Tejas Networks Limited — Proxy Solicitation & Information Statement 2024

Oct 25, 2024

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October 25, 2024

The Secretary National Stock Exchange of India Ltd Exchange Plaza, C/1, Block G, Bandra Kurla Complex, Bandra (East) Mumbai – 400 051 NSE Symbol: TEJASNET

The Secretary BSE Limited P J Towers, Dalal Street, Mumbai – 400 001 BSE Scrip Code: 540595

Dear Sir/Madam,

Re: Postal Ballot Notice

Further to the outcome of meeting of the Board of Directors of Tejas Networks Limited (“the Company”) dated October 18, 2024, please find enclosed herewith copy of the postal ballot notice dated October 18, 2024 along with the Explanatory Statement (“Notice”) to seek approval of the shareholders for the following resolution:

e of Resolution	Ordinary Resolution
iculars	Approve entering into Material Related Party Transactions w Tata AutoComp Systems Limited, a related party of the Compa

In compliance with the applicable circulars issued by the Ministry of Corporate Affairs, the Postal Ballot Notice is being sent to the Members of the Company who have their email addresses registered with the Company/Depositories and whose names appear in the Register of Members/List of Beneficial Owners as received from Depositories as on October 18, 2024 (‘Cut-off date’) through electronic mode only.

The Company has engaged the services of National Securities Depository Limited (‘NSDL’) to provide remote e-voting facility to the Members. The remote e-voting period commences on October 26, 2024, from 9:00 a.m. (IST) and ends on November 25, 2024, at 5:00 p.m. (IST). The e-voting module shall be disabled by NSDL thereafter. Voting rights of the Members shall be in proportion to the equity shares held by them in the paid-up equity share capital of the Company as on the Cut-off date. Please note that communication of assent or dissent of the Members would only take place through the remote e-voting system. The instructions for remote e-voting is provided in the ‘Notes’ section to the Notice.

The Notice is available on the website of the Company at www.tejasnetworks.com/shareholders/ and on the website of NSDL at www.evoting.nsdl.com

Kindly take the above information on record.

Yours sincerely For Tejas Networks Limited

RANGACHARI Digitally signed by RANGACHARI RAVIKRISHNAN RAVIKRISHNAN Date: 2024.10.25 14:20:15 +05'30'

N R Ravikrishnan General Counsel, Chief Compliance Officer & Company Secretary

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Postal Ballot Notice

Tejas Networks Limited

Postal Ballot Notice | 1

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Tejas Networks Limited CIN: L72900KA2000PLC026980 Regd. Office: J P Software Park,Plot No 25, Sy. No 13, 14,17,18, KonnapanaAgrahara Village, Begur Hobli, Bengaluru-560100, Karnataka, India. T: + 91 80 4179 4600 | F:+91 80 2852 0201 Website: www.tejasnetwoks.com | email: corporate@tejasnetworks.com

NOTICE OF THE POSTAL BALLOT

Pursuant to Section 110 of the Companies Act, 2013, read with the Companies (Management and Administration) Rules, 2014

Dear Members,

NOTICE is hereby given pursuant to the provisions of Sections 108 and 110, and other applicable provisions of the Companies Act, 2013, as amended (“the Act”), read together with the Companies (Management and Administration) Rules, 2014, as amended (“the Management Rules”) , General Circular Nos. 14/2020 dated April 8, 2020, 17/2020 dated April 13, 2020, 20/2020 dated May 5, 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, 20/2021 dated December 8, 2021, 3/2022 dated May 5, 2022, 11/2022 dated December 28, 2022 and 09/2023 dated September 25, 2023, issued by the Ministry of Corporate Affairs, Government of India (“the MCA Circulars”) , Secretarial Standard on General Meetings issued by the Institute of Company Secretaries of India (“SS-2”) and any other applicable law, rules, circulars, notifications and regulations (including any statutory modification(s) or re-enactment(s) thereof, for the time being in force), that the resolutions appended below, be passed by the Members of the Company as on the Cut-off Date through the postal ballot (“the Postal Ballot”) only by way of remote e-voting (“e-voting”) for the following resolution:

Resolution	Approve entering into Material Related Party Transactions with Tata AutoComp Systems Limited,a relatedpartyof the Company.
Nature of the Resolution	Ordinary Resolution

An Explanatory Statement pertaining to the said resolution setting out the material facts and the reasons / rationale thereof form part of this Postal Ballot Notice (“the Notice” or “the Postal Ballot Notice”) .

In compliance with Regulation 44 of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015, as amended (“the LODR Regulations”) and pursuant to the provisions of Sections 108 and 110 of the Act read with the rules framed thereunder and the MCA Circulars, the manner of voting on the proposed resolution is restricted only to e-voting i.e., by casting votes electronically instead of submitting postal ballot form. Accordingly, the Postal Ballot Notice and instructions for e-voting are being sent only through electronic mode to those members whose email address is registered with the Company / Depository Participant (“DP”) .

The Board has appointed Mr. C Dwarakanath, Company Secretary in Practice (FCS- 7723 and CP No: 4847) failing which Mr. Ananta Deshpande, Company Secretary in Practice (ACS - 24319 and CP No. 20322) as the scrutinizers (“Scrutinizer”) for conducting the Postal Ballot / e-voting process in a fair and transparent manner and they have communicated their willingness to be appointed and will be available for the said purpose. The Scrutinizer’s decision on the validity of the votes cast in the Postal Ballot shall be final.

In compliance with the provisions of Sections 108 and 110 of the Act read with Rule 20 and 22 of the Management Rules, Regulation 44 of the LODR Regulations, and SS-2, the Company has provided e-voting facility to its members to cast their votes electronically. The detailed procedure with respect to e-voting is mentioned in this Notice. The Company has engaged the National Securities Depository Limited (“NSDL”) for facilitating e-voting.

Members desiring to exercise their votes are requested to carefully read the instructions indicated in this Notice and record their assent (FOR) or dissent (AGAINST) by following the procedure as stated in the Notes forming part of the Notice

The e-voting facility will be available during the following period:

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Commencement of e-voting period October 26, 2024
Conclusion of e-voting period November 25, 2024
Cut-off date for eligibility to vote October 18, 2024
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The e-voting facility will be disabled by NSDL immediately after 5.00 p.m. IST on November 25, 2024, and will be disallowed thereafter.

The Scrutinizer will submit his report to the Chairman of the Company (“the Chairman”) or any other person authorized by the Chairman, and the result will be announced within 2 working days from the conclusion of the e-voting period. The result declared along with the Scrutinizer’s report shall be communicated in the manner provided in this Postal Ballot Notice. The results will also be displayed on the Company’s website i.e. www.tejasnetworks.com.

The last date of e-voting, i.e November 25, 2024, shall be the date on which the resolution would be deemed to have been passed, if approved by the requisite majority.

Tejas Networks Limited

Postal Ballot Notice | 2

SPECIAL BUSINESS

Approve entering into Material Related Party Transactions with Tata AutoComp Systems Limited, a related party of the Company.

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

“RESOLVED THAT pursuant to the provisions of Regulation 23(4) of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 (“SEBI Listing Regulations”), as amended from time to time, the applicable provisions of the Companies Act, 2013 (“Act”) read with Rules made thereunder, other applicable laws/statutory provisions, if any, (including any statutory modification(s) or amendment(s) or reenactment (s) thereof, for the time being in force), the Company’s Policy on Related Party Transactions, and subject to such approval(s), consent(s), permission(s) as may be necessary from time to time and basis the approval and recommendation of the Audit Committee and the Board of Directors of the Company, the approval of the Shareholders of Tejas Networks Limited (the “ Company ”) be and is hereby accorded to the Company to enter/continue to enter into Material Related Party Transaction(s)/ Contract(s)/Arrangement(s)/ Agreement(s) (whether by way of an individual transaction or transaction taken together or series of transactions or otherwise,) with Tata AutoComp Systems Limited , related party falling within the definition of ‘Related Party’ under Section 2(76) of the Act and Regulation 2(1)(zb) of the SEBI Listing Regulations, during financial year 2024-25 on such material terms and conditions as detailed in the explanatory statement to this Resolution and as may be mutually agreed between related party and the Company, such that the maximum value of the Related Party Transactions with such party, in aggregate, does not exceed value as detailed in the explanatory statement provided that the said Transaction(s)/ Contract(s)/ Arrangement(s)/ Agreement(s) shall be carried out in the ordinary course of business and at arm’s length basis.

RESOLVED FURTHER THAT the Board of Directors of the Company (hereinafter referred to as “Board” which term shall be deemed to include the Audit Committee of the Company and any duly constituted/ to be constituted Committee of Directors thereof to exercise its powers including powers conferred under this resolution) be and is hereby authorised to do all such acts, deeds, matters and things as it may deem fit at its absolute discretion and to take all such steps as may be required in this connection including finalizing and executing necessary documents, contract(s), scheme(s), agreement(s) and such other documents as may be required, seeking all necessary approvals to give effect to this resolution, for and on behalf of the Company and settling all such issues, questions, difficulties or doubts whatsoever that may arise and to take all such decisions from powers herein conferred to, without being required to seek further consent or approval of the Shareholders and that the Shareholders shall be deemed to have given their approval thereto expressly by the authority of this resolution.

RESOLVED FURTHER THAT the consent of the Shareholders of the Company be and is hereby accorded to the Board of Directors of the Company to delegate all or any of its powers herein conferred to any Committee of Directors/ Executives of the Company to give effect to the aforesaid resolution.

RESOLVED FURTHER THAT all actions taken by the Board in connection with any matter referred to or contemplated in this resolution, be and are hereby approved, ratified and confirmed in all respects.”

Date: October 18, 2024 Registered Office: J P Software Park, Plot No 25, Sy. No 13, 14,17,18 Konnapana Agrahara Village, Begur Hobli, Bengaluru-560100 Email: corporate@tejasnetworks.com

By Order of the Board Sd/N R Ravikrishnan General Counsel, Chief Compliance Officer and Company Secretary ACS Membership No: 7875

Tejas Networks Limited

Postal Ballot Notice | 3

Explanatory Statement pursuant to Section 102(1) of the Companies Act, 2013 forming part of the Notice of the Postal Ballot

Context relating to the material related party transactions with Tata Autocomp Systems Limited

Regulation 23(4) of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, as amended from time to time (“SEBI Listing Regulations”) provides that all material related party transactions and subsequent material modifications as defined by the audit committee under sub regulation (2) of Regulation 23 shall require prior approval of the shareholders through resolution and no related party shall vote to approve such resolutions whether the entity is a related party to the particular transaction or not. A transaction with a related party shall be considered material, if the transaction(s) to be entered into individually or taken together with previous transactions during a financial year, exceeds Rs. 1,000 crores or 10% of the annual consolidated turnover of the listed entity as per the last audited financial statements of the listed entity, whichever is lower.

Regulation 2(1)(zc) of SEBI Listing Regulations defines “related party transaction” to mean a transaction involving a transfer of resources, services or obligations between (i) a listed entity or any of its subsidiaries on one hand and a related party of the listed entity or any of its subsidiaries on the other hand or (ii) a listed entity or any of its subsidiaries on one hand, and any other person or entity on the other hand, the purpose and effect of which is to benefit a related party of the listed entity or any of its subsidiaries, regardless of whether a price is charged and a “transaction” with a related party shall be construed to include a single transaction or a group of transactions in a contract. It is in the above context that the Resolution is proposed for the approval of the Shareholders of the Company.

Background of the Transaction

Tata AutoComp Systems Limited, promoted by the Tata Group and established in 1995, is in the business of design, development, manufacturing & supply of auto-component products & services. Tata AutoComp Systems has manufacturing facilities spread across India, North America, Latin America, Europe and China and has partnerships with various leading global auto component players. It also provides end-to-end solutions ranging from Supplier selection, commercial contracts, part development, freight management and warehousing for customers in automotive and industrial domains.

the Company works with Tata AutoComp Systems to achieve its business objectives and enters into various operational transactions, in the ordinary course of business and on arm’s length basis by way of purchase or sale of goods and rendering and / or availing of the services at arm length and in ordinary course of business. These transactions help the company smoothen business operations and meet its business requirements.

The Management has provided the Audit Committee with the relevant details, as required under law, for the proposed related party transaction including material terms and basis of pricing. The Audit Committee, consisting only of the Independent Directors, after reviewing all necessary information, has granted approval for entering into Related Party Transaction with Tata AutoComp Systems Limited for an aggregate value of up to Rs. 500 crore to be entered for the financial year 2024-2025. The Audit Committee has also noted that the said transactions will be on an arms’ length basis and in the ordinary course of business of the Company. Accordingly, basis the review and approval of the Audit Committee, the Board of Directors, based on current applicable threshold for determining the related party transactions and to facilitate seamless contracting and rendering/availing of product and services between the Company and Tata AutoComp Systems Limited, recommend the resolution contained in Notice to the Shareholders for approval within the thresholds and conditions mentioned in the resolution as an Ordinary Resolution.

The Shareholders may note that as per the provisions of the SEBI Listing Regulations, all related parties (whether such related party is a party to the above-mentioned transactions or not), shall not vote to approve the resolution set out above. The Shareholders’ approval sought for the Material Related Party Transactions entered as given above shall be valid up to the date of next AGM.

None of the Directors or Key Managerial Personnel of the Company or their respective relatives, other than as mentioned, are concerned or interested in the respective resolutions.

In view of the above, the aforesaid resolution is placed for approval of the Shareholders of the Company.

Tejas Networks Limited

Postal Ballot Notice | 4

Information required to be disclosed in the Explanatory Statement pursuant to the SEBI Master Circular No. SEBI/ HO/CFD/PoD2/CIR/P/2023/120 dated July 11, 2023 read with SEBI Circular No. SEBI/HO/CFD/ CMD1/CIR/P/2021/662 dated November 22, 2021, are as follows:

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S.No Description Particulars
1 Name of the related party Tata AutoComp Systems Limited
The ultimate holding company of Tejas Networks Limited and Tata AutoComp
Nature of relationship [including nature of its
2 Systems Limited is Tata Sons Private Limited. Hence, Tata Automotive
interest (financial or otherwise)]
Components Limited and Tejas Networks Limited are related parties.
Purchase or sale of goods and rendering and / rendering or availing of the
3 Type and particulars of the proposed transaction
Services for business purpose at arm length and in ordinary course of business.
N Ganapathy Subramaniam – Chairman of the Board and a Nominee Director
Name of the director or key managerial personnel
4 of Panatone Finvest Limited, the Promoter of the Company and a subsidiary of
who is related, if any and nature of relationship.
Tata Sons Private Limited
• Transactions in the normal course of business with terms and conditions
that are generally prevalent in the industry segments that the company is
Nature, duration/tenure, material terms, operating in.
5 monetary value and particulars of contract/ • Monetary value of transactions upto to a maximum of Rs. 500 crores for the
arrangement financial year 2024-2025 through purchase or sale of goods and rendering
and / or availing of the Services for business purpose at arm length and in
ordinary course of business.
6 Tenure of the transaction Contractual commitments for a tenure of 3 years.
7 Value of the proposed transaction Upto to a maximum of Rs. 500 crores
Percentage of Tejas annual consolidated turnover,
for the immediately preceding financial year,
8 20.2%
that is represented by the value of the proposed
transaction.
For the purpose of achieving the business objectives and continuity in
operations and to smoothen business operations for both the companies.
9 Justification of the proposed transaction
Purchase or sale of goods and rendering and / or availing of the Services for
business for both the companies in ordinary course of business.
Details of the valuation report or external party All contracts with related party defined as per Section 2(76) of the Act are
10
report (if any) enclosed with the Notice reviewed for arm’s length testing internally.
Details of transaction relating to any loans, inter-corporate deposits, advances or investments made or given by the listed entity or
11
its subsidiary:
Details of the source of funds in connection with
a Not Applicable
the proposed transaction
In case any financial indebtedness is incurred
to make or give loans, intercorporate deposits,
b advances or investment: Not Applicable
• Nature of indebtedness
• Cost of funds and tenure.
Terms of the loan, inter-corporate deposits,
advances or investment made or given (including
c covenants, tenure, interest rate and repayment Not Applicable
schedule, whether secured or unsecured; if
secured, the nature of security)
The purpose for which the funds will be utilized
d by the ultimate beneficiary of such funds pursuant Not Applicable
to the RPT
• The transactions are proposed to be entered for the purpose of achieving the
business objectives and continuity in operations.
12 Any other relevant information
• All these transactions will be executed on an arm’s length basis and in the
ordinary course of business of the Company.
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Tejas Networks Limited

Postal Ballot Notice | 5

Notes:

1. The Explanatory Statement pursuant to Section 102 and Section 110 of the Companies Act, 2013 (“the Act”) and other applicable provisions of the Act setting out the material facts pertaining to the resolution is annexed hereto and forms part of this postal ballot notice.

2. In compliance with the provisions of Section 108 and Section 110 of the Act read with Rules 20 and 22 of the Rules, Regulation 44 of the Listing Regulations, SS-2 and the MCA Circulars, the Company is pleased to provide remote e-voting facility to its Members, to enable them to cast their votes electronically.

3. In compliance with the MCA Circulars, the Postal Ballot Notice along with the instructions regarding remote e-voting is being sent by electronic mode only to those Members whose names appear in the Register of Members / list of Beneficial Owners, maintained by the Company / Depositories as at close of business hours on October 18, 2024 (Cut-off date) , and whose e-mail IDs are registered with the Depository Participants (DPs) or with the Company or its Registrar and Transfer Agent as on the Cut-off date and will be sent to those member who will register their e-mail address in accordance with the process outlined in this Notice.

4. As per the MCA Circulars, physical copies of the Postal Ballot Notice, postal ballot forms and pre-paid business reply envelopes are not being sent to Members for this Postal Ballot. Members are requested to provide their assent or dissent through e-voting only. The Company has engaged the services of NSDL to provide remote e-voting facility to its members.

5. A copy of the Postal Ballot Notice is available on the website of the Company at www.tejasnetworks.com, website of the stock exchanges, i.e. BSE Limited and the National Stock Exchange of India Limited at www.bseindia.com and www.nseindia.com respectively and on the website of our e-voting agency i.e. NSDL e-voting website at www.evoting.nsdl.com.

6. All documents referred to in the Postal Ballot Notice will also be available electronically for inspection, without any fee, to Members from the date of circulation of the Postal Ballot Notice up to the closure of the voting period. Members seeking to inspect such documents can send an e-mail to corporate@tejasnetworks.com from their registered e-mail addresses mentioning their names, folio numbers/DP ID and Client ID, between the period October 26, 2024 till November 25, 2024 .

7. To support the ‘Green Initiative’, Members who have not yet registered their email addresses are requested to register the same with their DPs in case the shares are held by them in electronic form and with the Company in case the shares are held by them in physical form.

8. Members holding shares in physical mode are requested to update their email addresses with the Company’s RTA at rnt.helpdesk@linkintime.co.in. Members may follow the process detailed on our website www.tejasnetworks.com/ mandatory-documents-for- demat.php.

9. After sending the notice of Postal Ballot through email, an advertisement shall be published in English newspaper and Kannada newspaper, each with wide circulation in the district, where the Registered Office of the Company is situated, and also on the Company’s website: www.tejasnetworks.com.

10. The voting rights shall be reckoned on the paid-up value of equity shares registered in the name of Members as on close of business hours on October 18, 2024 (the Cut-off date). Members whose names appear in the Register of Members / List of Beneficial Owners as on the Cut-off Date shall only be considered eligible for the purpose of remote e-voting and those members would be able to cast their votes and convey their assent or dissent to the proposed resolutions only through the remote e-voting process. Any person who is not a Member as on the Cut-off date should treat this Postal Ballot Notice for information purpose only. A Member cannot exercise his vote by proxy on Postal Ballot.

11. The remote E Voting will commence on October 26, 2024 at 09:00 A.M. IST and will end on November 25, 2024 at 5:00 P.M. IST. remote e-voting will be blocked by NSDL immediately thereafter and will not be allowed beyond the said date and time. Once the votes on the Resolutions are casted by the Members, the Members shall not be allowed to change these subsequently.

12. The Company has appointed C Dwarakanath, Company Secretary in Practice (FCS- 7723 and CP No: 4847) & IP failing which Ananta Deshpande, Company Secretary in Practice (FCS- 11869 and CP No.20322), as scrutinizer, to scrutinize the Postal Ballot through remote e-voting process in a fair and transparent manner. The scrutinizer has communicated his willingness for such appointment and will be available for the same.

13. The Scrutinizer will submit his report to the Chairman, or any person authorized by the Chairman after the completion of scrutiny and the result of the voting by postal ballot through the remote e-voting process will be announced by the Chairman, or such person as authorized, within 2 (two) working days from the conclusion of the e-voting period. The Scrutinizer’s decision on the validity of the e-voting shall be final and binding.

14. The Results declared along with the Scrutinizer’s Report shall be placed on the Company’s website www.tejasnetworks.com and on the website of NSDL www.evoting.nsdl.com immediately after the result is declared by the Chairman or any other person authorized by him, and the same shall be communicated to the Stock Exchanges, where the equity shares of the Company are listed. The results shall also be displayed on the notice board at the Registered Office of the Company.

15. The Resolution, if approved by the requisite majority through Postal Ballot, shall be deemed to have been passed on November 25, 2024 , i.e. the last date specified for receipt of votes through the remote e-voting process.

Tejas Networks Limited

Postal Ballot Notice | 6

Information at glance

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Particulars Notes
Cut-off date to determine those members who are eligible to vote
October 18, 2024
on the resolution
Voting start date and time October 26, 2024 from 9.00 A.M.(IST)
Voting end date and time November 25, 2024 at 5.00 P.M. (IST)
Date on which the resolution is deemed to be passed November 25, 2024
Link Intime India Private Limited
C-101, 1st Floor, 247 Park, L.B.S. Marg
Vikhroli (West), Mumbai 400 083
Maharashtra, India
Website: www.linkintime.co.in
E-mail: rnt.helpdesk@linkintime.co.in
Name, address and Contact details of Registrar and Share Transfer Contact person:
Agent Manohar Shirwadkar
Senior Associate
Link Intime India Private Limited
Email ID: manohar.shirwadkar@linkintime.co.in.
Contact:
Tel: +91 22 4918 6200
Fax: +91 22 4918 6195
National Securities Depository Ltd., Trade World, ‘A’ Wing,
4th Floor, Kamala Mills Compound, Senapati Bapat Marg,
Lower Parel, Mumbai – 400 013, India
Name, address and contact details of e-voting service provider
E-mail ID: evoting@nsdl.com
Tel: +91 22 2499 4545
N R Ravikrishnan
Company Secretary
Tejas Networks Limited
Plot No. 25, J P Software Park, Electronic City, Hosur Road,
Name and contact details for clarifications Bangalore 560100
Tel: +91 80 4179 4600
Fax : +91 80 2852 0201
Email: corporate@tejasnetworks.com
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Tejas Networks Limited

Postal Ballot Notice | 7

Shareholders Instructions for e-voting

The remote e-voting period begins October 26, 2024 at 9:00 A.M. (IST) and ends on November 25, 2024 at 5:00 P.M. (IST) The remote e-voting module shall be disabled by NSDL for voting thereafter. The Members, whose names appear in the Register of Members / Beneficial Owners as on the record date (cut-off date) i.e October 18, 2024 , may cast their vote electronically. The voting right of shareholders shall be in proportion to their share in the paid-up equity share capital of the Company as on the cut-off date, being October 18, 2024 .

How do I vote electronically using NSDL e-Voting system?

The way to vote electronically on NSDL e-Voting system consists of “Two Steps” which are mentioned below:

Step 1: Access to NSDL e-Voting system

A) Login method for e-Voting and joining virtual meeting for Individual shareholders holding securities in demat mode

In terms of SEBI circular on e-Voting facility provided by Listed Companies, Individual shareholders holding securities in demat mode are allowed to vote through their demat account maintained with Depositories and Depository Participants. Shareholders are advised to update their mobile number and email Id in their demat accounts in order to access e-Voting facility.

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

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Type of shareholders Login Method
1. 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: eservices.nsdl.com either on
a Personal Computer or on a mobile. Once the home page of e-Services is launched, click
on the “Beneficial 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 options available against
company name or e-Voting service provider - NSDL and you will be re-directed to NSDL e-Voting
website for casting your vote during the remote e-Voting period or joining virtual meeting &
voting during the meeting.
2. If the user is not registered for IDeAS e-Services, option to register is available at
eservices.nsdl.com. Select “Register Online for IDeAS” Portal or click at
eservices.nsdl.com/SecureWeb/IdeasDirectReg.jsp
Individual Shareholders holding 3. Visit the e-Voting website of NSDL. Open web browser by typing the following URL:
securities in demat mode with www.evoting.nsdl.com either on a Personal Computer or on a mobile. Once the home page of
NSDL. 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 held 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 options available against company name or e-Voting
service provider - NSDL and you will be redirected to e-Voting website of NSDL for casting your
vote during the remote e-Voting period or joining virtual meeting & voting during the meeting.
4. Shareholders/Members can also download NSDL Mobile App “NSDL Speede” facility by scanning
the QR code mentioned below for seamless voting experience.
1. Users who have opted for CDSL Easi / Easiest facility, can login through their existing user
id and password. Option will be made available to reach e-Voting page without any further
authentication. The users to login Easi /Easiest are requested to visit CDSL website www.
cdslindia.com and click on login icon & New System Myeasi Tab and then user your existing
my easi username & password.
Individual Shareholders holding 2. After successful login the Easi / Easiest user will be able to see the e-Voting option for eligible
securities in demat mode with CDSL 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 or joining virtual meeting
& voting during the meeting. Additionally, there is also links provided to access the system of
all e-Voting Service Providers, so that the user can visit the e-Voting service providers’ website
directly.
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Tejas Networks Limited

Postal Ballot Notice | 8

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1. If the user is not registered for Easi/Easiest, option to register is available at CDSL website www. cdslindia.com and click on login & New System Myeasi Tab and then click on registration option.

2. 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.

You can also login using the login credentials of your demat account through your Depository Participant registered with NSDL/CDSL for e-Voting facility. Once login, you will be able to see e-Voting option. Individual Shareholders (holding Once you click on e-Voting option, you will be redirected to NSDL/CDSL Depository site after successful securities in demat mode) login authentication, wherein you can see e-Voting feature. Click on options available against company name through their depository participants or e-Voting service provider-NSDL and you will be redirected to e-Voting website of NSDL for casting your vote during the remote e-Voting period or joining virtual meeting & voting during the meeting.

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. NSDL and CDSL.

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Login type Helpdesk details
Individual Shareholders Shareholders facing any technical issue
holding securities in in login can contact NSDL helpdesk by
demat mode with sending a request at evoting@nsdl.com
NSDL or call at toll free no.: 022 - 4886 7000.
Members facing any technical issue
Individual Shareholders
in login can contact CDSL helpdesk
holding securities in
by sending a request at helpdesk.
demat mode with
evoting@cdslindia.com or contact at
CDSL
1800-21-09911
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B) Login Method for shareholders other than Individual shareholders holding securities in demat mode and shareholders holding securities in physical mode. How to Log-in to NSDL e-Voting website?

1. Visit the e-Voting website of NSDL. Open web browser by typing the following URL: www.evoting.nsdl.com either on a Personal Computer or on a mobile.

2. Once the home page of e-Voting system is launched, click on the icon “Login” which is available under ‘Shareholder/ Member’ section.

3. A new screen will open. You will have to enter your User ID, your Password/OTP and a Verification Code as shown on the screen. Alternatively, if you are registered for NSDL eservices i.e. IDEAS, you can log-in at eservices.nsdl.com with your existing IDEAS login. Once you log-in to NSDL eservices after using your log-in credentials, click on e-Voting and you can proceed to Step 2 i.e. Cast your vote electronically.

4. Your User ID details are given below :

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Manner of holding shares i.e. Demat
Your User ID is:
(NSDL or CDSL) or Physical
8 Character DP ID followed by 8 Digit Client ID
a) For Members who hold shares in demat
account with NSDL. For example if your DP ID is IN300 and Client ID is 12 then your user ID is
IN30012**.
b) For Members who hold shares in demat 16 Digit Beneficiary ID
account with CDSL.
For example if your Beneficiary ID is 12** then your user ID is 12**
EVEN Number followed by Folio Number registered with the company
c) For Members holding shares in Physical
Form.
For example if folio number is 001 and EVEN is 101456 then user ID is 101456001
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1. Password details for shareholders other than Individual shareholders are given below:

2. a) If you are already registered for e-Voting, then you can user your existing password to login and cast your vote.

3. b) If you are using NSDL e-Voting system for the first time, you will need to retrieve the ‘initial password’ which was communicated to you. Once you retrieve your ‘initial password’, you need to enter the ‘initial password’ and the system will force you to change your password.

4. c) How to retrieve your ‘initial password’?

5. (i) If your email ID is registered in your demat account or with the company, your ‘initial password’ is communicated to you on your email ID. Trace the email sent to you from NSDL from your mailbox. Open the email and open the attachment i.e. a .pdf file. Open the .pdf file. The password to open the .pdf file is your 8 digit client ID for NSDL account, last 8 digits of client ID for CDSL account or folio number for shares held in physical form. The .pdf file contains your ‘User ID’ and your ‘initial password’.

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  - (ii) If your email ID is not registered, please follow steps mentioned below in process for those shareholders whose email ids are not registered

1. If you are unable to retrieve or have not received the

2. “Initial password” or have forgotten your password:

   • (a) Click on “Forgot User Details/Password?”(If you are holding shares in your demat account with NSDL or CDSL) option available on www.evoting.nsdl.com.

   • (b) Physical User Reset Password?” (If you are holding shares in physical mode) option available on www.evoting.nsdl.com.

   • (c) If you are still unable to get the password by aforesaid two options, you can send a request at evoting@nsdl.com mentioning your demat account number/folio number, your PAN, your name and your registered address etc.

   • (d) Members can also use the OTP (One Time Password) based login for casting the votes on the e-Voting system of NSDL.

3. After entering your password, tick on Agree to “Terms and Conditions” by selecting on the check box.

4. Now, you will have to click on “Login” button.

5. After you click on the “Login” button, Home page of e-Voting will open.

Step 2: Cast your vote electronically on NSDL e-Voting system.

How to cast your vote electronically on NSDL e-Voting system?

1. After successful login at Step 1, you will be able to see all the companies “EVEN” in which you are holding shares and whose voting cycle.

2. Select “EVEN” of company for which you wish to cast your

3. vote during the remote e-Voting period.

4. Now you are ready for e-Voting as the Voting page opens.

5. Cast your vote by selecting appropriate options i.e. assent or dissent, verify/modify the number of shares for which you wish to cast your vote and click on “Submit” and also “Confirm” when prompted.

6. Upon confirmation, the message “Vote cast successfully”

7. will be displayed.

8. You can also take the printout of the votes cast by you by

9. clicking on the print option on the confirmation page.

10. Once you confirm your vote on the resolution, you will not

11. be allowed to modify your vote.

General Guidelines for shareholders

1. Institutional shareholders (i.e. other than individuals, HUF, NRI etc.) are required to send scanned copy (PDF/ JPG Format) of the relevant Board Resolution/ Authority letter etc. with attested specimen signature of the duly authorized signatory(ies) who are authorized to vote, to the Scrutinizer by e-mail to evoting@tejasnetworks.com with a copy marked to evoting@nsdl.com.

2. It is strongly recommended not to share your password with any other person and take utmost care to keep your password confidential. Login to the e-voting website will be disabled upon five unsuccessful attempts to key in the

correct password. In such an event, you will need to go through the “Forgot User Details/Password?” or “Physical User Reset Password?” option available on www.evoting. nsdl.com to reset the password.

1. In case of any queries, you may refer the Frequently Asked Questions (FAQs) for Shareholders and e-voting user manual for Shareholders available at the download section of www.evoting.nsdl.com or call on toll free no.: 022 - 48867000 or send a request at evoting@nsdl.com.

2. The e-voting period commences on October 26, 2024 9:00 A.M. (IST) and ends on November 25, 2024 5:00 P.M. (IST). During this period, Shareholders of the Company holding shares either in physical or dematerialized form, as on the relevant date i.e. October 18, 2024, may cast their vote electronically. The e-voting module shall be disabled by NSDL for voting thereafter. A member will not be allowed to vote again on any resolution on which a vote has already been cast. Any person, who acquires shares of the Company and becomes a member of the Company after dispatch of the Notice and up to the cut-off date i.e.October 18, 2024, may obtain his login ID and password by sending a request at evoting@ nsdl.com.

3. The voting rights of Shareholders shall be proportionate to their share of the paid-up equity share capital of the Company as on the relevant date i.e. October 18, 2024.

Process for those shareholders whose email ids are not registered with the depositories for procuring user id and password and registration of e mail ids for e-voting for the resolutions set out in this notice:

1. In case shares are held in physical mode please provide Folio No., Name of shareholder, scanned copy of the share certificate (front and back), PAN (self attested scanned copy of PAN card), AADHAR (self attested scanned copy of Aadhar Card) by email to corporate@tejasnetworks.com.

2. In case shares are held in demat mode, please provide DPID-CLID (16 digit DPID + CLID or 16 digit beneficiary ID), Name, client master or copy of Consolidated Account statement, PAN (self attested scanned copy of PAN card), AADHAR (self attested scanned copy of Aadhar Card) to corporate@tejasnetworks.com. If you are an Individual shareholders holding securities in demat mode, you are requested to refer to the login method explained at step 1 (A) i.e. Login method for e-Voting and joining virtual meeting for Individual shareholders holding securities in demat mode.

3. Alternatively shareholder/members may send a request to evoting@nsdl.com for procuring user id and password for e-voting by providing above mentioned documents.

4. In terms of SEBI circular on e-Voting facility provided by Listed Companies, Individual shareholders holding securities in demat mode are allowed to vote through their demat account maintained with Depositories and Depository Participants. Shareholders are required to update their mobile number and email ID correctly in their demat account in order to access e-Voting facility.

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