Swelect Energy Systems Limited — Proxy Solicitation & Information Statement 2023

Feb 20, 2023

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Stay powerful when sun shines. And thereafter

February 20, 2023

BSE Limited National Stock Exchange of India Limited Department of Corporate Services Listing Department Floor 25, P. J. Towers, Registered Office: “Exchange Plaza”, Dalal Street, Bandra – Kurla Complex, Bandra (E), Mumbai-400 001. Mumbai – 400 051.

Scrip Code: 532051 Scrip Code: SWELECTES

Dear Sir / Madam,

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

Kindly refer to the Company’s outcome of Board Meeting submitted on 11[th] February 2023 regarding the decision of the Board of Directors for seeking approval of Members of the Company through Postal Ballot (E-voting) for appointment of Dr. Ravi Muthusamy, Independent Director.

In this connection, we enclose herewith the Postal Ballot Notice sent today (20[th] February 2023) through electronic mode to the Members of the Company, those who have registered their email ids with the Depository/RTA, for transacting the following special business:

1. APPROVAL FOR APPOINTMENT OF Dr. RAVI MUTHUSAMY AS AN INDEPENDENT DIRECTOR OF THE COMPANY FOR THE FIRST TERM OF 5 (FIVE) CONSECUTIVE YEARS – Special Resolution

The remote e-voting begins on 21[st] February 2023 (9:00 Hours IST) and ends on 22[nd] March 2023 (17:00 Hours IST). 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 on 17[th] February 2023 (cut-off Date).

The results of the Postal ballot (e-voting) will be announced on Friday, March 24, 2023. The results along with the Scrutinizer’s report will be submitted to Stock Exchanges, displayed on the Company’s Notice Board and also disseminated in the Company’s website www.swelectes.com. The same will be made available on the website of Central Depository Services (India) Limited (www.evotingindia.com).

We request you to kindly take on record the above compliance.

Thanking you,

Yours faithfully, For SWELECT ENERGY SYSTEMS LIMITED

RAJAMANICKA Digitally signed by RAJAMANICKAM M SATHISH SATHISH KUMAR KUMAR Date: 2023.02.20 18:55:21 +05'30'

R. SATHISHKUMAR COMPANY SECRETARY Encl.: As above

Regd Office: ‘SWELECT HOUSE’, No. 5, Sir P.S. Sivasamy Salai, Mylapore, Chennai - 600 004, India. TEL: + 91 44 2499 3266, 2467 9602 / 03, FAX: +91 44 2499 5179, E mail: info@swelectes.com CIN: L93090TN1994PLCO28578, www.swelectes.com

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 Section 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 that pursuant to Section 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 General Circular No. 11/2022 dated December 28, 2022 (in continuation to the circulars issued earlier in this regard) issued by the Ministry of Corporate Affairs (“MCA”) (“ MCA Circulars ”), Regulation 44 of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 (‘’Listing Regulations”) and Secretarial Standard on General Meetings (“SS-2”) issued by the Institute of Company Secretaries of India and other applicable laws and regulations, approval of the Members is sought via Postal Ballot through e-voting only (Voting through Electronic means) for appointment of Dr. Ravi Muthusamy, (DIN: 08066520) as an Independent Director of the Company.

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. The communication of the assent or dissent of the Members would only take place through electronic means.

The resolution to be passed, together with the Explanatory Statement, pursuant to Section 102(1) of the Act, 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 Listing Regulations.

In accordance with Regulation 44 of Listing Regulations and in terms of Section 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 Board of Directors of the Company (the Board) has appointed KRA & Associates, Practicing Company Secretaries, Chennai, as the Scrutinizer, at its meeting held on 11[th] February 2023, for conducting the voting through ‘‘electronic means’’ in a fair and transparent manner.

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. 17[th] February 2023. 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 Investors Education and Protection Fund and also in the SWELECT Energy Systems Limited - Unclaimed Suspense Account stands frozen in terms of Investor Education and

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Protection Fund Authority (Accounting, Audit, Transfer and Refund) Rules, 2016 (as amended) and in terms of Regulation 39(4) of Listing Regulations respectively.

Members are, therefore, requested to carefully read the instructions given for voting through “electronic means”, by casting their votes electronically from 21[st] February 2023 (9.00 Hours IST) to 22[nd] March 2023 (17.00 Hours IST) by following the procedures as explained in the Instructions for electronic voting.

The Scrutinizer will submit their report on the results of voting through “electronic means” to the Chairman of the Company or any authorised person of the Company, after completion of the voting period.

The Resolution, if passed by requisite majority, shall be deemed to have been passed on the last date i.e. Wednesday, the 22[nd ] March 2023.

The results of the voting by Postal Ballot (through electronic means) will be announced by the Chairman of the Company or any other person authorized by him, on Friday, 24[th] March 2023 at 3.00 PM at the registered office of the company at “SWELECT HOUSE” No:5, Sir P.S.Sivasamy Salai, Mylapore Chennai - 600004. Thereafter, the results along with the Scrutinizer’s report will be submitted to BSE Limited (www.bseindia.com) and National Stock Exchange of India Limited (www.nseindia.com), and the same will be 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 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 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 FOR APPOINTMENT OF Dr. RAVI MUTHUSAMY AS AN INDEPENDENT DIRECTOR OF THE COMPANY FOR THE FIRST TERM OF 5 (FIVE) CONSECUTIVE YEARS.

To consider and if thought fit to pass the following resolution as a Special Resolution:

“RESOLVED THAT pursuant to the recommendation of the Nomination and Remuneration Committee and approval of the Board of Directors in their respective meetings held on 10[th] February 2023 and 11[th] February 2023, and pursuant to the provisions of Sections 149, 150, 152, 160 read with Schedule IV and any other applicable provisions, if any, of the Companies Act, 2013 (‘the Act’), and the Companies (Appointment and Qualification of Directors) Rules, and the applicable provisions of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 (hereinafter referred as “Listing Regulations”) (including any statutory modification(s) or re-enactment thereof for the time being in force), the approval of the Members of the Company be and is hereby accorded for appointment of Dr. Ravi Muthusamy, (DIN: 08066520) who was appointed as an Additional Director designated as Independent Director of the Company by the Board of Directors with effect from 11[th] February 2023 pursuant to Section 161 and Article 157 of the Articles of Association of the Company and who has submitted a declaration confirming the criteria of Independence under Section 149(6) of the Act, read with Regulation 16 (1) (b) of Listing Regulations, as amended from time to time, and who is eligible for appointment under the provisions of the Act and Rules made thereunder and Listing Regulations, for a first term of 5 (five) consecutive years with effect from 11[th] February, 2023 and whose term of office is not liable to retire by rotation.”

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“ RESOLVED FURTHER THAT the Board of Directors or the Company Secretary of the Company be and are hereby severally authorised to do and perform all such acts, deeds, matters or things as may be considered necessary, appropriate, expedient or desirable to give effect to the above resolution.”

By order of the Board

For SWELECT ENERGY SYSTEMS LIMITED

Sd/-

Place: Chennai

Date: 11[th] February 2023

R. SATHISHKUMAR Company Secretary Membership No.: A27961

Encl:

• 1) Explanatory Statement in terms of Section 102 (1) of the Companies Act, 2013

• 2) Instructions for Electronic Voting.

Annexure to the Notice of postal ballot dated 11[th ] February 2023

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

THE SPECIAL BUSINESS

The following explanatory statement sets out all the material facts relating to the special business mentioned in the accompanying notice dated 11[th] February 2023 and shall be taken as forming part of the notice.

Item No.1

The Board of Directors on the recommendation of the Nomination and Remuneration Committee, appointed Dr. Ravi Muthusamy, [DIN: 08066520] as an Additional and Independent Director of the Company for 5 (five) consecutive years with effect from 11[th] February, 2023, under Sections 149,150,152 and 161 of the Act, read with applicable provisions of the Listing Regulations and Articles of Association of the Company subject to the approval of Members and any other approval as may be required from time to time.

The Company has received a declaration from Dr. Ravi Muthusamy, [DIN: 08066520] being eligible for appointment as Independent Director and provided his consent in writing to act as Director in Form DIR-2 pursuant to Rule 8 of the Companies (Appointment & Qualification of Directors) Rules, 2014, and pursuant to Section 149(6) of the Act and Regulation 16(1) (b) of the Listing Regulations as amended from time to time. He is not disqualified from being appointed as Director in terms of Section 164 of the Act as amended from time to time.

In accordance with the provisions of Section 149 read with Schedule IV to the Act, appointment of Independent Directors requires approval of the members of the Company.

The Company has received a Notice under Section 160 of the Act from Dr.Ravi Muthusamy in writing proposing his candidature for appointment as an Independent Director of the Company.

In the opinion of the Board, Dr. Ravi Muthusamy, fulfils the conditions specified in the Act, Rules made there under and Listing Regulations for appointment as an Independent Director and he is independent of management.

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A brief profile of Dr.Ravi Muthusamy, nature of his expertise in specific functional areas, names of companies in which he holds Directorship, Committee Memberships/ Chairmanships, shareholding etc., are provided herein.

ANNEXURE TO THE EXPLANATORY STATEMENT:

Brief Profile of Dr. Ravi Muthusamy:

Dr. Ravi Muthusamy, had served in the Police Department, Government of Tamil Nadu and retired as Director General of Police / Commissioner of Police in the year 2022. During his service he was a very dedicative and perseverance towards the betterment of society and his courageous nature and honesty has made him one of the most commendable officers in the Police department.

the Police department.
Age & Date of Birth	60 years & 25.05.1962
Qualifcation	M.Sc.(Agri.,) M.Sc., (Cyber Forensics & Information Security) Ph. D. (Economics) Madurai Kamarajar University, Tamil Nadu.
Experience	Banking Service - As an Ofcer in Syndicate Bank Served in Kerala, Delhi and Haryana from December 1985 to August 1991. Joined Indian Police Service in the year 1991 Retired as DGP/Commissioner of Police in the year 2022.
Achievements	• Indian Council of Agricultural Research Fellowship Holder. • Recipient of Directors gold medal for Horse riding in Mussoorie in 1991. • President of India’s DISTINGUISHED service in 2016. • Undergone Mid-career Training programme on policing in Oxford University in UK, Scotland police and FBI in Quantico. • Held the position of Director, Tamil Nadu Police Housing Corporation Limited, Chennai for two years. • As a resource person trained about 5500 IAS aspirants in Anna Institute of Management run by Government of Tamil Nadu.
Terms and conditions of appointment & Remuneration	Appointed as Independent Director for frst term of 5 years with efect from 11.02.2023. The independent Director is not liable to retire by rotation. The Independent Director is eligible to receive sitting fees for attending Board Meetings.
Date of frst appointment on the Board	11.02.2023
Shareholding in the Company	NIL
Shareholding as a benefcial owner	NIL
Inter-se relationship with other Directors of the Company	NIL
Number of Board meetings attended during the year	Not Applicable
Directorships held in other listed entity and unlisted entity	NIL
Chairmanship/ Membership in Committees of the other Board (Listed / Unlisted)	NIL
Name of listed entityfrom which the person has resigned in the past three years	NIL

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The Board considered that Dr. Ravi Muthusamy possess appropriate skills, experience and knowledge in law, administration and research which will benefit to the growth and good Corporate Governance of the Company.

Copy of the draft letter of appointment of Dr. Ravi Muthusamy setting out the terms and conditions will be made available in the website of the Company.

None of the Directors / Promoters or Key Managerial Personnel (KMP) or their respective relatives, except Dr Ravi Muthusamy, to whom the resolution relates, is concerned or interested in the Resolution mentioned at Item No.1 of the Notice.

The Board recommends the Resolution as set out in the Notice for approval of the Members as a Special Resolution.

By order of the Board For SWELECT ENERGY SYSTEMS LIMITED

Sd/-

R. SATHISHKUMAR

Place: Chennai Date: 11[th] February 2023

Company Secretary Membership No.: A27961

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 17, 2023.

2. 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.

3. As per MCA circulars, physical copies of Notice, Postal Ballot forms and prepaid business reply envelope are not being sent to Members for this postal ballot.

4. 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.

5. 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.

6. Members whose names appear on the Register of Members / List of Beneficial Owners as on February 17, 2023 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.

7. 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 electronic means.

8. 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.

9. If shareholders 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.

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INSTRUCTIONS FOR ELECTRONIC VOTING

Start Date: 21.02.2023 (9.00 Hours IST)

Last Date: 22.03.2023 (17.00 Hours IST)

In compliance with MCA Circulars, Regulation 44 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 and Section 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 21[st] February 2023 (9:00 Hours IST) and ends on 22[nd] March 2023 (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 17[th] February 2023 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:

Demat modeis given belo	w:
Type of shareholders	Login Method
Individual Shareholders holding securities in Demat mode withCDSL	Users who have opted for CDSL Easi / Easiest facility, can login through their existing user id and password. Option will be made available to reach e-Voting page without any further authentication. The URL for users to login to Easi / Easiest are https://web.cdslindia.com/ myeasi/home/login or visit www.cdslindia.com and click on Login icon and select New System Myeasi. After successful login the Easi / Easiest user will be able to see the e-Voting option for eligible companies where the evoting is in progress as per the information provided by company. On clicking the evoting option, the user will be able to see e-Voting page of the e-Voting service provider for casting your vote during the remote e-Voting period. Additionally, there is also links provided to access the system of all e-Voting Service Providers i.e. CDSL/NSDL/KARVY/LINKINTIME, so that the user can visit the e-Voting serviceproviders’ website directly.

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	If the user is not registered for Easi/Easiest, option to register is available at https://web. cdslindia.com/myeasi/Registration/EasiRegistration Alternatively, the user can directly access e-Voting page by providing Demat Account Number and PAN No. from a e-Voting link available on www.cdslindia.com home page. The system will authenticate the user by sending OTP on registered Mobile & Email as recorded in the Demat Account. After successful authentication, user will be able to see the e-Voting option where the evoting is in progress and also able to directly access the system of all e-Voting Service Providers.
Individual Shareholders holding securities in demat mode withNSDL	If you are already registered for NSDL IDeAS facility, please visit the e-Services website of NSDL. Open web browser by typing the following URL: https://eservices.nsdl.com either on a Personal Computer or on a mobile. Once the home page of e-Services is launched, click on the “Benefcial Owner” icon under “Login” which is available under ‘IDeAS’ section. A new screen will open. You will have to enter your User ID and Password. 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 see e-Voting page. Click on company name or e-Voting service provider name and you will be re-directed to e-Voting service provider website for casting your vote during the remote e-Voting period. If the user is not registered for IDeAS e-Services, option to register is available at https:// eservices.nsdl.com. Select “Register Online for IDeAS “Portal or click at https://eservices. nsdl.com/SecureWeb/IdeasDirectReg.jsp Visit the e-Voting website of NSDL. Open web browser by typing the following URL: https:// www.evoting.nsdl.com/ either on a Personal Computer or on a mobile. Once the home page of e-Voting system is launched, click on the icon “Login” which is available under ‘Shareholder/Member’ section. A new screen will open. You will have to enter your User ID (i.e. your sixteen digit demat account number hold with NSDL), Password/OTP and a Verifcation 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 redirected to e-Voting service provider website for casting your vote during the remote e-Voting period.
Individual Shareholders (holding securities in demat mode) login through theirDepository Participants	You can also login using the login credentials of your demat account through your Depository Participant registered with NSDL/CDSL for e-Voting facility. After Successful login, you will be able to see e-Voting option. Once you click on e-Voting option, you will be redirected to NSDL/CDSL Depository site after successful authentication, wherein you can see e-Voting feature. Click on company name or e-Voting service provider name and you will be redirected to e-Voting service provider website for casting your vote during the remote e-Voting period.

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

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

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

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• (iv) Login method for e-Voting for shareholders other than individual shareholders holding in Demat form & physical shareholders.

The shareholders should log on to the e-voting website www.evotingindia.com.

• 1) Click on “Shareholders” module.

• 2) 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.

• 3) Next enter the Image Verification as displayed and Click on Login.

• 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.

• 4) If you are a first-time user follow the steps given below:

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

For Shareholders holding shares in Demat Form other than individual and Physical
Form
PAN Enter your 10 digit alpha-numeric PAN issued by Income Tax Department (Applicable for 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 or contact Company/RTA.
Dividend Enter the Dividend Bank Details or Date of Birth (in dd/mm/yyyy format) as recorded in your
Bank Details demat account or in the company records in order to login.
OR
• If both the details are not recorded with the depository or company, please enter the member
Date of Birth id / folio number in the Dividend Bank details field as mentioned in instruction (v).
(DOB)
----- End of picture text -----*

• (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 resolutions 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 “RESOLUTIONS 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.

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(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.

2. For Demat shareholders - Please update your email id & mobile no. with your respective Depository Participant (DP).

3. 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, (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 on 02223058542/43.

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