Explanatory Statements for preferential allotment

ANNEXED TO THE NOTICE OF GENERAL MEETING

Explanatory Statements for preferential allotment pursuant to section 102 of the Companies Act, 2013.

The Board of Directors on ……………………subject to necessary approval(s) , has approved the proposal for raising fund up to Rs………………………… by way of issue of equity shares on preferential basis to mobilized fund for funding current / future expansion plan / activities directly by the company potential acquisitions working capital and general corporate purpose.

1. Objective of the issue:

2. the total number of shares or other securities to be issued:

3. the price or price band at/within which the allotment is proposed:

4. basis on which the price has been arrived at along with report of the registered valuer;

5. relevant date with reference to which the price has been arrived at;

6. the class or classes of persons to whom the allotment is proposed to be made;

7. intention of promoters, directors, or key managerial personnel to subscribe to the offer;

8. the proposed time within which the allotment shall be completed;

9. the names of the proposed allottees and the percentage of post preferential offer capital that may be held by them;

10. the change in control, if any, in the company that would occur consequent to the preferential offer;

11. the number of persons to whom allotment on preferential basis have already been made during the year, in terms of number of securities as well as price;

12. the justification for the allotment proposed to be made for consideration other than cash together with valuation report of the registered valuer.

13. The pre issue and post issue shareholding pattern of the company in the following format-