MOIL LIMITED (A Government of India Enterprise) Regd. Off.: MOIL Bhawan, 1A Katol Road, NAGPUR- 440 013 Website: www.moil.nic.in , E-MaiiiD: [email protected], Ph.: 0712-2806182, Fax: 0712-2591661, CIN: L99999MH1962GOI012398 CS/NSE-BSE/2018-19/221 Date: 28.08.2018

To, To, The G.M. (Listing) Listing Department National Stock Exchange of India Ltd. BSE Limited, Exchange Plaza, Plot No.C-1, G Block, Phiroze Jeejeebhoy Towers Bandra Kurla Complex, Bandra (East) Dalal Street, Mumbai - 400053 Mumbai - 400001

Sub: 56 th Annual General Meeting (AGM) and Record Date.

Stock NSE: MOIL Code: BSE: 533286 ISIN: INE490G01020 Dear Sir,

This is to inform that 56tl' Annual General Meeting of the Company will be held on Thursday, 27tl' September, 2018, at 11.30 A.M. at MOIL Ltd., Golden Jubilee Hall, West Court Premises, in-front-of Z.P. (Ex-Govt.) High School, Katol Road, Nagpur- 440013. Pursuant to Regulation 42 of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, "record date" for the purpose of payment of final dividend, if declared by the shareholders at ensuing Annual General Meeting, shall be 14th September, 2018 ("the record date") to determine the members entitled to receive tl1e final dividend. The final dividend on equity shares will be paid I dispatched on or before 25th October, 2018 to eligible shareholders.

The Company has engaged the services of National Securities Depository Limited (NSDL) to provide the remote e­ voting facility to the members of the Company. The remote e-voting facility will be available at www.evoting.nsdl.com and the members holding shares either in physical form or in electronic form as on cut-off date (i.e., 20.09.2018) shall only be entitled for availing the remote e-voting facility. Please make note of the following dates for e-voting:

Date and time of commencement of remote e-voting Date and time of end of remote e-voting.

The Annual Report with Notice of AGM can be downloaded at: http://www.moil. nic.in/AR MOIL 2017-18.pdf

This is for your kind information and record

Thanking you,

Yours faithfully, For MOIL Limited,

(Company Secretary & Compliance Officer) MOIL LIMITED

Notice of 56th AnnualNOTICE General MeetinG NOTICE IS HEREBY GIVEN THAT 56th Annual General Meeting of the Members of MOIL Limited will be held on Thursday, 27th September, 2018, at 11:30 A.M. at MOIL Ltd., Golden Jubilee Hall, West Court Premises, in-front-of Z.P. (Ex-Govt.) High School, Katol Road, rd NagpurNOTICE - 440 IS HEREBY 013, to transact GIVEN THATthe following 53 Annual business: General Meeting of the Members of MOIL Limited will be held on Monday, the 31st August , 2015 at 11.30 A.M. at MOIL Ltd., Golden Jubilee Hall, West Court Premises, In-front-of Z.P. (Ex-Govt.) High School, Katol ORDINARYRoad, Nagpur BUSINESS - 440 013, to transact the following business: (1)ORDINARY To receive, BUSINESS consider and adopt the audited financial statements of the Company including consolidated financial statements for the year ended 31st March, 2018 together with the Reports of the Board of Directors and Auditors thereon. (1) To receive, consider and adopt the audited fi nancial statements of the Company for the year ended 31st March, 2015 together (2) Towith declare the Reports Final Dividend of the Boardof Rs. of2.50 Directors per equity and share Auditors and thereon.to confirm the interim dividend of Rs. 3.00 per equity share, already paid during the year, for the year ended March 31, 2018. (2) To declare Final Dividend for the Financial Year 2014-15. (3) To consider continuation of the appointment of Shri Dipankar Shome, Director (Production & Planning) (DIN: 06435854), as a Director (3) liable To consider to retire continuation by rotation ofas theper appointmentapplicable provisions of Shri M.of theP. Chaudhari, Companies Director Act, 2013, (Finance) subject (DIN:to terms 05339308), and conditions as a Director as determined liable to by theretire Government by rotation of as India per videapplicable order F.No.4/10/2015-BLA provisions of the Companies dated 12.09.2017 Act, 2013, and subject further to order(s) terms and in this conditions regard, if as any. determined by the Government of India vide letter No. 1(2)/2011- RM-II dated 18.5.2012 and further order(s) in this regard, if any. (4) To consider continuation of the appointment of Shri Rakesh Tumane, Director (Finance) (DIN: 06639859), as a Director liable to (4) retire To authorise by rotation the Board as per of applicableDirectors toprovisions fi x remuneration of the Companies of statutory Act, auditors2013, subject of the to Company terms and for conditions the fi nancial as yeardetermined 2015-16 by in the Governmentcompliance ofwith India the vide orders order and F.No.4/1/2016-BLA directions of appointment dated 13.09.2017 by the Comptroller and further order(s)and Auditor-General in this regard, ofif any.India. (5)Special To Businessauthorise the Board of Directors to fix remuneration of Statutory Auditors of the Company for the financial year 2018-19in compliance with the orders and directions of appointment by the Comptroller and Auditor-General of India. (5) To consider and, if thought fi t, to pass with or without modifi cation(s), the following resolution as an Ordinary Resolution: SPECIAL BUSINESS “RESOLVED THAT pursuant to the provisions of Section 148 and all other applicable provisions of the Companies Act, 2013 (“the (6) ToAct”) consider and the and, Companies if thought (Auditfit, to andpass Auditors)with or without Rules, 2014modification(s), (including any the statutoryfollowing modifiresolution cation(s) as anOrdinary or re-enactment Resolution thereof,: for the time being in force), M/s. Ujwal P. Loya & Co., Cost Accountants, Nagpur, (ICWA Registration No. 101399), the Cost Auditors "RESOLVED THAT appointment of M/s Phatak Paliwal & Co., a practicing Cost Accountant, as Cost Auditor of the Company for the appointed by the Board of Directors of the Company, to conduct the audit of the cost records of the of the Company for the financial year 2018-19 at a remuneration of Rs. 1,50,000 (Rs. One Lakh Fifty Thousand only) plus tax as applicable and out of pocket fi nancial year ending 31st March, 2016, at a remuneration of `1,20,000/- (Rupees One Lakh Twenty Thousand) exclusive of service expenses, for audit of the cost accounting records of the company, subject to and as per the provisions of applicable acts, rules, tax as applicable and reimbursement of actual travel and out-of-pocket expenses, be and is hereby ratifi ed. regulations, notifications, circulars, etc., be and is hereby ratified. RESOLVED FURTHER THAT the Board of Directors and/ or the Company Secretary, be and are hereby authorised to settle any RESOLVED FURTHER THAT the Board of Directors and/ or the Company Secretary, be and are hereby authorized to settle any question, question, diffi culty or doubt, that may arise in giving eff ect to this resolution and to do all such acts, deeds and things as may be difficulty or doubt, that may arise in giving effect to this resolution and to do all such acts, deeds and things as may be necessary, necessary, expedient and desirable for the purpose of giving eff ect to this resolution.” expedient and desirable for the purpose of giving effect to this resolution.” (7) To consider and, if thought fit, to pass with or without modification(s), the following resolution as anOrdinary Resolution: “RESOLVED THAT pursuant to terms and conditions as determined by the Government of India vide Order No. F.No. 1(10)/2015-BLA(Vol- Place:III) Nagpur dated 16.11.2017 and pursuant to the provisions of Companies Act, 2013 read with Listing By Regulations order of the andBoard other of Directors applicable Dated:laws, 3rd August, the consent 2015 of the members be and is hereby accorded for continuation of appointment Shri Vijayaraghavan M. Chariar (DIN- 06554220), as an Independent Director of the Company, for a period of three years w.e.f. 16.11.2017 until otherwise decided by the Government of India through further order(s). Neeraj D. Pandey Place: New Delhi By order of the Board of Directors (Company Secretary) Date: 02.08.2018 Neeraj D. Pandey Regd. Offi ce: (Company Secretary) MOIL LIMITED, MOIL Bhawan, Regd. Office: MOIL1A Katol LIMITED, Road, MOILNagpur Bhawan, - 440 013 1A Katol Road, NagpurNOTES: - 440 013 1. The relevant Explanatory Statement pursuant to Section 102 of the Companies Act, 2013, in respect of Item No. 5 is annexed herewith. 2. A MEMBER ENTITLED TO ATTEND AND VOTE AT THE AGM IS ENTITLED TO APPOINT A PROXY TO ATTEND AND VOTE INSTEAD OF HIMSELF/HERSELF AND THE PROXY NEED NOT BE A MEMBER OF THE COMPANY. THE INSTRUMENT OF PROXY IN ORDER TO BE EFFECTIVE, MUST BE DEPOSITED AT THE REGISTERED OFFICE OF THE COMPANY, DULY COMPLETED, STAMPED AND SIGNED, NOT LESS THAN 48 HOURS BEFORE THE COMMENCEMENT OF MEETING. A person can act as a proxy on behalf of members not exceeding fi fty and holding in the aggregate not more than ten percent of the total share capital of the Company carrying voting rights. A member holding more than ten percent of the total share capital of the Company carrying voting rights may appoint a 8 ANNUAL REPORT 2017-18 single person as proxy and such person shall not act as a proxy for any other person or member.

8 ANNUAL REPORT 2014-15 MOIL LIMITED

3.NOTES: Corporate members intending to send their authorised representatives to attend the Meeting are requested to send to the Company a certifi ed copy of the Board Resolution authorizing their representative to attend and vote on their behalf at the 1. The company has opted to send the notice along with statement containing salient features of financial statement, i.e., abridged form Meeting.of Annual Report, in the AOC-3A Form as prescribed under section 136 of the Companies Act, 2013. In case you want full Annual 4. TheReport President for the of given India financial or the Governor year, please of a informState may to Bigshareappoint theirServices authorised Pvt. Ltd. representative(Registrar and toTransfer attend agents) and vote or toon thetheir Company. behalf atIt maythe Meeting be noted and here such that authorised financial statementsrepresentative of the may Company appoint including a Proxy underconsolidated his signature. financial statements for the year ended st31 5. BriefMarch, Resume 2018 have of thebeen Directors prepared appointedin accordance since with last Ind-AS. Annual The Generalfull Annual Meeting Report as and per also Ind-As of is those available whose on company’s appointment/re- website www.moil.nic.in appointment is proposed, as mandated under Clause 49 of Listing Agreement with the Stock Exchanges, is annexed hereto and 2. forms The relevant part of Explanatory the notice. Statements pursuant to Section 102 of the Companies Act, 2013, in respect of Item No. 6 and 7 are annexed herewith 6. The Registrar of Members and Share Transfer Books of the Company will remain closed from 24th August, 2015 to 31st August, 3. 2015 A MEMBER (Both daysENTITLED inclusive). TO ATTEND The fi nal AND dividend VOTE AT on THE equity AGM shares, IS ENTITLED as recommended TO APPOINT by A PROXYthe Board TO ATTENDof Directors, AND ifVOTE declared INSTEAD at the OF AnnualHIMSELF/HERSELF General Meeting, AND THE will PROXY be paid NEED on and NOT from BE 25A thMEMBER September OF 2015THE COMPANY. to the Members THE INSTRUMENT or their mandates OF PROXY whose IN names ORDER appear TO BE inEFFECTIVE, the Company’s MUST RegisterBE DEPOSITED of Members AT THE on REGISTERED 31st August, OFFICE 2015 OF in respectTHE COMPANY, of physical DULY shares. COMPLETED, In respect STAMPED of dematerialized AND SIGNED, shares, NOT LESSthe dividendTHAN 48 HOURSwill be payableBEFORE THEto the COMMENCEMENT benefi cial owners OF of MEETING. the shares A personwhose cannames act asappear a proxy in onthe behalf statement of members of Benefi not cial exceeding Ownership fifty and holding in the aggregate not more than ten percent of the total share capital of the Company carrying voting rights. A member furnished by National Securities Depository Limited and Central Depository (India) Limited at the close of business hours on holdingnd more than ten percent of the total share capital of the Company carrying voting rights may appoint a single person as proxy 22and such August, person 2015. shall not act as a proxy for any other person or member. 7.4. During Corporate the members period beginningintending to 24 send hours their before authorised the time representatives fi xed for the to commencementattend the Meeting of the are meetingrequested and to endingsend to the with Company the conclusiona certified of copy the meeting,of the Board a member Resolution would authorizing be entitled their to inspectrepresentative the proxies to attendlodged and with vote the on Company, their behalf at anyat timethe duringMeeting. the business hours of the Company, provided that not less than three days of notice in writing is given to the Company. 5. An authorised representative of the President of India or of the Governor of the State, holding shares in a company, may appoint a 8. TheProxy Register under hisof Directors signature and to attend Key Managerial and vote Personnelon their behalf and theirat the shareholding, Meeting and maintainedsuch authorised under representative Section 170 of themay Companiesappoint a Proxy Act,under 2013, his signature.will be available for inspection by the members at the AGM. 9.6. The Brief Register Resume of of Contractsthe Directors or Arrangementsappointed since in last which Annual Directors General are Meeting interested, and maintainedalso of those under whose Section appointment/re-appointment 189 of the Companies is Act,proposed, 2013, willas mandated be available under for Regulationinspection by36(3) the ofmembers SEBI (Listing at the Obligations AGM. and Disclosure Requirements) Regulations, 2015 (“Listing Regulations”) with the Stock Exchanges, is annexed hereto and forms part of the notice. 10. Members are requested to:- 7. Pursuant regulation 42 of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015,“record date” for the purpose of • Note that copies of Annual Report will not be distributed at the Annual General Meeting. payment of final dividend for the financial year ended st31 March, 2018, if declared at ensuing Annual General Meeting, shall be 14th •September, Bring 2018their (“thecopies record of Annual date”). Report, The final Notice dividend and Attendance on equity shares Slip duly will completedbe paid within and 30 signed, days after at the declaration meeting. to the members or their mandates whose names appear in the Company’s Register of Members or in the statement of beneficial ownership furnished •by National Deliver Securities duly completed Depository and signedLimited Attendance (NSDL) and SlipCentral at the Depository entrance (India) of the Limitedmeeting (NSDL) venue onas theentry record to the date. hall will be strictly on the basis of the entry slip available at the counter at the venue to be exchanged with the attendance slip. 8. Requisitions, if any, for inspection of Proxies shall be received in writing from a member entitled to vote on any resolution at least 3 •days before Quote the the commencement Folio/Client ID & of DP the ID meeting Nos. in all shall correspondence. be made available for inspection during the period beginning 24 hours before •the time Members, fixed for who the holdcommencement shares in dematerialized of the meeting form and areending requested with the toconclusion bring their of the Client meeting. ID and DP ID Nos. for easier 9. The Registeridentifi ofcation Directors of attendance and Key Managerial at the meeting Personnel and their shareholding, maintained under Section 170 of the Companies Act, •2013, Notewill be that available due to for strict inspection security reasons,by the members mobile atphones, the AGM brief cases, eatables and other belongings are not allowed inside 10. The Registerthe Meeting of Contracts Hall. or Arrangements in which Directors are interested, maintained under Section 189 of the Companies Act, •2013, Notewill be that available no gifts/coupons for inspection will bybe the distributed members atat thethe AnnualAGM. General Meeting. 11.11. MembersRoute-map are to requestedthe venue toof thenotify Meeting immediately is provided any changein the Annual of address: Report. 12. •Members To their are requestedDepository to:- Participant(DP) in respect of shares held in dematerialized form, and •• ToNote the that Company copies ofat Annualits Registered Report willOffi cenot or be to distributed its RTA, M/s. at theBigshare Annual Services General Pvt. Meeting. Ltd. in respect of their physical shares, if • any,Bring quoting their copies their of folio Annual number Report, Notice and Attendance Slip duly completed and signed, at the meeting. 12. Facility of payment of dividend through ECS / NECS is available. Those shareholders who are holding shares in electronic mode • Deliver duly completed and signed Attendance Slip at the entrance of the meeting venue as entry to the hall will be strictly on should register their ECS mandate with their respective depository participants directly and shareholders who are holding the basis of the entry slip available at the counter at the venue to be exchanged with the attendance slip. equity shares in physical mode, they are requested to deposit ECS mandate with the Company or RTA. • Quote the Folio/Client ID & DP ID Nos. in all correspondence. 13. The Notice of the AGM along with the Annual Report for 2014-15 are being sent by electronic mode to those Members whose e-mail• Members, addresses who are hold registered shares in with dematerialized the Company form / areDepositories, requested tounless bring any their Member Client ID has and requested DP ID Nos. forfor aeasier physical identification copy of the saidof attendancedocuments. atFor the Members meeting who have not registered their e-mail addresses, physical copies of the above mentioned documents are being sent. All these above mentioned documents will also be available on the Company’s website www. • Note that due to security reasons, mobile phones, brief cases, eatables and other belongings may not be allowed inside the moil.nic.in for download by the shareholders. We request shareholders to update their mail address with their depository Meeting Hall. participant to ensure that the annual reports and other documents reach them on their preferred mail address. Shareholders holding• Note shares that in no physical gifts/coupons form may will intimatebe distributed us their at thee-mail Annual address General along Meeting. with name, address and folio no. for registration at [email protected]. 14. As mandated by the Securities and Exchange of India (SEBI), every participant in the securities market has to submit Permanent ANNUAL REPORT 2017-18 9 Account Number (PAN). Members holding shares in electronic form are, therefore, requested to submit the PAN to their

ANNUAL REPORT 2014-15 9 MOIL LIMITED

13. Members are requested to notify immediately any changeNOTICE of address: • To their Depository Participant(DP) in respect of shares held in dematerialized form, and

NOTICE• IS ToHEREBY the Company GIVEN at THAT its Registered 53rd Annual Office General or to Meetingits RTA, ofM/s. the Bigshare Members Services of MOILPvt. Ltd. Limited in respect will of betheir held physical on Monday, shares, if the any, quoting their folio number. 31st August , 2015 at 11.30 A.M. at MOIL Ltd., Golden Jubilee Hall, West Court Premises, In-front-of Z.P. (Ex-Govt.) High School, Katol 14.Road, FacilityNagpur of - payment440 013, ofto dividend transact throughthe following ECS / NECS business: is available. Those shareholders who are holding shares in electronic mode should register their ECS mandate with their respective depository participants directly and shareholders who are holding equity shares in ORDINARYphysical BUSINESS mode, they are requested to deposit ECS mandate with the Company or RTA. (1) To receive, consider and adopt the audited fi nancial statements of the Company for the year ended 31st March, 2015 together 15. The Notice of the AGM along with the Annual Report for 2017-18 are being sent by electronic mode to those Members whose with the Reports of the Board of Directors and Auditors thereon. e-mail addresses are registered with the Company / Depositories, unless any Member has requested for a physical copy of the (2) said To declare documents. Final ForDividend Members for thewho Financial have not Year registered 2014-15. their e-mail addresses, physical copies of the notice and abridged financial (3) statements To consider are continuation being sent. ofAll thethese appointment above mentioned of Shri M.documents P. Chaudhari, will also Director be available (Finance) on (DIN:the Company's 05339308), website as a Director www.moil.nic.in liable to forretire download by rotation by the as shareholders.per applicable We provisions request shareholders of the Companies to update Act, their2013, mail subject address to terms with andtheir conditions depository as participant determined to byensure the thatGovernment the annual of reports India vide and letter other No. documents 1(2)/2011- reach RM-II them dated on 18.5.2012 their preferred and further mail address. order(s) Shareholders in this regard, holding if any. shares in physical form may intimate their e-mail address along with name, address and folio no. for registration at [email protected] (4) To authorise the Board of Directors to fi x remuneration of statutory auditors of the Company for the fi nancial year 2015-16 in 16. Ascompliance mandated with by the the Securities orders and and directions Exchange of appointmentof India (SEBI), by every the Comptrollerparticipant andin the Auditor-General securities market of India. has to submit Permanent Account Number (PAN). Members holding shares in electronic form are, therefore, requested to submit the PAN to their Depository SpecialParticipants Business with whom they are maintaining their demat accounts. 17.(5)  Pursuant To consider to SEBI and, circular if thought SEBI/HO/MIRSD/DOP1/CIR/2018/73 fi t, to pass with or without modifi datedcation(s), 20th the April, following 2018, shareholders resolution as holding an Ordinary shares Resolution: in physical form whose “RESOLVED folio do THAT not pursuant have/have to incomplete the provisions details of Section with respect 148 and to PAN all other and bank applicable particulars provisions are mandatorilyof the Companies required Act, to furnish2013 (“the the PAN and bank details to the Company/RTA for registration under their folio. Act”) and the Companies (Audit and Auditors) Rules, 2014 (including any statutory modifi cation(s) or re-enactment thereof, for 18. Inthe terms time of being SEBI Gazette in force), Notificton M/s. Ujwal datedP. Loyath 8 June, & Co., 2018, Cost shares Accountants, in physical Nagpur, form will (ICWA not be Registration transferred after No. 101399), 5th December, the Cost 2018. Auditors Hence, membersappointed who by arethe holdingBoard of shares Directors in physical of the formCompany, are requested to conduct to convert the audit the of shares the cost in Demat records form of the before of the the Company date mentioned for the above.fi nancial year ending 31st March, 2016, at a remuneration of `1,20,000/- (Rupees One Lakh Twenty Thousand) exclusive of service 19. Memberstax as applicable are requested and reimbursement to note that, dividends of actual if nottravel encashed and out-of-pocket for a consecutive expenses, period be of and 7 years is hereby from theratifi dateed. of transfer to Unpaid DividendRESOLVED Account FURTHER of the THAT Company, the Board are ofliable Directors to be transferred and/ or the to Company the Investor Secretary, Education be andand areProtection hereby authorisedFund (IEPF). to The settle shares any in respectquestion, of diffisuch culty unclaimed or doubt, dividends that may are arise also in liable giving to effbe ect transferred to this resolution to the demat and to account do all such of the acts, IEPF deeds Authority. and things In view as mayof this, be Membersnecessary, are expedient requested and to claimdesirable their for dividends the purpose from theof giving Company, eff ect within to this the resolution.” stipulated timeline. The Members, whose unclaimed dividends/shares have been transferred to IEPF, may claim the same by making an application to the IEPF Authority in Form No. IEPF-5 available on www.iepf.gov.in. 20. Members seeking further information on the Financial Statement or any other matter contained in the Notice are requested to write Place:to Nagpur the Company at least 7 days before the meeting so that relevant information can be kept ready By at order the ofmeeting. the Board of Directors 21.Dated: Pursuant 3rd August, to Section 2015 139(5) of Companies Act, 2013, the Auditors of a Government Company are to be appointed or re-appointed by the Comptroller and Auditor General of India and in terms of Section 142(1) of the Companies Act, 2013, their remuneration has to be fixed by the Company in General Meeting or in such manner as the Company in General Meeting may determine. The Members of the Company in the 55th Annual General Meeting held on August 20th, September, 2017 had authorised the Board Neeraj of Directors D. Pandey to fix the remuneration of Statutory Auditors for the year 2017-18. Accordingly, the Board of Directors had fixed audit fee of Rs. 4,50,000 plus applicable tax and out of pocket expenses, for audit works of Standalone and Consolidated accounts. In line (Company with the Secretary) previous practice, the Members may authorise the Board to fix remuneration of Statutory Auditors as may be deemed fit by the Board. CAG Regd.vide Offi ce:their letter dated 19.07.2018 has appointment M/s Demble Ramani & Co., Chartered Account as Statutory Auditor for the MOIL FinancialLIMITED, year 2018-19. 22.MOIL TheBhawan, Government of India vide Order Nos. F.No.4/10/2015-BLA dated 12.09.2017 and F.No.4/1/2016-BLA dated 13.09.2017 has 1A Katolappointed Road, Shri Dipankar Shome as Director (Production & Planning) (DIN: 06435854) and Shri Rakesh Tumane, Director (Finance) Nagpur(DIN - 440 06639859) 013 of MOIL, respectively. Pursuant to provisions of the Companies Act, 2013, Directors of the company (other than Independent Directors) are liable to retire by rotation. Hence, subject to terms and condition as determined by the Government of India in the above mentioned order and further order(s) in this regard, if any, the consent of the members is hereby sought for NOTES:continuation of Shri Dipankar Shome and Shri Rakesh Tumane, as Directors, being longest in office a Director liable to retire by 1. rotation, The relevant under Explanatory the applicable Statement provisions pursuant of the Companiesto Section 102Act, 2013.of the Companies Act, 2013, in respect of Item No. 5 is annexed 23. Theherewith. Board has recommended final dividend @ Rs. 2.50 per equity shares for the year 2017-18. 24.2. All A MEMBERthe documents ENTITLED referred TO ATTEND to in the AND accompanying VOTE AT THE notice AGM are IS ENTITLEDopen for inspection TO APPOINT at Athe PROXY Registered TO ATTEND Office AND of the VOTE Company INSTEAD on all workingOF HIMSELF/HERSELF days (barring Saturday, AND THE Sunday PROXY and NEED National NOT BEHoliday), A MEMBER between OF THE 11:00 COMPANY. AM to 1:00 THE PM INSTRUMENT up to the date OF of PROXY AGM. IN ORDER TO BE EFFECTIVE, MUST BE DEPOSITED AT THE REGISTERED OFFICE OF THE COMPANY, DULY COMPLETED, STAMPED AND SIGNED, NOT LESS THAN 48 HOURS BEFORE THE COMMENCEMENT OF MEETING. A person can act as a proxy on behalf of members not exceeding fi fty and holding in the aggregate not more than ten percent of the total share capital of the Company carrying voting rights. A member holding more than ten percent of the total share capital of the Company carrying voting rights may appoint a 10 ANNUAL REPORT 2017-18 single person as proxy and such person shall not act as a proxy for any other person or member.

8 ANNUAL REPORT 2014-15 MOIL LIMITED

3.25. CorporateVoting through members electronic intending means: to send their authorised representatives to attend the Meeting are requested to send to the Company a certifi ed copy of the Board Resolution authorizing their representative to attend and vote on their behalf at the (i) In compliance with provisions of Section 108 of the Companies Act, 2013, Rule 20 of the Companies (Management and Meeting. Administration) Rules, 2014 as amended by the Companies (Management and Administration) Amendment Rules, 2015 and 4. The PresidentRegulation of India 44 of or SEBI the (Listing Governor Obligations of a State may and appointDisclosure their Requirements), authorised representative Regulations, to2015, attend the andCompany vote is on pleased their betohalf provide at the Meetingmembers and facility such to authorisedexercise their representative right to vote onmay resolutions appoint a Proxyproposed under to behis considered signature. at the Annual General Meeting (AGM) 5. Brief Resumeby electronic of the means Directors and the appointed business may since be last transacted Annual through General e-Voting Meeting Services. and also The of facility those whoseof casting appointment/re- the votes by the appointmentmembers is proposed,using an electronic as mandated voting under system Clause from 49a placeof Listing other Agreement than venue withof the the AGM) Stock (“remote Exchanges, e-voting”) is annexed will behereto provided and by forms partNational of the Securities notice. Depository Limited (NSDL). 6. The(ii)  RegistrarThe facility of Members for voting and through Share ballot/polling Transfer Books paper of theshall Company be made availablewill remain at the closed AGM from and the24th August,members 2015attending to 31 stthe August, meeting 2015 (Bothwho have days not inclusive). cast their The vote fi nal by remotedividend e-voting on equity shall shares, be able as to recommendedexercise their right by theat the Board meeting of Directors, through ifballot declared /polling at thepaper. Annual(iii) The General members Meeting, who have will be cast paid their on vote and by from remote 25th Septembere-voting prior 2015 to tothe the AGM Members may also or attendtheir mandates the AGM whose but shall names not beappear entitled in the Company’sto cast their Register vote again. of Members on 31st August, 2015 in respect of physical shares. In respect of dematerialized shares, the dividend will be payable to the benefi cial owners of the shares whose names appear in the statement of Benefi cial Ownership furnished(iv) The by remote National e-voting Securities period Depository commences Limited on and September Central 24, Depository 2018 (9.00 (India) am) Limited and ends at the on close September of business 26, hours2018 (5.00 on p.m.). 22nd August,During this2015. period, members of the Company, holding shares either in physical form or in dematerialized form, as on the cut-off date of 20.09.2018, may cast their vote by remote e-voting. The remote e-voting module shall be disabled by NSDL for voting 7. Duringthereafter. the period Once beginning the vote 24 on hoursa resolution before is the cast time by the fi xed member, for the the commencement member shall not of thebe allowed meeting to andchange ending it subsequently. with the conclusion of the meeting, a member would be entitled to inspect the proxies lodged with the Company, at any time during the business(v) The hours details of of the the Company, process and provided manner that for notremote less e-votingthan three are days explained of notice herein in writing below: is given to the Company. 8.Step 1 The : Log-in Register to NSDL of Directors e-Voting and system Key Managerial athttps://www.evoting.nsdl.com/ Personnel and their shareholding, maintained under Section 170 of the Companies Step 2Act, : Cast 2013, your will vote be electronically available for inspectionon NSDL e-Voting by the members system. at the AGM. 9.Details The on RegisterStep 1 is ofmentioned Contracts orbelow: Arrangements in which Directors are interested, maintained under Section 189 of the Companies Act, 2013, will be available for inspection by the members at the AGM. 1. Visit the e-Voting website of NSDL. Open web browser by typing the following URL: https://www.evoting.nsdl.com/ either on a 10. Members are requested to:- Personal Computer or on a mobile. • Note that copies of Annual Report will not be distributed at the Annual General Meeting. 2. Once the home page of e-Voting system is launched, click on the icon “Login” which is available under ‘Shareholders’ section. • Bring their copies of Annual Report, Notice and Attendance Slip duly completed and signed, at the meeting. 3. A new screen will open. You will have to enter your User ID, your Password and a Verification Code as shown on the screen. • Deliver duly completed and signed Attendance Slip at the entrance of the meeting venue as entry to the hall will be strictly Alternatively,on the basisif you of are the registered entry slip for available NSDL eservices at the counter i.e. IDEAS, at youthe venuecan log-in to be at exchangedhttps://eservices.nsdl.com/ with the attendance with your slip. existing IDEAS login. Once you log-in to NSDL eservices after using your log-in credentials, click on e-Voting and you can proceed to Step 2 i.e. Cast •your vote Quote electronically. the Folio/Client ID & DP ID Nos. in all correspondence. • Members, who hold shares in dematerialized form are requested to bring their Client ID and DP ID Nos. for easier 4. Your User ID details are given below : identifi cation of attendance at the meeting Manner of holding shares i.e. Demat (NSDL or CDSL) or Physical Your User ID is: • Note that due to strict security reasons, mobile phones, brief cases, eatables and other belongings are not allowed inside a) Forthe Members Meeting who Hall. hold shares in demat account with NSDL. 8 Character DP ID followed by 8 Digit Client ID For example if your DP ID is IN300*** and Client ID is 12****** • Note that no gifts/coupons will be distributed at the Annualthen General your userMeeting. ID is IN300***12******. 11. Membersb) For Members are requested who hold to sharesnotify immediatelyin demat account any changewith CDSL. of address:16 Digit Beneficiary ID • To their Depository Participant(DP) in respect of shares heldFor in dematerialized example if your form, Beneficiary and ID is 12************** then your user ID is 12************** • c) For To Members the Company holding at shares its Registered in Physical Offi Form. ce or to its RTA, M/s. BigshareEVEN Number Services followed Pvt. Ltd. by in Folio respect Number of their registered physical shares, with the if any, quoting their folio number company 12. Facility of payment of dividend through ECS / NECS is available. ThoseFor example shareholders if folio whonumber are isholding 001*** shares and EVEN in electronic is 101456 mo thende should register their ECS mandate with their respective depositoryuser ID participants is 101456001*** directly and shareholders who are holding 5. equityYour password shares in details physical are mode, given below: they are requested to deposit ECS mandate with the Company or RTA. 13. Thea) NoticeIf you of are the already AGM registeredalong with for the e-Voting, Annual Reportthen you for can 2014-15 use your are existingbeing sent password by electronic to login mode and cast to thoseyour vote.Members whose e-mail addresses are registered with the Company / Depositories, unless any Member has requested for a physical copy of theb) said If you documents. are using NSDLFor Members e-Voting whosystem have for thenot firstregistered time, theiryou will e-mail need addresses,to retrieve physicalthe ‘initial copies password’ of the which above was mentioned communicated to you. Once you retrieve your ‘initial password’, you need to enter the ‘initial password’ and the system will force you to documents are being sent. All these above mentioned documents will also be available on the Company’s website www. change your password. moil.nic.in for download by the shareholders. We request shareholders to update their mail address with their depository participant to ensure that the annual reports and other documents reach them on their preferred mail address. Shareholders holding shares in physical form may intimate us their e-mail address along with name, address and folio no. for registration at [email protected]. 14. As mandated by the Securities and Exchange of India (SEBI), every participant in the securities market has to submit Permanent ANNUAL REPORT 2017-18 11 Account Number (PAN). Members holding shares in electronic form are, therefore, requested to submit the PAN to their

ANNUAL REPORT 2014-15 9 MOIL LIMITED

c) How to retrieve your ‘initial password’? NOTICE (i) If your email ID is registered in your demat account or with the company, your ‘initial password’ is communicated to you on your email ID. Trace the email sent to you from NSDL from your mailbox. Open the email and open the attachment i.e. NOTICE IS HEREBYa .pdf GIVEN file. THATOpen 53therd .pdf Annual file. GeneralThe password Meeting to open of thethe Members.pdf file is ofyour MOIL 8 digit Limited client ID will for be NSDL held account, on Monday, last 8 digits the of 31st August , 2015client at 11.30 ID for A.M. CDSL at account MOIL Ltd., or folio Golden number Jubilee for sharesHall, West held Court in physical Premises, form. In-front-of The .pdf file Z.P. contains (Ex-Govt.) your High ‘User School, ID’ and Katol your Road, Nagpur - 440‘initial 013, topassword’ transact the following business: ORDINARY (ii) BUSINESS In case a Member receives physical copy of the Notice of AGM [for members whose email IDs are not registered with the Company/Depository Participants(s) or requesting physical copy]: Member may obtain a user ID and password for casting (1) To receive, considerhis/her vote and by adopt sending the a auditedrequest atfi nancial [email protected] statements ofor theby contacting Company forNSDL the at yearthe tollended free 31stno. 1800-222-990March, 2015 togetherproviding with the Reportsthe details of the such Board as Dematof Directors account and No. Auditors or Folio thereon. no., PAN, etc. 6.(2) If To you declare are unable Final Dividendto retrieve for or thehave Financial not received Year 2014-15.the “ Initial password” or have forgotten your password: (3) Click To consider on “Forgot continuation User Details/Password of the appointment?”(If you of are Shri holding M. P. Chaudhari,shares in your Director demat (Finance) account with(DIN: NSDL 05339308), or CDSL) as optiona Director available liable toon www.evoting.nsdl.comretire by rotation as per. applicable provisions of the Companies Act, 2013, subject to terms and conditions as determined by the PhysicalGovernment User Reset Passwordof India vide?” (If letter you areNo. holding 1(2)/2011- shares RM-II in physicaldated 18.5.2012 mode) option and further available order(s) on www.evoting.nsdl.com in this regard, if any.. If(4) you are To authorisestill unable the to Boardget the of password Directors by to aforesaid fi x remuneration two options, of statutory you can auditorssend a request of the atCompany [email protected] for the fi nancialmentioning year 2015-16your demat in accountcompliance number/folio with number, the orders your andPAN,your directions name of and appointment your registered by the address. Comptroller and Auditor-General of India. 7.Special After Business entering your password, tick on Agree to “Terms and Conditions” by selecting on the check box. 8.(5) Now, To consider you will and, have if to thought click on fi “Login”t, to pass button. with or without modifi cation(s), the following resolution as an Ordinary Resolution: 9. After “RESOLVED you click THAT on thepursuant “Login” to button,the provisions Home ofpage Section of e-Voting 148 and will all open.other applicable provisions of the Companies Act, 2013 (“the Act”) and the Companies (Audit and Auditors) Rules, 2014 (including any statutory modifi cation(s) or re-enactment thereof, for Details on Step 2 is given below: the time being in force), M/s. Ujwal P. Loya & Co., Cost Accountants, Nagpur, (ICWA Registration No. 101399), the Cost Auditors How toappointed cast your voteby the electronically Board of Directors on NSDL of e-Voting the Company, system? to conduct the audit of the cost records of the of the Company for the st 1. Afterfi nancial successful year ending login 31at Step March, 1, you 2016, will at be a remunerationable to see the of Home`1,20,000/- page of(Rupees e-Voting. One Click Lakh Twentyon e-Voting. Thousand) Then, clickexclusive on Activeof service Voting Cycles.tax as applicable and reimbursement of actual travel and out-of-pocket expenses, be and is hereby ratifi ed. 2. AfterRESOLVED click onFURTHER Active THATVoting the Cycles, Board you of will Directors be able and/to see or all the the Company companies Secretary, “EVEN” in be which and youare arehereby holding authorised shares and to settlewhose anyvoting cyclequestion, is in active diffi culty status. or doubt, that may arise in giving eff ect to this resolution and to do all such acts, deeds and things as may be necessary, expedient and desirable for the purpose of giving eff ect to this resolution.” 3. Select “EVEN” of company for which you wish to cast your vote. 4. Now you are ready for e-Voting as the Voting page opens. 5. Cast your vote by selecting appropriate options i.e. assent or dissent, verify/modify the number of shares for which you wish to cast Place:your Nagpur vote and click on “Submit” and also “Confirm” when prompted. By order of the Board of Directors 6.Dated: Upon 3rd August, confirmation, 2015 the message “Vote cast successfully” will be displayed 7. You can also take the printout of the votes cast by you by clicking on the print option on the confirmation page. 8. Once you confirm your vote on the resolution, you will not be allowed to modify your vote. Neeraj D. Pandey General Guidelines for shareholders (Company Secretary)

InstitutionalRegd. Offi ce: shareholders (i.e. other than individuals, HUF, NRI etc.) are required to send scanned copy (PDF/JPG Format) of the relevant Board Resolution/ Authority letter etc. with attested specimen signature of the duly authorized signatory(ies) who are authorized to vote, to MOIL LIMITED, the Scrutinizer by e-mail to [email protected] with a copy marked to [email protected] MOIL Bhawan, It1A is Katolstrongly Road, recommended not to share your password with any other person and take utmost care to keep your password confidential. LoginNagpur to the- 440 e-voting 013 website will be disabled upon five unsuccessful attempts to key in the correct password. In such an event, you will need to go through the “Forgot User Details/Password?” or “Physical User Reset Password?” option available on www.evoting.nsdl.com to reset the password. NOTES: In1. case Theof any relevant queries, Explanatory you may refer Statement the Frequently pursuant Asked to Section Questions 102 of(FAQs) the Companiesfor Shareholders Act, 2013,and e-voting in respect user of Itemmanual No. for 5 isShareholders annexed availableherewith. at the download section of www.evoting.nsdl.com or call on toll free no.: 1800-222-990 or send a request at [email protected] 26.2. You A MEMBER can also ENTITLEDupdate your TO mobile ATTEND number AND VOTEand e-mail AT THE id AGMin the IS user ENTITLED profile TOdetails APPOINT of the Afolio PROXY which TO mayATTEND be used AND for VOTE sending INSTEAD future communication(s).OF HIMSELF/HERSELF AND THE PROXY NEED NOT BE A MEMBER OF THE COMPANY. THE INSTRUMENT OF PROXY IN ORDER TO 27. TheBE EFFECTIVE,voting rights MUST of members BE DEPOSITED shall be inAT proportionTHE REGISTERED to their OFFICE shares OFof the THE paid COMPANY, up equity DULY share COMPLETED,capital of the STAMPEDCompany asAND on theSIGNED, cut-off dateNOT of LESS 20.09.2018. THAN 48 HOURS BEFORE THE COMMENCEMENT OF MEETING. A person can act as a proxy on behalf of members not exceeding fi fty and holding in the aggregate not more than ten percent of the total share capital of the Company carrying voting rights. A member holding more than ten percent of the total share capital of the Company carrying voting rights may appoint a 12 ANNUAL REPORT 2017-18 single person as proxy and such person shall not act as a proxy for any other person or member.

8 ANNUAL REPORT 2014-15 MOIL LIMITED

3.28. Corporate Any person, members who acquires intending shares to of send the Companytheir authorised and become representatives member of to the attend Company the Meetingafter dispatch are requested of the notice to send and to holdingthe Companyshares as ofa certifithe cut-off ed copy date, of i.e.,the Board20.09.2018, Resolution may obtainauthorizing the login their ID representativeand password by to sending attend anda request vote onat [email protected] their behalf at the or Meeting.Issuer/RTA. 4. The However, President if you of are India already or the registered Governor with of a NSDL State for may remote appoint e-voting their authorised then you can representative use your existing to attend user andID and vote password on their for be castinghalf atyour the vote. Meeting If you and forgot such your authorised password, representative you can reset yourmay passwordappoint a by Proxy using under “Forgot his User signature. Details/Password? ” or “Physical User Reset Password?” 5. Brief Resume option of the available Directors on www.evoting.nsdl.com appointed since last or Annual contact General NSDL at Meeting the following and toll also free of no.: those 1800-222-990 whose appointment/re- or contact Mr. Amit Vishal, Senior Manager, National Securities Depository Ltd. Trade World, ‘A’ wing,th 4 floor, Kamala mills Compound. Senapati appointment is proposed, as mandated under Clause 49 of Listing Agreement with the Stock Exchanges, is annexed hereto and Bapat Marg, Lower Parel, Mumbai - 400 013, at the designated emails IDs: [email protected] or [email protected] or at telephone forms part of the notice. nos. +91 8824994600/+91 2229994360 who will also address the grivances connected with the voting by electronic means Member 6. Themay Registrar also write of to Members the Company and SecretaryShare Transfer at the Books email ID:of [email protected] Company will remain or closed contact from to telephone24th August, no. 2015 0712-2806182 to 31st August, 2015 (Both days inclusive). The fi nal dividend on equity shares, as recommended by the Board of Directors, if declared at the 29. A member may participate in the AGM even after exercising his right to vote through remote e-voting but shall not be allowed to vote Annual General Meeting, will be paid on and from 25th September 2015 to the Members or their mandates whose names appear again at the AGM. in the Company’s Register of Members on 31st August, 2015 in respect of physical shares. In respect of dematerialized shares, the 30. dividend A person, will whose be payablename is recordedto the benefi in the cial register owners of of members the shares or inwhose the register names of appear beneficial in the owners statement maintained of Benefi by cial the Ownershipdepositories furnishedas on the cut-offby National date onlySecurities shall be Depository entitled to Limited avail the and facility Central of remote Depository e-voting (India) as wellLimited as voting at the at close the of AGM business through hoursballot/polling on 22paper.nd August, 2015. 7.31. During Mr Amit the K. Rajkotiya, period beginning Practicing 24 hoursCompany before Secretary, the time Nagpur fi xed (Membership for the commencement No. F5561 & ofCertificate the meeting of Practice and ending No. 5162) with thehas been conclusionappointed asof the meeting,Scrutinizer a member for providing would facility be entitled to the to inspectmembers the of proxiesthe Company lodged to with scrutinize the Company, the voting at any andtime remote during e-voting the process in a fair and transparent manner. business hours of the Company, provided that not less than three days of notice in writing is given to the Company. 32. The Chairman shall, at the AGM, at the end of discussion on the resolutions on which voting is to be held, allow voting with the 8. The Register of Directors and Key Managerial Personnel and their shareholding, maintained under Section 170 of the Companies assistance of scrutinizer, by use of “Ballot Paper” or “Poling Paper”, as the case may be, for all those members who are present at the Act,AGM 2013, but have will benot available cast their for votes inspection by availing by the membersremote e-voting at the AGM.facility. 9.33. The The RegisterScrutinizer of Contractsshall after orthe Arrangements conclusion of invoting which at Directorsthe general are interested,meeting, will maintained first count underthe votes Section cast at 189 the of themeeting Companies and thereafter Act,unblock 2013, the will votes be availablecast through for inspectionremote e-voting by the in members the presence at the of AGM.at least two witnesses not in the employment of the Company and 10. Membersshall make, are not requested later than to:- 48 hours of conclusion of the AGM, a consolidated scrutinizer’s report of the total votes cast in favour or against, if any, to the Chairman or a person authorized by him in writing, who shall countersign the same and declare the result of the •voting Note forthwith. that copies of Annual Report will not be distributed at the Annual General Meeting. 34. • The Results Bring theirdeclared copies along of Annualwith the Report, report Notice of the andScrutinizer Attendance shall Slipbe placedduly completed on the website and signed, of the atCompany the meeting. www.moil.nic.in and •on the Deliver website duly of NSDLcompleted immediately and signed after Attendance the declaration Slip at ofthe result entrance by the of theChairman meeting or avenue person as entryauthorized to the by hall him will in be writing. strictly The resultson shall the also basis be of immediately the entry slip forwarded available to at National the counter Stock at Exchange the venue of Indiato be Ltd.exchanged (NSE) and with BSE the Ltd. attendance (BSE). The resultsslip. shall also be displayed on the notice board at the Registered Office of the Company. • Quote the Folio/Client ID & DP ID Nos. in all correspondence. 35. The Address of Registrar and Transfer agents of the company is as follows: • Members, who hold shares in dematerialized form are requested to bring their Client ID and DP ID Nos. for easier identifi cation of attendance at the meeting Bigshare Services Pvt. Ltd. • Note that due to strict security reasons, mobile phones, brief cases, eatables and other belongings are not allowed inside Bharat Tin Works Building, 1st Floor the Meeting Hall. Opp. Vasant Oasis, Makwana Road • Note that no gifts/coupons will be distributed at the Annual General Meeting. Marol, Andheri East 11. Members are requested to notify immediately any change of address: Mumbai 400059 - Maharashtra Tel: 022• 62638200 To their Depository Participant(DP) in respect of shares held in dematerialized form, and Fax: 022• 62638299 To the Company at its Registered Offi ce or to its RTA, M/s. Bigshare Services Pvt. Ltd. in respect of their physical shares, if any, quoting their folio number E-mail: [email protected] 12.CIN: U99999MH1994PTC076534 Facility of payment of dividend through ECS / NECS is available. Those shareholders who are holding shares in electronic mode should register their ECS mandate with their respective depository participants directly and shareholders who are holding equity shares in physical mode, they are requested to deposit ECS mandate with the Company or RTA. 13. The Notice of the AGM along with the Annual Report for 2014-15 are being sent by electronic mode to those Members whose e-mail addresses are registered with the Company / Depositories, unless any Member has requested for a physical copy of the said documents. For Members who have not registered their e-mail addresses, physical copies of the above mentioned documents are being sent. All these above mentioned documents will also be available on the Company’s website www. moil.nic.in for download by the shareholders. We request shareholders to update their mail address with their depository participant to ensure that the annual reports and other documents reach them on their preferred mail address. Shareholders holding shares in physical form may intimate us their e-mail address along with name, address and folio no. for registration at [email protected]. 14. As mandated by the Securities and Exchange of India (SEBI), every participant in the securities market has to submit Permanent ANNUAL REPORT 2017-18 13 Account Number (PAN). Members holding shares in electronic form are, therefore, requested to submit the PAN to their

ANNUAL REPORT 2014-15 9 MOIL LIMITED

ANNEXURENOTICE TO NOTICE EXPLANATORY STATEMENT PURSUANT TO SECTION 102(1) OF COMPANIES ACT, 2013

ItemNOTICE No.6 IS : Remuneration HEREBY GIVEN of THAT Cost 53Auditorsrd Annual General Meeting of the Members of MOIL Limited will be held on Monday, the As31 stper August the provisions , 2015 at of11.30 Section A.M. at148 MOIL of the Ltd., Companies Golden Jubilee Act, 2013 Hall, (“the West Act”) Court and Premises, the Companies In-front-of (Audit Z.P. and(Ex-Govt.) Auditors) High Rules, School, 2014, Katol the BoardRoad, ofNagpur Directors - 440 on 013, the to recommendation transact the following of the business:Audit Committee, have approved the appointment of M/s Phatak Paliwal & Co., Cost Accountants,ORDINARY BUSINESSNagpur, (ICWA Registration No. 000105) as Cost Auditors at a remuneration of Rs. 1,50,000 (Rs. One Lakh Fifty Thousand only) plus Tax as applicable and out of pocket expenses, for audit of the cost accounting records of the company for the financial year 2018-19. (1) To receive, consider and adopt the audited fi nancial statements of the Company for the year ended 31st March, 2015 together A Certificatewith the issued Reports by ofthe the above Board firm of Directors regarding and their Auditors eligibility thereon. for appointment as Cost Auditors will be available for inspection at the registered office of the Company during 11.00 A.M to 1.00 P.M on working days and shall also be available at the meeting. (2) To declare Final Dividend for the Financial Year 2014-15. Rule 14(a) (ii) of the Companies (Audit and Auditors) Rules, 2014 requires the remuneration of the Cost Auditor shall be considered and (3) To consider continuation of the appointment of Shri M. P. Chaudhari, Director (Finance) (DIN: 05339308), as a Director liable to approved by the Board of Directors and ratified subsequently by the shareholders. retire by rotation as per applicable provisions of the Companies Act, 2013, subject to terms and conditions as determined by the Accordingly,Government consent ofof Indiathe shareholders vide letter No. is sought 1(2)/2011- for passing RM-II dated an Ordinary 18.5.2012 Resolution, and further as setorder(s) out for in this this item regard, in the if any. Notice, for ratification of the remuneration payable to the Cost Auditors for the financial year ending st31 March, 2018. (4) To authorise the Board of Directors to fi x remuneration of statutory auditors of the Company for the fi nancial year 2015-16 in None ofcompliance the Directors with and the Key orders Managerial and directions Personnel of ofappointment the Company, by their the Comptroller relatives, is andin any Auditor-General way, concerned of or India. interested, financially or otherwise,Special Business in the resolution set out for this item in the Notice. The(5) Board To consider of Directors and, recommends if thought fi t,the to resolution pass with orset without out for modifithis item cation(s), in the Noticethe following for approval resolution by the as shareholders. an Ordinary Resolution: Item No.7 “RESOLVED : Appointment THAT pursuant of Director to the provisions of Section 148 and all other applicable provisions of the Companies Act, 2013 (“the In accordanceAct”) and with the provisionsCompanies Section (Audit and 149, Auditors) 152 of Rules, the 2014 Companies (including Act, any 2013 statutory (the Act), modifi Listing cation(s) Regulations or re-enactment and other thereof, applicable for Rules, Independentthe time Directors being incan force), be appointed M/s. Ujwal on theP. Loya Board & Co., of the Cost company. Accountants, Nagpur, (ICWA Registration No. 101399), the Cost Auditors appointed by the Board of Directors of the Company, to conduct the audit of the cost records of the of the Company for the In MOIL,fi nancial being ayear Government ending 31 stCompany, March, 2016, the Directors at a remuneration are appointed of `1,20,000/- by the President (Rupees ofOne India Lakh in Twenty terms ofThousand) provisions exclusive Article of138 service of its Articletax of asAssociation. applicable andAccordingly, reimbursement Government of actual of India travel vide and Order out-of-pocket No. F.No. 1(10)/2015-BLA(Vol-III) expenses, be and is hereby dated ratifi16.11.2017 ed. has appointed Shri Vijayaraghavan M. Chariar, for a period of three years from the date of the letter or until further order of the Government of India, whichever is earlier.RESOLVED Accordingly, FURTHER Shri Vijayaraghavan THAT the Board M. Chariarof Directors has been and/ appointed or the Company as an Independent Secretary, Directorbe and arew.e.f. hereby 16.11.2017. authorised to settle any question, diffi culty or doubt, that may arise in giving eff ect to this resolution and to do all such acts, deeds and things as may be The abovenecessary, Independent expedient Director and has desirable submitted for the declaration purpose ofthat giving he meetseff ect the to criteriathis resolution.” for independence as provided in Section 149(6) of the Act and eligible for continuation as Independent Director. In terms of the provisions of Section 150 of the Act, appointment of Independent Directories required to be approved by the company in the general meeting. Brief resume of the Independent Director of the Company, nature of expertise in functional areas and names of companies in which they holdPlace: directorships Nagpur and memberships/chairmanships of Board Committees, shareholding and relationships By order between of the Boarddirectors of inter-se Directors as stipulatedDated: 3rd August,under the 2015 Listing Regulations with the Stock Exchanges, are provided in Annexure to the Notice. Shri Vijayaraghavan M. Chariar is interested in the resolution set out for this item in the Notice with regard to his appointment. The relatives of the Independent Director of the Company may be deemed to be interested in the resolutions set out Neerajrespectively D. Pandey for this item in the Notice, to the extent of their shareholding interest, if any, in the Company. (Company Secretary) Save and except the above, none of the Directors and Key Managerial Personnel of the Company, their relatives is, in any way, concerned or interested,Regd. Offi ce:financially or otherwise, in the resolution set out for this item in the Notice. MOIL LIMITED, The Board of Directors recommends the resolution set out for this item in the Notice for approval by the shareholders. MOIL Bhawan, 1A Katol Road, Nagpur - 440 013

NOTES: 1. The relevant Explanatory Statement pursuant to Section 102 of the Companies Act, 2013, in respect of Item No. 5 is annexed herewith. 2. A MEMBER ENTITLED TO ATTEND AND VOTE AT THE AGM IS ENTITLED TO APPOINT A PROXY TO ATTEND AND VOTE INSTEAD OF HIMSELF/HERSELF AND THE PROXY NEED NOT BE A MEMBER OF THE COMPANY. THE INSTRUMENT OF PROXY IN ORDER TO BE EFFECTIVE, MUST BE DEPOSITED AT THE REGISTERED OFFICE OF THE COMPANY, DULY COMPLETED, STAMPED AND SIGNED, NOT LESS THAN 48 HOURS BEFORE THE COMMENCEMENT OF MEETING. A person can act as a proxy on behalf of members not exceeding fi fty and holding in the aggregate not more than ten percent of the total share capital of the Company carrying voting rights. A member holding more than ten percent of the total share capital of the Company carrying voting rights may appoint a 14 ANNUAL REPORT 2017-18 single person as proxy and such person shall not act as a proxy for any other person or member.

8 ANNUAL REPORT 2014-15 MOIL LIMITED

3. CorporateBrief Resumemembers of intendingDirectors appointed to send their during authorised the Financial representatives year 2017-18/ to proposedattend the to Meetingbe re-appointed are requested at 56th AGMto send to the NameCompany a certifi ed copy of Shrithe DipankarBoard Resolution Shome authorizing theirShri representative Rakesh Tumane to attend and voteShri on Srinivas their behalfTatipamala at the Meeting. Date of Birth / Age 28/05/1961 20/08/1970 01/03/1962 4. The President of India or the Governor 57 yearsof a State may appoint their authorised48 yearsrepresentative to attend and vote56 yearson their behalf Date ofat firstthe Meetingappointment and such authorised12/09/2017 representative may appoint a Proxy under28/09/2017 his signature. 11/10/2017 5.on the Brief Board Resume of the Directors appointed since last Annual General Meeting and also of those whose appointment/re- Qualificationappointment is proposed,ME (Mining as mandated Engineering), under Clause Master 49 of Listing AgreementB.E., MBA, with CIMA the Stock Exchanges, isMDM(Masters annexed hereto in and forms part of the notice.Industrial Relations and Personnel Development Management), Management, M.A (Pub. Admn), First M.A, M. Phil(JNU, New th st 6. The Registrar of MembersClass and Mine Share Managers Transfer Certificate Books of the of Company will remain closed from 24 August, 2015Delhi) to 31 August, 2015 (Both days inclusive).Competency The fi (FCC),nal dividend F.I.E. on equity shares, as recommended by the Board of Directors, if declared at the th ExperienceAnnual / GeneralExpertise Meeting, in Shri Dipankar will be paid Shome on and is an from experienced 25 September Shri Rakesh 2015 toTumane the Members has an orexperience their mandates Shri T. whoseSrinivas names holds appearpost of st specificin the functional Company’s area RegisterMining of EngineerMembers withon 31 post August, Graduate 2015 inof respect working of physical as Director shares. (Finance) In respect in ofJoint dematerialized Secretary inshares, Ministry the dividend will be payabledegree to the in miningbenefi cial Engineering owners of enrichthe shares “Indian whose Rare names Earths appearLimited. in Before the statement that, of Steelof Benefi w.e.f. cial 01/07/2015Ownership furnished by Nationalwith Securities more than Depository 30 years Limited of working and Central he was Depository heading Finance (India) Department Limited at theof andclose inter-aliaof business responsible hours on 22nd August, 2015. experience in the sphere of production, MTNL, Mumbai. He has vast experience for Administration & mine planning, capacity Enhancement in Financial Strategy, planning and Cost Establishment matters as 7. During the period beginning 24 hours before the time fi xedManagement. for the commencement He also has international of the meeting well as and matters ending relating with the to Projects, Exploration, quality control, conclusion of the meeting, a member would be entitled to inspectexposure the of proxies working lodged on projects with thefor eliteCompany, CPSEs at allottedany time during to him the in business hours of theDispatches Company, provided and Logistics, that not less HR than etc organizationthree days of like notice BT, inPLC writing and Vodafoneis given tothe the Ministry. Company. He is from in various capacities in CPSU in 8. The Register of Directors and Key Managerial Personnel and theirPLC inshareholding, the UK. He maintained has expertise under Sectionin Central 170 Secretariat of the Companies Service Manganese Ore and other Metal mines raising Finance, Project Evaluation and (Direct Recruit) from Civil Act, 2013, will be availableof the country.for inspection He Joined by the MOIL members in 2008 at Corporate the AGM. Governance. He has been Service Examination, 1987 9. The Register of Contractsas General or Arrangements Manager (Production) in which Directors and teaching are interested, on these maintained topics at under leading Section conducted 189 of by the UPSC. Companies Act, 2013, will be availablelast served for inspection as ED (Technical) by the members of MOIL at management the AGM. institutes at Mumbai Since 2012. He monitored production 10. Members are requested to:- and planning, conceptualised and • Note that copiesmonitored of Annual Capacity Report Expansion will not be Projects distributed at the Annual General Meeting. • Bring their copiesand ofalso Annual took Report,lead role Notice in preparation and Attendance Slip duly completed and signed, at the meeting. of EPR & DPR, strategic Management • Deliver duly completedPlan, Corporate and signed Plan, AttendanceMining Plans,etc. Slip at the entrance of the meeting venue as entry to the hall will be strictly Terms andon conditionsthe basis of He the entry has slip available been at the appointed counter atHe the has venue been appointed to be exchanged Director(Finance) with the attendanceHe has beenslip. appointed of appointment• Quote the / re-Folio/ClientDirector(Production ID & DP ID Nos. & Planning) in all correspondence. for the for the period of five years w.e.f as Government Nominee appointment @ period of five years w.e.f 12/09/2017 or 28/09/2017 or till the date of his Director w.e.f 11.10.2017, • Members, who hold shares in dematerialized form are requested to bring their Client ID and DP ID Nos. for easierth till the date of his superannuation, or superannuation, or until further orders vide order dated 11 identifi cation ofuntil attendance further orders at the meetingwhichever is earlier, whichever is earlier; vide order dated October, 2017. 13th September, 2017 • Note that due videto strict order security dated reasons, on 12th mobile September, phones, brief cases, eatables and other belongings are not allowed inside the Meeting Hall.2017 Relationship• Note that no gifts/coupons will beNO distributed at the Annual General Meeting.NO NO with other Directors, 11.Manager Members and other are requested Key to notify immediately any change of address: Managerial• ToPersonnel their Depository of Participant(DP) in respect of shares held in dematerialized form, and the company Number• of To the Meetings Company at its Registered4 out Offiof 4 ce or to its RTA, M/s. Bigshare Services4 out of 4Pvt. Ltd. in respect of their4 physical out of 4 shares, if of the Boardany, attendedquoting their folio number 12.during Facility (During of 2017-18)payment of dividend through ECS / NECS is available. Those shareholders who are holding shares in electronic mode Directorshipshould register held their in • ECS RINMOIL mandate Ferro with their Alloys respective Private depository• RINMOIL participants Ferro directlyAlloys andPrivate shareholders • KIOCL who LTD are holding otherequity Companies shares in physicalLimited mode, they are requested to deposit ECSLimited mandate with the Company or RTA. (As on 31.3.2018) 13. The Notice of the AGM• SAILalong & with MOIL the Ferro Annual Alloys Report Private for 2014-15 • SAIL are &being MOIL sent Ferro by electronic Alloys Private mode to those Members whose e-mail addresses are registeredLimited with the Company / Depositories,Limited unless any Member has requested for a physical copy of Membershipthe said documents. / For Members who have not registered their e-mail addresses,NIL physical copies of the aboveNIL mentioned Chairmanshipdocuments are being of sent. All these above mentioned documents will also be available on the Company’s website www. Committeesmoil.nic.in for downloadacross by the shareholders.NIL We request shareholders to update their mail address with their depository otherparticipant Companies* to ensure that the annual reports and other documents reach them on their preferred mail address. Shareholders No. ofholding Shares sharesheld in physical form may452 intimate Shares us their e-mail address along20 with Shares name, address and folio no. forNIL registration at [email protected]. 14. As mandated by the Securities and Exchange of India (SEBI), every participant in the securities market has to submit Permanent ANNUAL REPORT 2017-18 15 Account Number (PAN). Members holding shares in electronic form are, therefore, requested to submit the PAN to their

ANNUAL REPORT 2014-15 9 MOIL LIMITED

Name Shri Vijayaraghavan M.NOTICE Chariar Shri Sunil Porwal Date of Birth / Age 16/08/1969 16/12/1958 49 years 59 years NOTICEDate of first IS HEREBY appointment GIVEN on THAT 53rd Annual General16/11/2017 Meeting of the Members of MOIL Limited 16/03/2018 will be held on Monday, the 31thest BoardAugust , 2015 at 11.30 A.M. at MOIL Ltd., Golden Jubilee Hall, West Court Premises, In-front-of Z.P. (Ex-Govt.) High School, Katol Road,Qualification Nagpur - 440 013, to transactM.Sc.(Physics), the following M. business:Tech (Material Science) & Ph.D. Master’s in Geology ORDINARY BUSINESS (Physics) Experience / Expertise in Shri V. M. Chariar is a faculty member at the Indian Shri Sunil Porwal belongs to the 1983 batch in (1) To receive, consider and adopt the audited fi nancial statements of the Company for the year ended 31st March, 2015 together specific functional area Institute of Technology, Delhi. Prof Chariar’s basic Indian Administrative Service, Maharashtra Cadre with the Reports of the Boardtraining of Directors is in experimental and Auditors materials thereon. science. Over and has long experience in the Government of (2) To declare Final Dividendlast for twothe Financial decades, Year he has 2014-15. worked on diverse areas Maharashtra and Government of India. He has such as ecological sanitation, appropriate housing, worked in departments like commercial taxes, (3) To consider continuationdesign of the appointment for sustainability, of Shri traditionalM. P. Chaudhari, knowledge Director food (Finance) processing (DIN: 05339308), industry while as a workingDirector liab as MDle to retire by rotation as per applicablesystem and provisions joyous leadership.of the Companies For his Act, innovative 2013, subject of MAFCO. to terms He and has conditions also worked as determined in departments by the Government of India videpedagogy, letter No. Prof1(2)/2011- Chariar RM-II was dated awarded 18.5.2012 the teaching and further of procurement order(s) in this of regard, agriculture if any. commodities and (4) To authorise the Board ofexcellence Directors award to fi x remuneration by IIT Delhi in of 2011. statutory Prof Chariarauditors marketing, of the Company area offor water the ficonservation nancial year 2015-16and textile. in taught and researched at Arizona state University He has been instrumental in designing various compliance with the orders and directions of appointment by the Comptroller and Auditor-General of India. as a Fulbright in 2012-2013. He is author of several policies and programme reforming agriculture Special Business patents, publications, technical manuals and design marketing system, cotton procurement mechanism, registrations on innovative technologies. first policy in the state, digitization of various (5) To consider and, if thought fi t, to pass with or without modifi cation(s), the followingprogrammes resolution for effective as an Ordinary delivery Resolution: of services etc. “RESOLVED THAT pursuant to the provisions of Section 148 and all other applicableAt present provisions he is head of the of Companies Industrial Department Act, 2013 (“the as Act”) and the Companies (Audit and Auditors) Rules, 2014 (including any statutoryadditional modifi cation(s)Chief Secretary or re-enactment (Industries) thereof, since for June the time being in force), M/s. Ujwal P. Loya & Co., Cost Accountants, Nagpur, (ICWA2017. Registration No. 101399), the Cost Auditors Termsappointed and by conditions the Board He of hasDirectors been appointedof the Company, as Non- to Official conduct Independent the audit ofHe the has cost records been appointedof the of the as Company Maharashtra for the of appointmentfi nancial year ending / re- 31stDirector March, for2016, a period at a remuneration of three years of `w.e.f1,20,000/- 16.11.2017 (Rupees Government One Lakh Twenty Nominee Thousand) Director exclusive for a period of service of th appointmenttax as applicable @ and reimbursementvide order dated of actual16 November, travel and 2017. out-of-pocket expenses,three be years and w.e.f is hereby 16.03.2018 ratifi ed. till 06.03.2021, vide order dated 16th March, 2018. RESOLVED FURTHER THAT the Board of Directors and/ or the Company Secretary, be and are hereby authorised to settle any Relationship NO NO question, diffi culty or doubt, that may arise in giving eff ect to this resolution and to do all such acts, deeds and things as may be With other Directors, necessary, expedient and desirable for the purpose of giving eff ect to this resolution.” Manager and other Key Managerial Personnel of the company, Number of Meetings of 0 out of 3 N.A** Place:the Board Nagpur attended during By order of the Board of Directors Dated:(During 3 2017-18)rd August, 2015 Directorship held in other • Clensta International Private Limited • Mahanagar Gas Limited Companies (As on 31.3.2018) • Ekam Eco Solutions Private Limited • Maharashtra Airport Development Neeraj CompanyD. Pandey Limited (Company Secretary) • Sicom Limited Regd. Offi ce: MOIL LIMITED, • Aurangabad Industrial Township Limited MOIL Bhawan, 1A Katol Road, • Maharashtra Information Technology Corporation Limited Nagpur - 440 013 Membership / Chairmanship NIL • Maharashtra Airport Development Company of Committees across other Limited NOTES: Companies* 1.No. of TheShares relevant held Explanatory Statement pursuant toNIL Section 102 of the Companies Act, 2013, in respectNIL of Item No. 5 is annexed herewith. @ MOIL, being a Govt. Company, all the appointments are made and terms & conditions thereto are fixed by the Govt. of India. 2. A MEMBER ENTITLED TO ATTEND AND VOTE AT THE AGM IS ENTITLED TO APPOINT A PROXY TO ATTEND AND VOTE INSTEAD *Membership/Chairmanship of Audit Committee and Stakeholders’ Relationship Committee of other Companies has been considered. OF HIMSELF/HERSELF AND THE PROXY NEED NOT BE A MEMBER OF THE COMPANY. THE INSTRUMENT OF PROXY IN ORDER TO **No BoardBE EFFECTIVE, Meeting MUSTwas after BE DEPOSITED his appointment AT THE held REGISTERED upto 31/03/2018 OFFICE OF THE COMPANY, DULY COMPLETED, STAMPED AND SIGNED, The detailsNOT regardingLESS THAN remuneration 48 HOURS BEFORE have been THE COMMENCEMENTgiven in Corporate OFGovernance MEETING. Report. A person can act as a proxy on behalf of members not exceeding fi fty and holding in the aggregate not more than ten percent of the total share capital of the Company carrying voting rights. A member holding more than ten percent of the total share capital of the Company carrying voting rights may appoint a 16 ANNUAL REPORT 2017-18 single person as proxy and such person shall not act as a proxy for any other person or member.

8 ANNUAL REPORT 2014-15 MOIL LIMITED MOIL LIMITED 3. Corporate members intending to send their authorised(A Government representatives of India Enterprise) to attend the Meeting are requested to send to the Company a certifi ed copy of the BoardRegd. ResolutionOff.: MOIL Bhawan, authorizing 1A Katol their Road,NAGPUR representative – 440 013to attend and vote on their behalf at the Meeting.Website: www.moil.nic.in, E-Mail ID: [email protected], Ph.: 0712- 2806182, Fax: 0712-2591661, CIN: L99999MH1962GOI012398 4. The President of India or the Governor of a State may appointProxy formtheir authorised representative to attend and vote on their behalf at [Pursuantthe Meeting to section and such 105(6) authorised of the Companies representative Act, 2013 andmay rule appoint 19(3) of a the Proxy Companies under (Management his signature. and Administration) Rules, 2014] 5. Brief Resume of the Directors appointed since last Annual General Meeting and also of those whose appointment/re- Name of the member(s) : ……………………..………………………………………………………………….……………………..…………………………………………………………………...... appointment is proposed, as mandated under Clause 49 of Listing Agreement with the Stock Exchanges, is annexed hereto and Registeredforms address part of the notice.: ……………………..………………………………………………………………….……………………..…………………………………………………………………...... 6.E-mail Id The Registrar of Members: ……………………..………………………………………………………………….……………………..…………………………………………………………………...... and Share Transfer Books of the Company will remain closed from 24th August, 2015 to 31st August, Folio No2015 / Client (Both Id / DPdays ID inclusive).: ……………………..………………………………………………………………….……………………..…………………………………………………………………...... The fi nal dividend on equity shares, as recommended by the Board of Directors, if declared at the th No. of SharesAnnual General Meeting,: ……………………..………………………………………………………………….……………………..…………………………………………………………………...... will be paid on and from 25 September 2015 to the Members or their mandates whose names appear in the Company’s Register of Members on 31st August, 2015 in respect of physical shares. In respect of dematerialized shares, the I/We, being the member of the above named company, hereby appoint dividend will be payable to the benefi cial owners of the shares whose names appear in the statement of Benefi cial Ownership Name furnished by National: ……………………..………………………………………………………………….……………………..…………………………………………………………………...... Securities Depository Limited and Central Depository (India) Limited at the close of business hours on Address22 nd August, 2015. : ……………………..………………………………………………………………….……………………..…………………………………………………………………...... 7.E-mail Id During the period beginning: ……………………..………………………………………………………………….……………………..…………………………………………………………………...... 24 hours before the time fi xed for the commencement of the meeting and ending with the Signatureconclusion of the meeting,: ……………………..……………………………………………………… a member would be entitled to inspect the proxies lodged with the Company, at any time during the business hours of the Company, provided that not less than three days of notice in writing is given to the Company. or failing him/her 8. The Register of Directors and Key Managerial Personnel and their shareholding, maintained under Section 170 of the Companies Name : ……………………..………………………………………………………………….……………………..…………………………………………………………………...... Act, 2013, will be available for inspection by the members at the AGM. Address : ……………………..………………………………………………………………….……………………..…………………………………………………………………...... 9. The Register of Contracts or Arrangements in which Directors are interested, maintained under Section 189 of the Companies E-mail IdAct, 2013, will be available: ……………………..………………………………………………………………….……………………..…………………………………………………………………...... for inspection by the members at the AGM. Signature : ……………………..……………………………………………………… 10. Members are requested to:- or failing him/her • Note that copies of Annual Report will not be distributed at the Annual General Meeting. Name : ……………………..………………………………………………………………….……………………..…………………………………………………………………...... • Bring their copies of Annual Report, Notice and Attendance Slip duly completed and signed, at the meeting. Address : ……………………..………………………………………………………………….……………………..…………………………………………………………………...... • Deliver duly completed and signed Attendance Slip at the entrance of the meeting venue as entry to the hall will be strictly E-mail Id : ……………………..………………………………………………………………….……………………..…………………………………………………………………...... on the basis of the entry slip available at the counter at the venue to be exchanged with the attendance slip. Signature : ……………………..……………………………………………………… • Quote the Folio/Client ID & DP ID Nos. in all correspondence. as my/our proxy to attend and vote (on a poll) for me/us and on my/our behalf atthe56th Annual General Meeting of the Company to be held on Thursday• 27th Members,September, 2018 who at hold 11.30 shares a.m. at in MOIL dematerialized Ltd., Golden Jubilee form Hall, are requestedWest Court Premises, to bring In-front-of their Client Z.P. (Ex-Govt.) ID and DP High ID School, Nos. forKatol easier Road, Nagpur - 440 013identifi and atcation any adjournment of attendance thereof at thein respect meeting of such resolutions as are indicated below: Resolution• No. Note that due to strict security reasons, mobile phones,Resolution brief cases, eatables and other belongings are notFor* allowedAgainst* inside Ordinary Businessthe Meeting Hall. • 1 Note thatAdoption no gifts/coupons of Audited Financial will be Statements distributed (including at the consolidated Annual General financial Meeting. statements) for the financial year ended March 31, 2018 and reports of the Board of Directors and the Auditors thereon. 11. Members2 areDeclaration requested of to final notify dividend immediately for the financial any change year 2017-18.of address: • 3 To theirTo Depository consider continuation Participant(DP) of the appointmentin respect ofof sharesShri Dipankar held inShome, dematerialized Director (Production form, and & Planning) (DIN: 06435854), as a Director liable to retire by rotation • 4 To theTo Company consider continuation at its Registered of the Offi appointment ce or to its of RTA,Shri RakeshM/s. Bigshare Tumane, DirectorServices (Finance) Pvt. Ltd. (DIN: in respect06639859), of theiras physical shares, if any, quotinga Director their liable folio to retire number by rotation 12. Facility5 of paymentFixation ofof dividendremuneration through of the ECS Statutory / NECS Auditors is available. of the CompanyThose shareholders for the year 2018-19 who are holding shares in electronic mode Specialshould Business register their ECS mandate with their respective depository participants directly and shareholders who are holding equity6 sharesRatification in physical ofmode, remuneration they are of requested the Cost Auditorsto deposit of the ECS Company mandate for the with year the 2018-19 Company or RTA. 7 13. The Notice ofApproval the AGM of continuation along with theof Shri Annual Vijayaraghavan Report for M. 2014-15 Chariar (DIN-06554220), are being sent as by an electronicIndependent mode Director to thoseof Members whose the Company e-mail addresses are registered with the Company / Depositories, unless any Member has requested for a physical copy of Signed this …..day of…….., 2018 the said documents. For Members who have not registered their e-mail addresses, physical copies of the abovePlease mentioned documents are being sent. All these above mentioned documents will also be available on the Company’saffix website Re.1/- www. …………………………………. ………………………………….. Revenue moil.nic.in for download by the shareholders. We request shareholders to update their mail address with theirStamp depository Signatureparticipant of Proxy holder(s) to ensure that the annualSignature reports of shareholder and other documents reach them on their preferred mail address. Shareholders Note: 1holding ) This form shares of proxy in physical in order toform be effectivemay intimate should us betheir duly e-mail completed address and depositedalong with at thename, Registered address Office and folioof the no. Company,for registration not less thanat 48 hours [email protected]. the commencement of the Meeting. 2) *This is only optional. Please put ‘X’ in the appropriate column against the resolution indicated in the box. If you leave ‘For’ or ‘Against’ column blank 14. As mandated by the Securities and Exchange of India (SEBI), every participant in the securities market has to submit Permanent against any or all resolutions, your proxy will be entitled to vote in the manner as he/she thinks appropriate ANNUAL REPORT 2017-18 155 Account Number (PAN). Members holding shares in electronic form are, therefore, requested to submit the PAN to their

ANNUAL REPORT 2014-15 9 MOIL LIMITED MOIL LIMITED 3. Corporate members intending to send their authorised (A Government representatives of India Enterprise) to attend the Meeting are requested to send to the Company a certifi ed copy of the BoardRegd. ResolutionOff.: MOIL Bhawan, authorizing 1A Katol their Road,NAGPUR representative – 440 013to attend and vote on their behalf at the Meeting. Website: www.moil.nic.in, E-Mail ID: [email protected], Ph.: 0712- 2806182, Fax: 0712-2591661, CIN: L99999MH1962GOI012398 4. The President of India or the Governor of a State may appoint their authorised representative to attend and vote on their behalf at the Meeting and such authorised representative mayATTENDANCE appoint a ProxySLIP under his signature. 5. Brief Resume of the Directors appointed since last Annual General Meeting and also of those whose appointment/re- PLEASE COMPLETE THIS ATTENDANCE SLIP AND HAND IT OVER AT THE ENTRANCE OF THE MEETING HALL appointment is proposed, as mandated under Clause 49 of Listing Agreement with the Stock Exchanges, is annexed hereto and forms part of the notice. Member/Proxy th st 6. The Registrar of Members(First) and Share Transfer Books of the(Middle) Company will remain closed from 24(Surname) August, 2015 to 31 August, 2015 (Both days inclusive). The fi nal dividend on equity shares, as recommended by the Board of Directors, if declared at the I herebyAnnual record General my presence Meeting, at the will56th beAnnual paid General on and Meeting from 25 ofth theSeptember Company 2015to be toheld the on Members Thursday, 27orth theirSeptember, mandates 2018 whoseat 11.30 names am at MOIL appear Ltd., Goldenin Jubilee the Company’s Hall, West Court Register Premises, of Members In-front-of on Z.P. 31 (Ex-Govt.)st August, High 2015 School, in respect Katol Road, of physical Nagpur -shares. 440 013. In respect of dematerialized shares, the dividend will be payable to the benefi cial owners of the shares whose names appear in the statement of Benefi cial Ownership Folio /furnished Client ID by National Securities Depository Limited and Central Depository (India) Limited at the close of business hours on 22nd August, 2015. 7.DP ID DuringNos. the period beginning 24 hours before the time fi xed for the commencement of the meeting and ending with the conclusion of the meeting, a member would be entitled to inspect the proxies lodged with the Company, at any time during the business hours of the Company, provided that not less than three days of notice in writing is given to the Company. No. of Shares held 8. The Register of Directors and Key Managerial Personnel and their shareholding, maintained under Section 170 of the Companies Act, 2013, will be available for inspection by the members at the AGM. 9. The Register of Contracts or Arrangements in which Directors are interested, maintained under Section 189 of the Companies Act, 2013, will be available for inspection by the members at the AGM. (Signature of Member/Proxy) 10.Note: This Members attendance are requested slip is valid to:-only in case shares are held on the date of meeting. • Note that copies of Annual Report will not be distributed at the Annual General Meeting. • Bring their copies of Annual Report, Notice and Attendance Slip duly completed and signed, at the meeting. • Deliver duly completed and signed Attendance Slip at the entrance of the meeting venue as entry to the hall will be strictly on the basis of the entry slip available at the counter at the venue to be exchanged with the attendance slip. • Quote the Folio/Client ID & DP ID Nos. in all correspondence. • Members, who hold shares in dematerialized form are requested to bring their Client ID and DP ID Nos. for easier identifi cation of attendance at the meeting • Note that due to strict security reasons, mobile phones, brief cases, eatables and other belongings are not allowed inside the Meeting Hall. • Note that no gifts/coupons will be distributed at the Annual General Meeting. 11. Members are requested to notify immediately any change of address: • To their Depository Participant(DP) in respect of shares held in dematerialized form, and • To the Company at its Registered Offi ce or to its RTA, M/s. Bigshare Services Pvt. Ltd. in respect of their physical shares, if any, quoting their folio number 12. Facility of payment of dividend through ECS / NECS is available. Those shareholders who are holding shares in electronic mode should register their ECS mandate with their respective depository participants directly and shareholders who are holding equity shares in physical mode, they are requested to deposit ECS mandate with the Company or RTA. 13. The Notice of the AGM along with the Annual Report for 2014-15 are being sent by electronic mode to those Members whose e-mail addresses are registered with the Company / Depositories, unless any Member has requested for a physical copy of the said documents. For Members who have not registered their e-mail addresses, physical copies of the above mentioned documents are being sent. All these above mentioned documents will also be available on the Company’s website www. moil.nic.in for download by the shareholders. We request shareholders to update their mail address with their depository participant to ensure that the annual reports and other documents reach them on their preferred mail address. Shareholders holding shares in physical form may intimate us their e-mail address along with name, address and folio no. for registration at [email protected]. 14. As mandated by the Securities and Exchange of India (SEBI), every participant in the securities market has to submit Permanent ANNUAL REPORT 2017-18 157 Account Number (PAN). Members holding shares in electronic form are, therefore, requested to submit the PAN to their

ANNUAL REPORT 2014-15 9 MOIL LIMITED

NOTICE

NOTICE IS HEREBY GIVEN THAT 53rd Annual General Meeting of the Members of MOIL Limited will be held on Monday, the 31st August , 2015 at 11.30 A.M. at MOIL Ltd., Golden Jubilee Hall, West Court Premises, In-front-of Z.P. (Ex-Govt.) High School, Katol Road, Nagpur - 440 013, to transact the following business: ORDINARY BUSINESS Rd Katol Square (1) To receive, consider and adopt the audited fi nancial statements of the Company for the year ended 31st March, 2015 together with the Reports of the Board of Directors and- Auditors thereon.

(2) To declare Final Dividend for the Financial Year 2014-15. Venue - School Z.P. (Ex Z.P. MOIL Golden (3) To consider continuation of the appointment ofHigh Govt.) Shri M. P. Chaudhari, Director (Finance) (DIN: 05339308), as a Director liable to Jubilee Hall

retire by rotation as per applicable provisions of the Companies Act, 2013, AGM subject to terms and conditions as determined by the Government of India vide letter No. 1(2)/2011- RM-II dated 18.5.2012 and further order(s) in this regard, if any. (4) To authorise the Board of Directors to fi x remuneration of statutory auditors of the Company for the fi nancial year 2015-16 in compliance with the orders and directions of appointment by the Comptroller and Auditor-General of India. MOIL (Head office) Special Business Limited (5) To consider and, if thought fi t, to pass with or without modifi cation(s), the following resolution as an Ordinary Resolution: “RESOLVED THAT pursuant to the provisions of Section 148 and all other applicable provisions of the Companies Act, 2013 (“the Act”) and the Companies (Audit and Auditors) Rules, 2014 (including any statutory modifi cation(s) or re-enactment thereof, for Chhaoni

the time being in force), M/s. Ujwal P. Loya & Co., Cost Accountants,- Nagpur, (ICWA Registration No. 101399), the Cost Auditors Bhawan) Governor Governor appointed by the Board of Directors Kothi (Raj of the Company, to conduct the audit of the cost records of the of the Company for the fi nancial year ending 31st March, 2016, at a remuneration of `1,20,000/- (Rupees One Lakh Twenty Thousand) exclusive of service

tax as applicable and reimbursement of actual travel and out-of-pocketSadar expenses, be and is hereby ratifi ed. RESOLVED FURTHER THAT the Board of Directors and/ or the Company Secretary, be and are hereby authorised to settle any question, diffi culty or doubt, that may arise in giving eff ect to this resolution and to do all such acts, deeds and things as may be necessary, expedient and desirable for the purpose of giving eff ect to this resolution.”

Place: Nagpur By order of the Board of Directors Dated: 3rd August, 2015

SQUARE Neeraj D. Pandey LIC (Company Secretary)

Regd. Offi ce:

MOIL LIMITED, Park MOIL Bhawan, Kasturchand 1A Katol Road, Nagpur - 440 013 AGM VENUE AGM TH NOTES: 1. The relevant Explanatory Statement pursuant to Section 102 of the Companies Act, 2013, in respect of Item No. 5 is annexed herewith. 2. A MEMBER ENTITLED TO ATTEND AND VOTE AT THE AGM IS ENTITLED TO APPOINT A PROXY TO ATTEND AND VOTE INSTEAD station Nagpur OF HIMSELF/HERSELF AND THE PROXYRailway NEED NOT BE A MEMBER OF THE COMPANY. THE INSTRUMENT OF PROXY IN ORDER TO BE EFFECTIVE, MUST BE DEPOSITED AT THE REGISTERED OFFICE OF THE COMPANY, DULY COMPLETED, STAMPED AND SIGNED, NOT LESS THAN 48 HOURS BEFORE THE COMMENCEMENT OF MEETING. A person can act as a proxy on behalf of members not ROUTE MAP OF 56 ROUTE exceeding fi fty and holding in the aggregate not more than ten percent of the total share capital of the Company carrying voting rights. A member holding more than ten percent of the total share capital of the Company carrying voting rights may appoint a 158 ANNUAL REPORT 2017-18 single person as proxy and such person shall not act as a proxy for any other person or member.

8 ANNUAL REPORT 2014-15