Special resolution, approval of terms of conversion before the money is raised

Item no. [Item number in the EGM notice] of the notice of the Extraordinary General Meeting — to be passed as a Special Resolution, and to be passed before any convertible note is issued or any subscription money is received

APPROVAL OF THE TERMS OF CONVERSION OF CONVERTIBLE NOTES INTO EQUITY SHARES

"RESOLVED THAT pursuant to Section 62(3) and all other applicable provisions of the Companies Act, 2013 read with the Companies (Share Capital and Debentures) Rules, 2014 and the Companies (Prospectus and Allotment of Securities) Rules, 2014, Rule 2(e) of the Foreign Exchange Management (Non-debt Instruments) Rules, 2019, Rule 2(1)(c)(xvii) of the Companies (Acceptance of Deposits) Rules, 2014, and the Memorandum and Articles of Association of the Company, the consent of the Members be and is hereby accorded to the raising by the Company of monies by way of the issue of convertible notes for an aggregate principal amount not exceeding Rs [Total amount to be raised by convertible notes (Rs)] (Rupees [Total amount to be raised in words] only), each convertible note being for an amount of not less than Rs 25,00,000 (Rupees Twenty-Five Lakh only) received in a single tranche from a single person, and to the terms of conversion of such convertible notes into equity shares of the Company as set out below, such terms being hereby approved prior to the raising of the said monies."