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Hero Fincorp Limited Registered Office: 34, Community Centre

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Hero Fincorp Limited Registered Office: 34, Community Centre Hero FinCorp Limited Registered Office: 34, Community Centre, Basant Lok, Vasant Vihar, New Delhi-110057 CIN: U74899DL1991PLC046774, Phone: 011-46044100, 011-26142451 Fax: 011-26143321 Email: [email protected], Website: www.herofincorp.com POSTAL BALLOT NOTICE (Pursuant to Section 110 of the Companies Act, 2013 and Rules made thereunder) Dear Member(s), Sub: Passing of resolutions by Postal Ballot Notice is hereby given that pursuant to Section 110 and other applicable provisions of the Companies Act, 2013 (the “Act”), read with the Companies (Management and Administration) Rules, 2014 including any statutory modification or re-enactment thereof for the time being in force, the Resolutions appended below are proposed to be passed by way of Postal Ballot / electronic voting (e-voting) by the members of the Company. The Statement pursuant to Section 102 of the Act pertaining to the said resolutions setting out the material facts concerning each such resolution and reasons thereof is annexed to this Postal Ballot Notice along with Postal Ballot Form (the “Form”) for your consideration. The Board of Directors (“Board”) at its Meeting held on November 14, 2016 had appointed Mr. Tarun Jain, a Practicing Company Secretary (C.P. No. 4317) & Proprietor of M/s Tarun Jain & Associates, (“Scrutinizer”), to act as the Scrutinizer for conducting the Postal Ballot / e-voting process in a fair and transparent manner. The Members are requested to carefully read the instructions printed on the Form, record their assent (for) or dissent (against) therein and return the same in original duly completed in all respects in the enclosed self-addressed postage pre-paid envelope (if posted In India) so as to reach the Scrutinizer at his address at 805, Padma Tower-1, 5, Rajendra Place, Delhi 110008, Ph. No: 011-4153 6635, not later than 05:00 P.M. on Monday, January 16, 2017. Forms, if sent at the expense of the members, shall also be accepted. Forms may also be deposited personally at the above address of the Scrutinizer. Please note that if any Form is received after the said date, it will be considered that no reply has been received from the member. Members desiring to opt for e-voting as per facilities arranged by the Company are requested to read the instructions in the Notes under the section ‘Voting through Electronic Means’. References to postal ballot(s) in this Postal Ballot Notice includes votes received electronically. Upon completion of the scrutiny of the Forms (including e-voting), the Scrutinizer will submit his report to the Chairman/Company Secretary. The result of the Postal Ballot will be announced by the Chairman/Company Secretary of the Company on Monday, January 23, 2017 at 5.00 P.M., at the Registered Office of the Company. The aforesaid result shall displayed along with the Scrutinizer's Report on the Company's website i.e. www.herofincorp.com. Hero FinCorp Ltd. 1 SPECIAL BUSINESS: 1. APPOINTMENT OF MR. SANJAY KUKREJA AS DIRECTOR 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 Sections 149, 152, 160 and all other applicable provisions of the Companies Act, 2013 (“Act”) read with Companies (Appointment and Qualification of Directors) Rules, 2014 (including any statutory modification(s) or re-enactment thereof for the time being in force), Mr. Sanjay Kukreja (DIN- 00175427), who was appointed as an Additional Director by the Board of Directors at its Meeting held on September 15, 2016 in pursuance of the provisions of Articles of Association of the Company and in respect of whom the Company has received a Notice in writing under Section 160 of the Act from Mr. Sanjay Kukreja proposing his candidature for the office of Director, be and is hereby appointed as Non-Executive Director of the Company, liable to retire by rotation. RESOLVED FURTHER THAT Mr. Shyam Lal, Chief Financial Officer and Mr. Amit Jain, Head Legal & Secretary of the Company, be and are hereby severally authorized to do all acts, matters, deeds and things which are necessary or desirable in order to give effect to the above resolution, including filing of necessary forms with the jurisdictional Registrar of Companies, and to comply with all other requirements in this regard. RESOLVED FURTHER THAT the copies of the foregoing resolutions, certified to be true by any Director or Secretary of the Company, may be furnished to any concerned person(s) / authority(ies) as may be required.” 2. REAFFIRMATION OF ADOPTION OF RESTATED ARTICLES OF ASSOCIATION OF THE COMPANY To consider and, if thought fit, to pass the following Resolution as a Special Resolution: “RESOLVED THAT in accordance with the provisions of applicable law, including Section 14 of the Companies Act, 2013 and the Rules made there under (as amended from time to time), approval of the Shareholders of the Company be and is hereby accorded to reaffirm adoption of the restated Articles of Association of the Company, as approved by the Shareholders at their Extra Ordinary General Meeting held on September 15, 2016. RESOLVED FURTHER THAT for the purpose of giving effect to this Resolution, the Board of Directors of the Company be and is hereby authorized to take all such steps and actions and give such directions as it may, in its absolute discretion, deem necessary and to settle any question that may arise in this regard, without being required to seek any further consent or approval of the Shareholders of the Company or otherwise, to the end and intent that the Shareholders of the Company shall be deemed to have given their approval thereto expressly by the authority of this Resolution. RESOLVED FURTHER THAT Mr. Shyam Lal, Chief Financial Officer and Mr. Amit Jain, Head Legal & Secretary of the Company, be and are hereby severally authorized to do all acts, matters, deeds and things which are necessary or desirable in order to give effect to the above resolutions, including filing of necessary forms with the Registrar of Companies, and to comply with all other requirements in this regard. RESOLVED FURTHER THAT the copies of the foregoing Resolutions, certified to be true by any Director or the Secretary of the Company, may be furnished to any concerned person(s) / authority(ies) as may be required.” 2 Hero FinCorp Ltd. 3. RATIFICATION OF ISSUANCE OF NON-CONVERTIBLE DEBENTURES ON PRIVATE PLACEMENT BASIS To consider and, if thought fit, to pass the following Resolution, as a Special Resolution: “RESOLVED THAT pursuant to section 42 and other applicable provisions of the Companies Act, 2013 and the Rules specified thereunder (including any modifications or re- enactments thereof, for the time being in force), the issuance, by the Company of the following 2 (two) series of non-convertible debentures (“NCD(s)”) be and is hereby ratified: (i) 4,900 (Four Thousand Nine Hundred) NCDs of face value of Rs. 10,00,000/- (Indian Rupees Ten Lacs) each, aggregating to Rs. 490,00,00,000/- (Indian Rupees Four Hundred and Ninety Crore) issued pursuant to the information memorandum dated July 12, 2016; and (ii) 1,000 (One Thousand) NCDs of face value of Rs.10,00,000/- (Indian Rupees Ten Lacs) each, aggregating to Rs. 100,00,00,000/- (Indian Rupees One Hundred Crore) issued pursuant to the information memorandum dated August 02, 2016. RESOLVED FURTHER THAT Mr. Shyam Lal, Chief Financial Officer and Mr. Amit Jain, Head Legal & Secretary of the Company, be and are hereby severally authorized to do all acts, matters, deeds and things which are necessary or desirable in order to give effect to the above resolutions, including filing of necessary forms with the Registrar of Companies, and to comply with all other requirements in this regard. RESOLVED FURTHER THAT the copies of the foregoing Resolutions, certified to be true by any Director or Secretary of the Company, may be furnished to any concerned person(s) / authority(ies) as may be required.” By Order of the Board for Hero FinCorp Ltd. Amit Jain Head Legal & Company Secretary FCS: 3923 Date: December 06, 2016 Place: New Delhi Registered Office: 34, Community Centre, Basant Lok, Vasant Vihar, New Delhi- 110057 CIN: U74899DL1991PLC046774 Phone: 011-46044100 Fax: 011-49487197 E-mail: [email protected] Website: www.herofincorp.com Hero FinCorp Ltd. 3 NOTES: 1. The explanatory statement pursuant to Section 102 of the Act stating all material facts and the reasons for the proposals set out above is annexed herewith. 2. The Postal Ballot Notice is being sent to all the Members, whose names appear in the Register of Members as on Friday, December 02, 2016. A person who is not a member as on the relevant date should treat this Postal Ballot Notice for information purposes only. 3. The voting shall be reckoned in proportion to a member's share of voting rights on the paid-up ordinary share capital as on Friday, December 02, 2016. The postal ballot commences on December 17, 2016 (10:00 am IST) and ends on January 16, 2017. 4. A Member cannot exercise his/her vote by proxy on Postal Ballot. 5. In case of joint-holding, the Postal Ballot Form must be completed and signed as per the Specimen Signature registered with the Company by the first named member and in his/her absence, by the next named member. 6. Unsigned, incomplete, improperly or incorrectly ticked Postal Ballot Forms shall be rejected. 7. The aforementioned resolutions, if assented to by the requisite majority of the members by means of Postal Ballot, shall be deemed to have been duly passed at a General Meeting of the members. 8. The last date for receipt of duly completed Postal Ballot Forms or e-voting shall be the date on which the resolution would be deemed to have been passed, if approved by the requisite majority.
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