VADINAR OIL TERMINAL LIMITED Corporate Identity No. (CIN): U35111GJ1993PLC053434 Registered Office: Nayara Energy Refinery Site, 39 KM Stone, Okha Highway (SH-25), Khambhalia, District Devbhumi Dwarka, Gujarat 361305 Tel. No.: +91 2833 661444; Fax No.: +91 2833 662929 Email:
[email protected]; MEETING OF THE EQUITY SHAREHOLDERS OF VADINAR OIL TERMINAL LIMITED CONVENED ON THE DIRECTIONS OF THE NATIONAL COMPANY LAW TRIBUNAL, AHMEDABAD BENCH NOTICE TO EQUITY SHAREHOLDERS Day Wednesday Date March 18, 2020 Time 11:00 a.m. (IST) Venue Nayara Energy Refinery Complex, Khambhalia Post (39th KM stone on Jamnagar – Okha Highway), District Devbhumi Dwarka, Gujarat – 361305 E-VOTING Commencing on Friday, March 13, 2020 at 08:00 a.m. (IST) Ending on Tuesday, March 17, 2020 at 05:00 p.m. (IST) INDEX Sr. No. Contents Page No. 1. Notice of meeting of the equity shareholders of Vadinar Oil Terminal Limited convened as per 2-7 the directions of the Hon’ble National Company Law Tribunal, Ahmedabad Bench 2. Route map to the venue of the Meeting along with landmark 8 3. Explanatory Statement under Sections 230(3) and 102 of the Companies Act, 2013 read with Rule 6 of the Companies (Compromises, Arrangements and Amalgamations) Rules, 2016 and 9-24 other applicable provisions of the Companies Act, 2013 4. Scheme of Amalgamation of Vadinar Oil Terminal Limited with Nayara Energy Limited - 25-43 Annexure A 5. Valuation report dated March 15, 2019 prepared by M/s. BSR & Associates LLP, Independent Chartered Accountants, on the valuation of shares and the consideration payable to the resident 44-70 and non-resident public shareholders - Annexure B 6.