidiary company,a related party, are interested in the resolution.
3.	Nature of relationship	SREPL is a Subsidiary Company of the Company and hence a relatedparty under sub-clause (A) of para (viii) of sub-section 76 of Section 2of the Companies Act, 2013.
4.	Nature, material terms, monetaryvalue and particulars of the contractor arrangement	for Sale and Purchase of goods / materials and services and Leasingof properties (Sale of solar panels and its allied products) uptoa maximum aggregate value of ` 50 Crore for the financial year2021-22.
5.	Any other information relevant orimportant for the Members to take adecision on the proposed resolution	Transactions are in the ordinary course of business and at arm'slength basis.

The Audit Committee and the Board of Directors of the Company at their respective meetings held on February 09, 2022, have approved the transactions as set out in Item No.1 and proposed the same for approval of the Members.

As specified in the SEBI Listing Regulations, all related parties of the Company, including any person or entity belonging to the promoter or promoter group of the listed entity and holding 20% or more of shareholding in the listed Company, Directors and Key Managerial Personnel of the Company including their relatives shall not vote to approve the resolution as under Item No.1 of the Notice.

None of the Directors, Key Managerial Personnel of the Company and their relatives are, in any way, concerned or interested, financially or otherwise, in the Resolution set out in Item No.1 of the Notice except to the extent of their shareholding or employment in the Company.

The Board is of the opinion that the aforesaid related party transactions are in the best interest of the Company.

The Board recommends the Resolution as set out in the Notice for approval of the Members as an Ordinary Resolution.

By order of the Board For SWELECT ENERGY SYSTEMS LIMITED

Sd/- R. SATHISHKUMAR

NOTES:

• 1. In Compliance with MCA Circulars, the Postal Ballot Notice is being sent only through electronic mode to all the Members, whose names appear on the Register of Members/list of Beneficial Owners as received from National Securities Depository Limited (NSDL)/Central Depository Services (India) Limited (CDSL) as on February 04, 2022. The Postal Ballot Notice is being sent to Members in electronic form to the email addresses registered with their Depository Participants.
• 1. All the persons who are members of the Company as on Cut-off date, but who may not have received this Notice due to non-registration of their e-mail id with the Company or the Depositories/ Depository Participants shall also be entitled to vote in relation to the resolution specified in this Notice. Such Members are requested to follow the instruction given for registration of their e-mail address.
• 1. As per MCA circulars and on account of threats posed by continuing Covid-19 pandemic, physical copies of Notice, Postal Ballot forms and prepaid business reply envelope are not being sent to Members for this postal ballot.
• 1. In terms of MCA Circulars, the communication of assent or dissent of the Members through remote e-voting shall be considered as valid and the resolution mentioned in the Notice shall be passed by remote e-voting only.
• 1. The Company has provided the facility to the members to exercise their votes electronically and vote on the resolution through the e-voting facility arranged by Central Depository Services (India) Limited (CDSL). The instructions and process for e-voting are mentioned in this Notice.
• 1. Members whose names appear on the Register of Members / List of Beneficial Owners as on February 04, 2022 will be considered for the purpose of voting. A person who is not a Member as on the relevant date should treat this notice for information purposes only.
• 1. All the documents referred to in the accompanying notice and Explanatory Statement are open for inspection during office hours (9:00 Hours IST to 17:30 Hours IST) on all working days, from the date of dispatch of postal ballot notice until the last date for receipt for votes by remote e-voting.
• 1. Resolution passed by the Members through postal ballot are deemed to have been passed as if they have been passed at a General Meeting of the Members.

INSTRUCTIONS FOR ELECTRONIC VOTING (REMOTE E-VOTING)

Start Date: Saturday, 12th February 2022

Last Date: Sunday, 13th March 2022

In compliance with MCA Circulars, Regulation 44 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 and Sections 108 &110 and other applicable provisions of the Companies Act, 2013, read with the related Rules, the Company is pleased to provide remote e-voting facility to all its Members, to enable them to cast their votes electronically and also the Company has engaged the services of CDSL for the purpose of providing remote e-voting facility.

The detailed process, instructions and manner for availing remote e-voting facility is provided herein below:

• (i) The voting period begins on 12th February 2022 (9:00 Hours IST) and ends on 13th March 2022 (17:00 Hours IST). During this period shareholders' of the Company, holding shares either in physical form or in dematerialized form, as on the cut-off date (record date) of 4th February 2022 may cast their vote electronically. The e-voting module shall be disabled by CDSL for voting thereafter.
• (ii) Pursuant to SEBI Circular No. SEBI/HO/CFD/CMD/CIR/P/2020/242 dated 09.12.2020, under Regulation 44 of Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015, listed entities are required to provide remote e-voting facility to its shareholders, in respect of all shareholders' resolutions. However, it has been observed that the participation by the public non-institutional shareholders/retail shareholders is at a negligible level.

Currently, there are multiple e-voting service providers (ESPs) providing e-voting facility to listed entities in India. This necessitates registration on various ESPs and maintenance of multiple user IDs and passwords by the shareholders.

In order to increase the efficiency of the voting process, pursuant to a public consultation, it has been decided to enable e-voting to all the demat account holders, by way of a single login credential, through their demat accounts/ websites of Depositories/ Depository Participants. Demat account holders would be able to cast their vote without having to register again with the ESPs, thereby, not only facilitating seamless authentication but also enhancing ease and convenience of participating in e-voting process.

(iii) In terms of SEBI circular no. SEBI/HO/CFD/CMD/CIR/P/2020/242 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.

Pursuant to above said SEBI Circular, Login method for e-Voting for Individual shareholders holding securities in Demat mode is given below:

Type of shareholders	Login Method
Individual Shareholdersholding securities inDemat mode with CDSL	1) Users who have opted for CDSL Easi / Easiest facility, can login through theirexisting user id and password. Option will be made available to reach e-Voting pagewithout any further authentication. The URL for users to login to Easi / Easiest arehttps://web.cdslindia.com/myeasi/home/login or visit www.cdslindia.com and click onLogin icon and select New System Myeasi.
	2) After successful login the Easi / Easiest user will be able to see the e-Voting option foreligible companies where the e-voting is in progress as per the information provided bycompany. On clicking the e-voting option, the user will be able to see e-Voting page ofthe 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 ServiceProviders i.e. CDSL/NSDL/KARVY/LINKINTIME, so that the user can visit the e-Votingservice providers' website directly.
	3) If the user is not registered for Easi/Easiest, option to register is available athttps://web.cdslindia.com/myeasi/Registration/EasiRegistration
	4) Alternatively, the user can directly access e-Voting page by providing Demat AccountNumber and PAN No. from a e-Voting link available on www.cdslindia.com home page.The system will authenticate the user by sending OTP on registered Mobile & Email asrecorded in the Demat Account. After successful authentication, user will be able to seethe e-Voting option where the e-voting is in progress and also able to directly accessthe system of all e-Voting Service Providers.
Individual Shareholdersholding securities indemat mode with NSDL	1) If you are already registered for NSDL IDeAS facility, please visit the e-Services websiteof NSDL. Open web browser by typing the following URL: https://eservices.nsdl.comeither on a Personal Computer or on a mobile. Once the home page of e-Servicesis launched, click on the "Beneficial Owner" icon under "Login" which is availableunder 'IDeAS' section. A new screen will open. You will have to enter your User ID andPassword. After successful authentication, you will be able to see e-Voting services.Click on "Access to e-Voting" under e-Voting services and you will be able to seee-Voting page. Click on company name or e-Voting service provider name and youwill be re-directed to e-Voting service provider website for casting your vote during theremote e-Voting period.
	2) If the user is not registered for IDeAS e-Services, option to register is available athttps://eservices.nsdl.com. Select "Register Online for IDeAS "Portal or click athttps://eservices.nsdl.com/SecureWeb/IdeasDirectReg.jsp

3) 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 thehome page of e-Voting system is launched, click on the icon "Login" which is availableunder 'Shareholder/Member' section. A new screen will open. You will have to enteryour User ID (i.e. your sixteen digit demat account number hold with NSDL), Password/OTP and a Verification Code as shown on the screen. After successful authentication,you will be redirected to NSDL Depository site wherein you can see e-Voting page.Click on company name or e-Voting service provider name and you will be redirectedto e-Voting service provider website for casting your vote during the remote e-Votingperiod.

Individual Shareholders(holding securitiesin demat mode)login throughtheir DepositoryParticipants

You can also login using the login credentials of your demat account through yourDepository Participant registered with NSDL/CDSL for e-Voting facility. After Successfullogin, you will be able to see e-Voting option. Once you click on e-Voting option, you willbe redirected to NSDL/CDSL Depository site after successful authentication, wherein youcan see e-Voting feature. Click on company name or e-Voting service provider name andyou will be redirected to e-Voting service provider website for casting your vote during theremote e-Voting period.

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

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

Login type	Helpdesk details
Individual Shareholdersholding securities inDemat mode withCDSL	Members facing any technical issue in login can contact CDSL helpdesk by sendinga request at helpdesk.evoting@cdslindia.com or contact at 022-23058738 and22-23058542-43.
Individual Shareholdersholding securities inDemat mode withNSDL	Members facing any technical issue in login can contact NSDL helpdesk by sending arequest at evoting@nsdl.co.in or call at toll free no.: 1800 1020 990 and 1800 22 44 30

• (iv) Login method for e-Voting for shareholders other than individual shareholders holding in Demat form & physical shareholders.
  • 1. The shareholders should log on to the e-voting website www.evotingindia.com.
  • 1. Click on "Shareholders" module.
  • 1. 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. Shareholders holding shares in Physical Form should enter Folio Number registered with the Company.
  • 1. Next enter the Image Verification as displayed and Click on Login.
  • 1. If you are holding shares in demat form and had logged on to www.evotingindia.com and voted on an earlier e-voting of any company, then your existing password is to be used.

1. If you are a first-time user follow the steps given below:

	For Shareholders holding shares in Demat Form other than individual andPhysical Form
PAN	Enter your 10 digit alpha-numeric PAN issued by Income Tax Department (Applicablefor both demat shareholders as well as physical shareholders)
	Shareholders who have not updated their PAN with the Company/DepositoryParticipant are requested to use the sequence number sent by Company/RTA orcontact Company/RTA.
Dividend Bank DetailsOR	Enter the Dividend Bank Details or Date of Birth (in dd/mm/yyyy format) as recordedin your demat account or in the company records in order to login.
Date of Birth (DOB)	If both the details are not recorded with the depository or company, please enterthe member id / folio number in the Dividend Bank details field as mentioned ininstruction (v).

• (v) After entering these details appropriately, click on "SUBMIT" tab.

• (vi) Shareholders holding shares in physical form will then directly reach the Company selection screen. However, shareholders 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 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.

• (vii) For shareholders holding shares in physical form, the details can be used only for e-voting on the resolution contained in this Notice.

• (viii) Click on the EVSN for SWELECT Energy Systems Limited on which you choose to vote.

• (ix) 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.

• (x) Click on the "RESOLUTION FILE LINK" if you wish to view the entire Resolution details.

• (xi) 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.

• (xii) Once you "CONFIRM" your vote on the resolution, you will not be allowed to modify your vote.

• (xiii) You can also take a print of the votes cast by clicking on "Click here to print" option on the Voting page.

• (xiv) If a demat account holder has forgotten the login password then Enter the User ID and the image verification code and click on Forgot Password & enter the details as prompted by the system.

• (xv) Facility for Non Individual Shareholders and Custodians Remote Voting

  • Non-Individual shareholders (i.e. other than Individuals, HUF, NRI etc.) and Custodians are required to log on to www.evotingindia.com and register themselves in the "Corporates" module.
  • A scanned copy of the Registration Form bearing the stamp and sign of the entity should be emailed to helpdesk. evoting@cdslindia.com.
  • 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 linked in the login should be mailed to helpdesk.evoting@cdslindia.com 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.

• Alternatively Non Individual shareholders are required to send the relevant Board Resolution/ Authority letter etc. together with attested specimen signature of the duly authorized signatory who are authorized to vote, to the Scrutinizer and to the Company at the email address viz; gkrkgram@yahoo.in and cg.ird@swelectes.com(designated email address of the company), if they have voted from individual tab & not uploaded same in the CDSL e-voting system for the scrutinizer to verify the same.

PROCESS FOR THOSE SHAREHOLDERS WHOSE EMAIL/MOBILE NO. ARE NOT REGISTERED WITH THE COMPANY / DEPOSITORIES.

• 1. For Physical shareholders- please provide necessary details like 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 Company/RTA email id viz. cg.ird@swelectes.com and investor@cameoindia.com.
• 1. For Demat shareholders Please update your email id & mobile no. with your respective Depository Participant (DP).
• 1. For Individual Demat shareholders Please update your email id & mobile no. with your respective Depository Participant (DP) which is mandatory while e-Voting through Depository.

If you have any queries or issues regarding e-Voting from the CDSL e-Voting System, you can write an email to helpdesk.evoting@cdslindia.com or contact at 022-23058738 and 022-23058542/43.

All grievances connected with the facility for voting by electronic means may be addressed to Mr. Rakesh Dalvi, Sr. Manager, Central Depository Services (India) Limited (CDSL), 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 on 022-23058542/43.