NAYARA ENERGY LIMITED Registered Office: Khambhalia, Post Box No. 24, District Devbhumi Dwarka, Gujarat 361305 Corporate Identity No. (CIN): U11100GJ1989PLC032116 Tel. No.: +91 2833 661444; Fax No.: +91 2833 662929 Email:
[email protected]; Website: www.nayaraenergy.com POSTAL BALLOT NOTICE PURSUANT TO SECTION 110 OF THE COMPANIES ACT, 2013 READ WITH RULE 22 OF THE COMPANIES (MANAGEMENT AND ADMINISTRATION) RULES, 2014 To The Shareholder(s), NOTICE is hereby given to the shareholders (the “Shareholders/Members”) of Nayara Energy Limited (the “Company”), pursuant to Section 110 and other applicable provisions, if any, of the Companies Act, 2013 read with Rule 22 and other provisions of the Companies (Management and Administration) Rules, 2014 (the “Companies Act”) including any statutory modification(s) or re-enactment(s) thereof for the time being in force, that the resolutions appended below are proposed to be passed by way of Postal Ballot /remote e-voting process. The proposed resolutions, the explanatory statement thereto setting out the material facts and reasons thereof as required under Section 102 of the Companies Act, 2013 along with a Postal Ballot form and a self-addressed postage pre-paid envelope (if posted within India) are enclosed for your consideration. 1. Re-appointment of Mr. Charles Anthony Fountain as Executive Chairman 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 196, 197, 198, 203, Schedule