Tata Chemicals : Notice of 85th Annual General Meeting

NOTICE

NOTICE IS HEREBY GIVEN THAT THE EIGHTY-FIFTH (85TH) ANNUAL GENERAL MEETING OF THE MEMBERS OF TATA CHEMICALS LIMITED WILL BE HELD ON WEDNESDAY, JUNE 26, 2024 AT 3.00 P.M. (IST) THROUGH VIDEO CONFERENCING/OTHER AUDIO VISUAL MEANS TO TRANSACT THE FOLLOWING BUSINESS:

Ordinary Business

1. To receive, consider and adopt the Audited Standalone Financial Statements of the Company for the financial year ended March 31, 2024, together with the Reports of the Board of Directors and Auditors thereon.
2. To receive, consider and adopt the Audited Consolidated Financial Statements of the Company for the financial year ended March 31, 2024, together with the Report of the Auditors thereon.
3. To declare dividend on the Ordinary Shares for the financial year ended March 31, 2024.
4. To appoint a Director in place of Mr. S. Padmanabhan (DIN: 00306299), who retires by rotation and being eligible, offers himself for re-appointment.

Special Business

5. Re-appointment of Dr. C. V. Natraj (DIN: 07132764) as an Independent Director of the Company

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

"RESOLVED THAT pursuant to the provisions of Sections 149, 150 and 152 and other applicable provisions, if any, read along with Schedule IV to the Companies Act, 2013 ('the Act'), the Companies (Appointment and Qualifications of Directors) Rules, 2014 (including any statutory modification(s) or re-enactment(s) thereof for the time being in force) and Regulation 17 and any other applicable provisions of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 ('SEBI Listing Regulations'), as amended from time to time, Dr. C.V. Natraj (DIN: 07132764), who was appointed as an Independent Director of the Company for a term of five (5) consecutive years commencing from August 8, 2019 to August 7, 2024 (both days inclusive) and who being eligible for re-appointment as an Independent

Director has given his consent along with a declaration that he meets the criteria for independence under Section 149(6) of the Act and the Rules framed thereunder and Regulation 16(1)(b) of the SEBI Listing Regulations and in respect of whom the Company has received a Notice in writing from a Member under Section 160(1) of the Act proposing his candidature for the office of Director and based on the recommendation of the Nomination and Remuneration Committee and the Board of Directors of the Company, be and is hereby re-appointed as an Independent Director of the Company, not liable to retire by rotation, to hold office for a second term commencing from August 8, 2024 upto July 30, 2028, i.e. upto the retirement date as per the retirement age policy for Directors of the Company (both days inclusive).

RESOLVED FURTHER THAT the Board of Directors of the Company (including its Committee thereof) be and is hereby authorised to do all such acts, deeds, matters and things as may be necessary, expedient and desirable for the purpose of giving effect to this resolution."

6. Re-appointment of Mr. K.B.S. Anand (DIN: 03518282) as an Independent Director of the Company

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

"RESOLVED THAT pursuant to the provisions of Sections 149, 150 and 152 and other applicable provisions, if any, read along with Schedule IV to the Companies Act, 2013 ('the Act'), the Companies (Appointment and Qualifications of Directors) Rules, 2014 (including any statutory modification(s) or re-enactment(s) thereof for the time being in force) and Regulation 17 and any other applicable provisions of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 ('SEBI Listing Regulations'), as amended from time to time, Mr. K.B.S. Anand (DIN: 03518282), who was appointed as an Independent Director of the Company for a term of five (5) consecutive years commencing from October 15, 2019 to October 14, 2024 (both days inclusive) and who being eligible for re-appointment as an Independent Director has given his consent along with a declaration that he meets the criteria for independence under Section 149(6) of the Act and the Rules framed thereunder and Regulation 16(1)(b) of the SEBI Listing Regulations and in respect of whom the Company has

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received a Notice in writing from a Member under Section 160(1) of the Act proposing his candidature for the office of Director and based on the recommendation of the Nomination and Remuneration Committee and the Board of Directors of the Company, be and is hereby re-appointed as an Independent Director of the Company, not liable to retire by rotation, to hold office for a second term of five

1. consecutive years commencing from October 15, 2024 upto October 14, 2029 (both days inclusive).

RESOLVED FURTHER THAT the Board of Directors of the Company (including its Committee thereof) be and is hereby authorised to do all such acts, deeds, matters and things as may be necessary, expedient and desirable for the purpose of giving effect to this resolution."

7. Ratification of Remuneration of Cost Auditors

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

"RESOLVED THAT pursuant to provisions of Section 148(3) and other applicable provisions, if any, of the Companies Act, 2013 read with the Companies (Audit and Auditors) Rules, 2014 (including any statutory modification(s) or re-enactment(s) thereof for the time being in force) the Company hereby ratifies the remuneration of ` 9,50,000 plus applicable taxes and out-of-pocket expenses incurred in connection with the cost audit payable to D. C. Dave & Co., Cost Accountants (Firm Registration No. 000611), who are appointed by the Board of Directors of the Company on the recommendation(s) of the Audit Committee, as Cost Auditors of the Company to conduct audit of the cost records maintained by the Company as prescribed under the Companies (Cost Records and Audit) Rules, 2014, as amended from time to time, for the financial year ending March 31, 2025.

RESOLVED FURTHER THAT the Board of Directors of the Company (including its Committee thereof), be and is hereby authorised to do all acts, deeds, matters and take all such steps as may be necessary, expedient and desirable for the purpose of giving effect to this resolution."

Notes:

1. The Ministry of Corporate Affairs ('MCA') has vide its General Circular Nos. 14/2020 dated April 8, 2020, 17/2020 dated April 13, 2020, 20/2020 dated May 5, 2020 and subsequent circulars issued in this regard, the latest being 09/2023 dated September 25, 2023 (collectively referred to as 'MCA Circulars'), permitted the holding of the Annual

General Meeting ('AGM') through Video Conferencing ('VC') / Other Audio Visual Means ('OAVM') without the physical presence of the Members at a common venue. In compliance with the applicable provisions of the Companies Act, 2013 ('the Act') and the MCA Circulars, the 85th AGM of the Company is being held through VC/ OAVM on Wednesday, June 26, 2024 at 3.00 p.m. (IST). The proceedings of the 85th AGM shall be deemed to be conducted at the Registered Office of the Company.

1. PURSUANT TO THE PROVISIONS OF THE ACT, A MEMBER ENTITLED TO ATTEND AND VOTE AT THE AGM IS ENTITLED TO APPOINT A PROXY TO ATTEND AND VOTE ON HIS/HER BEHALF AND THE PROXY NEED NOT BE A MEMBER OF THE COMPANY. HOWEVER, SINCE THIS AGM IS BEING HELD PURSUANT TO THE MCA CIRCULARS THROUGH VC/OAVM, PHYSICAL ATTENDANCE OF MEMBERS HAS BEEN DISPENSED WITH. ACCORDINGLY, THE FACILITY FOR APPOINTMENT OF PROXIES BY THE MEMBERS WILL NOT BE AVAILABLE FOR THIS AGM AND HENCE THE PROXY FORM, ATTENDANCE SLIP AND ROUTE MAP OF AGM ARE NOT ANNEXED TO THIS NOTICE.
2. The Explanatory Statement pursuant to Section 102 of the Act setting out material facts concerning the business under Item Nos. 5 to 7 of the Notice is annexed hereto.
   The relevant details with respect to Item Nos. 4, 5 and 6 of the Notice pursuant to Regulation 36(3) of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 ('SEBI Listing Regulations') and revised Secretarial Standard - 2 on General Meetings issued by the Institute of Company Secretaries of India ('ICSI') in respect of the Directors seeking re-appointment at this AGM are also annexed. Requisite declarations have been received from the Directors seeking re-appointment.
3. The Members can join the AGM in the VC/OAVM, 30 minutes before and upto 15 minutes after the scheduled time of the commencement of the Meeting by following the procedure mentioned in this Notice. The Members will be able to view the live proceedings by logging in to the National Securities Depository Limited's ('NSDL') e-Voting website at www.evoting.nsdl.com. The facility of participation at the AGM through VC/OAVM will be made available to at least 1,000 Members on a first come first served basis as per the MCA Circulars.
   The Members attending the AGM through VC/OAVM will be counted for the purpose of reckoning the quorum under Section 103 of the Act.

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1. In case of joint holders of shares, the Member whose name appears as the first holder in the order of names as per the Register of Members of the Company will be entitled to vote during the AGM.
2. The Register of Directors and Key Managerial Personnel and their shareholding, maintained under Section 170 of the Act and the Register of Contracts or Arrangements in which the Directors are interested, maintained under Section 189 of the Act will be available electronically for inspection by the Members during the AGM. Further, the relevant documents referred to in the Notice of this AGM and explanatory statement will also be available electronically for inspection by the Members upto the date of the AGM. Members who wish to inspect such documents can send their requests to the Company [e-mail] by mentioning their Name and Folio No. / DP ID and Client ID.
3. Pursuant to the Order passed by National Company Law Tribunal ('NCLT') dated December 18, 2023, TSR Consultants Private Limited, formerly the Registrar and Transfer Agent ('Registrar' or 'RTA') of the Company, has merged with Link Intime India Private Limited ('Link Intime') with effect from December 22, 2023. Consequent to the merger, the RTA activities of the Company are being carried out by Link Intime.
4. In line with the MCA Circulars and the Circulars No. SEBI/HO/CFD/CMD1/CIR/P/2020/79 dated May 12, 2020 and subsequent Circulars issued in this regard by the SEBI, the latest being SEBI/HO/CFD/CFD-PoD-2/P/CIR/2023/167 dated October 7, 2023, the Notice of the AGM along with the Integrated Annual Report 2023-24 is being sent by electronic mode to those Members whose email addresses are registered with the Company/Depository Participants ('DPs'), unless any Member has requested for a physical copy of the same. The Company shall send a physical copy of the Integrated Annual Report 2023-24 to those Members who request the same at [e-mail] mentioning their Folio No./DP ID and Client ID. The Notice convening the 85th AGM has been uploaded on the website of the Company at www.tatachemicals.com under 'Investors'section and can also be accessed on the websites 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 NSDL at www.evoting.nsdl.com.

9. Process for registering e-mail address

Registration of e-mail addresses with RTA of the Company to receive this Notice: The Company has made special arrangements with the RTA for registration of e-mailaddresses of those Members (holding shares either in electronic or physical form) who wish to receive this Notice along with the Integrated Report 2023-24along with credentials for remote e-Voting.Eligible Members whose e-mailaddresses are not registered with the Company/DPs are required to provide the same to the RTA on or before 5.00 p.m. (IST) on Wednesday, June 19, 2024 by following the process as mentioned below:

1. Visit the link: https://liiplweb.linkintime.co.in/ EmailReg/Email_Register.html
2. Select the name of the Company from the dropdown list: Tata Chemicals Limited
3. Enter the Folio No. or DP ID/Client ID, Shareholder Name, PAN details, Mobile no. and e-mail address. Members are also required to upload a self-attested copy of the PAN card and address proof viz. Aadhaar Card or Passport etc. Members holding shares in physical form are additionally required to enter one of their share certificate number
4. The system will send OTP on the Mobile no. and e-mail address
5. Enter OTP received on Mobile no. and e-mail address

1. The system will then confirm the e-mail address for the limited purpose of service of Notice of AGM along with Integrated Annual Report 2023-24 and e-Voting credentials

After successful submission of the e-mail address, NSDL will e-mail a copy of this AGM Notice and the Integrated Annual Report for FY 2023-24. In case of any queries, Members may write to [e-mail] or [e-mail].

Registration of e-mail address permanently with the Company/DPs: To support the Green initiative, Members are requested to register their e-mailaddresses with their concerned DPs, in respect of electronic holding and with RTA, in respect of physical holding. Further, those Members who have already registered their e-mailaddresses are requested to keep their e-mailaddresses validated/updated with their DPs/RTA for all future communications.

10. Record Date and Dividend

1. The Company has fixed Wednesday, June 12, 2024 as the 'Record Date' for determining entitlement of

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Members to dividend for the financial year ended March 31, 2024, if declared at the AGM.

If the dividend of ` 15 per equity share of ` 10 each (i.e. 150%), as recommended by the Board of Directors, is approved at the AGM, payment of such dividend subject to deduction of income-tax at source ('TDS'), will be made on or after Friday, June 28, 2024, as under:

1. 1. To all beneficial owners in respect of shares held in dematerialised form as per the data as may be made available by NSDL and Central Depository Services (India) Limited ('CDSL') as of the close of business hours on Wednesday, June 12, 2024.
   2. To all Members in respect of shares held in physical form after giving effect to valid transmission or transposition requests lodged with the Company as of the close of business hours on Wednesday, June 12, 2024.
2. Pursuant to the Finance Act, 2020, dividend income is taxable in the hands of the shareholders and the Company is required to deduct TDS from dividend paid to the Members at the prescribed rates as per the Income Tax Act, 1961 ('the IT Act'). In general, to enable compliance with TDS requirements, Members are requested to complete and/or update their Residential Status, Permanent Account Number (PAN), Category as per the IT Act with their DPs or in case shares are held in physical form, with the Company/RTA by sending documents along with Form ISR-1 through e-mail at [e-mail] on or before Monday, June 10, 2024. The documents can also be uploaded on the link https://liiplweb.linkintime.co.in/formsreg/submission-of-form-15g-15h.html. The detailed process is available on the website of the Company at: https://www.tatachemicals.com/ TDSInformation.htm.
   A communication providing information and detailed instructions with respect to tax on the dividend for the financial year ended March 31, 2024 is being sent separately to the Members whose e-mail addresses are registered with the Company/DPs.
3. Updation of mandate for receiving dividends directly in bank account through Electronic Clearing System or any other means in a timely manner
   SEBI has, vide its Circular No. SEBI/HO/MIRSD/MIRSD_ RTAMB/P/ CIR/2021/655 dated November 3, 2021 and subsequent Circulars issued in this regard, the latest being SEBI/HO/MIRSD/POD-1/P/ CIR/2023/181 dated

November 17, 2023, mandated that with effect from April 1, 2024, dividend shall be paid only through electronic mode to Members holding shares in physical form if the folio is KYC compliant. A folio will be considered as KYC compliant on registration of all details viz. full address with pin code, mobile no., email id, bank details, valid PAN linked to Aadhaar of all holders in the folio, nomination, etc.

1. Shares held in physical form: Members are requested to send the following documents in original to RTA latest by Wednesday, June 5, 2024:
2. 1. Form ISR-1 duly filled and signed by the holders stating their name, folio no., complete address and details of the bank account in which dividend is to be received. The said Form is available on the website of the Company at https://www. tatachemicals.com/Investors/Investor-resources/Other-forms and on the website of the RTA at https://liiplweb.linkintime.co.in/KYC-downloads.html.
   2. Original cancelled cheque bearing the name of the Member or first holder, in case shares are held jointly. In case name of the holder is not available on the cheque, kindly submit the following documents:-
   3. 1. Cancelled cheque in original.
      2. Bank attested legible copy of the first page of the Bank Passbook / Bank Statement bearing the names of the account holders, address, same bank account number and type as on the cheque leaf and the full address of the Bank branch.
   4. Self-attestedphotocopy of the PAN Card of all the holders; and
   5. Self-attestedphotocopy of any document (such as Aadhaar Card, Driving Licence, Election Identity Card, Passport) in support of the address of the Member as registered with the Company.
3. Shares held in electronic form: Members may please note that their bank details as furnished by the respective Depositories to the Company will be considered for remittance of dividend as per the applicable regulations of

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the Depositories and the Company will not be able to accede to any direct request from such Members for change/addition/deletion in such bank details. Accordingly, the Members holding shares in demat form are requested to ensure that their DPs update their Electronic Bank Mandate details by Wednesday, June 5, 2024.

Further, please note that instructions, if any, already given by the Members in respect of shares held in physical form, will not be automatically applicable to the dividend paid on shares held in electronic form.

1. Unpaid/Unclaimed Dividend and Transfer of Shares to Investor Education and Protection Fund ('IEPF')
   Pursuant to the provisions of Section 124 of the Act, the dividend which remains unclaimed / unpaid for a period of seven years from the date of transfer to the unpaid dividend account of the Company is required to be transferred to the IEPF established by the Central Government. The details of unclaimed dividend transferred to IEPF during FY 2023-24 have been provided in the Report on Corporate Governance which forms part of this Integrated Annual Report. Further, all the shares on which dividends remain unpaid or unclaimed for a period of seven consecutive years or more shall be transferred to the demat account of the IEPF Authority as notified by the MCA. The Members, whose unclaimed dividend/shares have been transferred to IEPF, may contact the Company or Link Intime along with the requisite documents for issue of Entitlement Letter and can claim such dividend/shares by filing e-FormIEPF-5 available on www.iepf.gov.in.
2. Updation of PAN and other details
   SEBI has, vide its Circular No. SEBI/HO/MIRSD/MIRSD_ RTAMB/P/ CIR/2021/655 dated November 3, 2021 and subsequent Circulars issued in this regard, mandated to furnish PAN, KYC details (i.e. full address with pin code, mobile no., email id, bank details) and Nomination details by holders of physical securities through Form ISR-1.
   In order to mitigate unintended challenges on account of freezing of folios, SEBI has, vide its Circular dated November 17, 2023, done away with the provision regarding freezing of folios that have not registered their PAN, KYC and Nomination details.
   The Company has sent individual letters to all the Members holding shares of the Company in physical form for furnishing their PAN, KYC and Nomination details. Members holding shares of the Company in physical form

are requested to go through the requirements on the website of the Company at https://www.tatachemicals.com/Investors/Investor-resources/Other-forms to furnish the abovementioned details.

Further, relevant FAQs published by SEBI on its website can be accessed at: https://www.sebi.gov.in/sebi_data/faqfiles/jan-2024/1704433843359.pdf.

1. In accordance with Regulation 40 of the SEBI Listing Regulations, as amended, the Company had stopped accepting any fresh transfer requests for securities held in physical form. Members holding shares of the Company in physical form are requested to kindly get their shares converted into demat/electronic form to get inherent benefits of dematerialisation.
   Further, Members may please note that SEBI has mandated listed companies to issue securities in demat form only while processing any service requests viz. issue of duplicate securities certificate; claim from Unclaimed Suspense Account; renewal/exchange of securities certificate; endorsement; sub-division/splitting of securities certificate; consolidation of securities certificates/folios; transmission and transposition. Accordingly, Members are requested to make service requests by submitting a duly filled and signed Form ISR-4 /ISR-5, the format of which is available at https://www.tatachemicals.com/Investors/Investor-resources/Other-forms. It may be noted that any service request or complaint can be processed only after the folio is KYC compliant.
2. Nomination facility
   As per the provisions of Section 72 of the Act, the facility for making nomination is available for the Members in respect of the shares held by them. Members who have not yet registered their nomination are requested to register the same by submitting Form No. SH-13. If a Member desires to opt out or cancel the earlier nomination and record a fresh nomination, he / she may submit the same in Form ISR-3 or SH-14 as the case may be. The said forms can be downloaded from the Company's website at https://www.tatachemicals.com/Investors/Investor-resources/Other-forms. Members are requested to submit the said form to their DP in case the shares are held in electronic form and to the Registrar in case the shares are held in physical form.
3. Members may contact Link Intime [e-mail] for any assistance relating to the shares of the Company.
4. To prevent fraudulent transactions, Members are advised to exercise due diligence and notify the Company of any change in address or demise of any Member as soon as

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possible. Members are also advised not to leave their demat account(s) dormant for long. Periodic statement of holdings should be obtained from the concerned DPs and holdings should be verified from time to time.

1. SEBI has established a common Online Dispute Resolution Portal ('ODR Portal') for resolution of disputes arising in the Indian Securities Market. Pursuant to this, post exhausting the option to resolve their grievance with the RTA / Company directly and through existing SCORES platform, the investors can initiate dispute resolution through the ODR Portal(https://smartodr.in/login) and the same can also be accessed through the Company's Website at https://www.tatachemicals.com/investors/investor-resources.
2. Remote e-Voting before / during the AGM

1. Pursuant to the provisions of Section 108 of the Act read with Rule 20 of the Companies (Management and Administration) Rules, 2014, as amended, revised Secretarial Standard-2 on General Meetings issued by ICSI, Regulation 44 of the SEBI Listing Regulations, as amended from time to time, the Company is providing facility of remote e-Voting to its Members in respect of the business to be transacted as mentioned in the Notice of the AGM. For this purpose, the Company has appointed NSDL for facilitating voting through electronic means. The facility for casting votes by a Member using remote e-Voting system as well as e-Voting during the AGM will be provided by NSDL. Resolution(s) passed by Members through e-Voting is/are deemed to have been passed as if they have been passed at the AGM.

1. Members of the Company holding shares either in physical form or in electronic form as on the cut- off date of Wednesday, June 19, 2024 may cast their vote by remote e-Voting. A person who is not a Member as on the cut-off date should treat this Notice for information purpose only. A person whose name is recorded in the Register of Members or in the Register of Beneficial Owners maintained by the Depositories as on the cut-off date only shall be entitled to avail the facility of remote e-Voting before / during the AGM. Any non-individual Member or Member holding securities in physical mode who acquires shares of the Company and becomes a Member of the Company after the despatch of the Notice and holding shares as on the cut-off date of Wednesday, June 19, 2024, may obtain the User ID and Password by sending a request at [e-mail]. However, if the Member is

already registered with NSDL for remote e-Voting then the existing User ID and Password can be used for casting the vote.

Individual Members holding securities in demat mode, who acquire shares of the Company and becomes a Member of the Company after despatch of the Notice and holding shares as on the cut-off date of Wednesday, June 19, 2024 may follow the login process mentioned below in point 20(B).

1. The remote e-Voting period commences on Saturday, June 22, 2024 at 9.00 a.m. (IST) and ends on Tuesday, June 25, 2024 at 5.00 p.m. (IST). The remote e-Voting module shall be disabled by NSDL for voting thereafter. Once the vote on a resolution is cast by the Member, the Member shall not be allowed to change it subsequently. The voting rights of the Members shall be in proportion to their share of the paid-up equity share capital of the Company as on the cut-off date ofWednesday, June 19, 2024.
2. Members will be provided with the facility for voting through remote electronic voting system during the proceedings at the AGM and Members participating at the AGM, who have not already cast their vote by remote e-Voting, will be eligible to exercise their right to vote at the end of discussion on such resolution(s) upon announcement by the Chairman. Members who have cast their vote on resolution(s) by remote e-Voting prior to the AGM will also be eligible to participate at the AGM through VC/OAVM but shall not be entitled to cast their vote on such resolution(s) again.
3. The e-Voting module on the day of the AGM shall be disabled by NSDL for voting 15 minutes after the conclusion of the Meeting.

19. Mr. P. N. Parikh (Membership No.: FCS 327) and failing him,

Ms. Jigyasa Ved (Membership No.: FCS 6488) and failing

her, Mr. Mitesh Dhabliwala (Membership No.: FCS 8331) of Parikh & Associates, Practicing Company Secretaries, has been appointed as the Scrutiniser for providing facility to the Members of the Company to scrutinise remote e-Voting process as well as voting at the AGM in a fair and transparent manner. The Scrutiniser will submit his/her report to the Chairman or to any other person authorised by the Chairman after the completion of the scrutiny of the votes cast through remote e-Voting before/during the AGM, within the time stipulated under the applicable laws. The result declared along with the Scrutiniser's report shall

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be communicated to the Stock Exchanges on which the Company's shares are listed, NSDL and will also be displayed on the Company's website at www.tatachemicals.com and notice board at the registered office of the Company.

20. Instructions for Members for attending the AGM through VC/OAVM and remote e-Voting (before and during the AGM) are given below:

1. INSTRUCTIONS FOR MEMBERS ATTENDING THE AGM THROUGH VC/OAVM
2. 1. Members will be provided with a facility to attend the AGM through VC/OAVM or view the live webcast through the NSDL e-Voting system. Members may access by following the steps mentioned below for login to NSDL e-Voting system. After successful login, you can see link of 'VC/OAVM' placed under 'Join General Meeting' menu against the Company's name. You are requested to click on VC/OAVM link placed under Join General Meeting menu.The link forVC/OAVM will be available in Shareholder/Member login where the EVEN of Company i.e. 128596 will be displayed. Please note that the Members who do not have the User ID and Password for e-Voting or have forgotten the User ID and Password may retrieve the same by following the remote e-Voting instructions mentioned in the Notice to avoid last minute rush.
   2. Members may join the Meeting through laptops, smartphones, tablets and iPads for better experience. Further, Members will be required to use Internet with a good speed to avoid any disturbance during the Meeting. Members will need the latest version of Chrome, Safari, MS Edge or Firefox. Please note that participants connecting from Mobile Devices or Tablets

or through Laptops connecting via mobile hotspot might experience audio/video loss due to fluctuation in their respective network. It is therefore recommended to use stable Wi-Fi or LAN connection to mitigate any glitches.

1. Members are encouraged to submit their questions with regard to the financial statements or any other matter to be placed at the 85th AGM from their registered e-mail address, mentioning their name, DP ID and Client ID/Folio No. and mobile no. in advance at [e-mail] before 3.00 p.m. (IST) on Thursday, June 20, 2024. Such questions by the Members shall be suitably replied to by the Company.
2. Members who would like to express their views/ ask questions as a speaker at the Meeting may pre-register themselves by sending a request from their registered e-mail address mentioning their Name, DP ID and Client ID/Folio No., PAN and Mobile No. at [e-mail] from Friday, June 14, 2024 (9.00 a.m. IST) to Monday, June 17, 2024 (5.00 p.m. IST). Only those Members who have pre-registered themselves as a speaker will be allowed to express their views/ ask questions during the AGM. The Company reserves the right to restrict the number of speakers depending on the availability of time for the AGM.
3. Members who need technical assistance before or during the AGM to access and participate in the Meeting may contact NSDL [e-mail] /022 - 4886 7000 or contact Mr. Amit Vishal or Ms. Pallavi Mhatre at their designated email ids: [e-mail] or [e-mail].

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1. INSTRUCTIONS FOR REMOTE E-VOTING BEFORE / DURING THE AGM
   THE INSTRUCTIONS FOR MEMBERS FOR REMOTE E-VOTING ARE AS UNDER:

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

1. Login method for e-Voting and joining virtual Meeting for individual shareholders holding securities in demat mode
   In terms of SEBI Circular 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 no. and e-mail 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:

Type of shareholders		Login Method
Individual Shareholders	A.	NSDL IDeAS facility
holding securities in demat	1.	Existing IDeAS user can visit the e-Services website of NSDL viz.
mode with NSDL		https://eservices.nsdl.com either on a computer or on a mobile. On the
		e-Services home page, click on the 'Beneficial Owner' icon under 'Login' which
		is available under 'IDeAS' section, this will prompt you to enter your existing
		User ID and Password. After successful authentication, you will be able to see
		e-Voting services under value-added 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 (ESP) i.e. NSDL and you will be
		re-directed to e-Voting website of NSDL for casting your vote during the remote
		e-Voting period or joining virtual meeting and e-Voting during the meeting.
	2.	If you are 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
	B.	e-Voting website of NSDL
		Visit the e-Voting website of NSDL. Open web browser by typing the following
		URL: https://www.evoting.nsdl.com/ either on a 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 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 company name or ESP i.e. 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 and e-Voting during the meeting.
	C.	Shareholders/Members can also download NSDL Mobile App 'NSDL Speede'
		by scanning the QR code mentioned below for seamless voting experience.

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Type of shareholders

Login Method

Individual	Shareholders	1. Existing users who have opted for Easi / Easiest, they can login through
holding securities in demat		their User id and Password. Option will be made available to reach e-Voting
mode with CDSL		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 &
			My Easi New (Token) and then use your existing my Easi username & password.
		2.	After successful login, the Easi / Easiest user will be able to see the e-Voting
			option for eligible companies where the e-Voting is in progress as per the
			information provided by the Company. On clicking the e-Voting 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 are 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.
		3. If the user is not registered for Easi/Easiest, option to register is available at CDSL
			website www.cdslindia.com and click on login & My Easi New (Token) and then
			click on registration option.
		4.	Alternatively, the user can directly access e-Voting page by providing demat
			Account Number and PAN from a e-Voting link on www.cdslindia.com home
			page.The system will authenticate the user by sending OTP on registered Mobile
			no. & Email as recorded in the Demat Account. After successful authentication,
			user will be able to see the e-Voting option where the e-Voting is in progress
			and also be able to directly access the system of all e-Voting Service Providers.
Individual	Shareholders	You can also login using the login credentials of your demat account through your
(holding securities in demat	Depository Participant registered with NSDL/CDSL for e-Voting facility. Upon logging in,
mode) login through their	you will be able to see e-Voting option. Click on e-Voting option, you will be redirected
Depository Participants	to NSDL/CDSL Depository site after successful authentication, wherein you can see
		e-Voting feature. Click on the Company name or ESP i.e. 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/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.

Login type

Helpdesk details

Individual Shareholders holding securities	Members facing any technical issue in login can contact NSDL
in demat mode with NSDL	helpdesk by sending a request at [e-mail] or call at toll free
	no.: 022 - 4886 7000
Individual Shareholders holding securities	Members facing any technical issue in login can contact CDSL helpdesk
in demat mode with CDSL	by sending a request at [e-mail] or contact at
	toll free no. 1800 22 55 33

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1. Login Method for e-Voting and joining virtual Meeting 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?
2. 1. 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.
   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 e-Services i.e. IDeAS, you can log-in at https://eservices.nsdl.com with your existing IDeAS login. Once you log-in to NSDL e-Services 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 :

Manner of holding shares i.e. Demat	Your User ID is:
(NSDL or CDSL) or Physical
a) For Members who hold shares in	8 Character DP ID followed by 8 Digit Client ID
demat account with NSDL	For example if your DP ID is IN300*** and Client ID is 12******, then
	your user ID is IN300***12******

1. For Members who hold shares in demat account with CDSL

16 Digit Beneficiary ID

For example if your Beneficiary ID is 12**************, then your User ID is 12**************

c) For Members holding shares in	EVEN followed by Folio Number registered with the Company
Physical Form	For example if EVEN is 123456 and folio number is 001***, then user
	ID is 123456001***

1. Password details for shareholders other than Individual shareholders are given below:
2. 1. If you are already registered for e-Voting, then you can use your existing password to login and cast your vote.
   2. 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 prompt you to change your password.
   3. How to retrieve your 'initial password'?
   4. 1. If your email ID is registered in your demat account or with the Company, your 'initial password' has been already communicated to you on your email ID. Trace the email sent to you from NSDL in your mailbox. Open the email and open the attachment i.e. a .pdf file. The password to open the .pdf file is your 8 digit client ID for NSDL account, last 8 digits of Beneficiary ID for CDSL account or folio number for shares held in physical form. The .pdf file contains your 'User ID' and your 'initial password'.
      2. If your email ID is not registered, please follow steps mentioned below in process for those shareholders whose email ids are not registered.
3. If you are unable to retrieve or have not received the 'Initial password' or have forgotten your password:
4. 1. 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.

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