Special resolution, private placement and preferential allotment

Certified true copy of the resolution passed at the extraordinary general meeting of the Members held on [Date of the extraordinary general meeting]

SPECIAL RESOLUTION — ISSUE OF [EQUITY SHARES] ON A PRIVATE PLACEMENT AND PREFERENTIAL BASIS

“RESOLVED THAT pursuant to the provisions of Section 42 and Section 62(1)(c) read with Section 179 and all other applicable provisions, if any, of the Companies Act, 2013, Rule 14 of the Companies (Prospectus and Allotment of Securities) Rules, 2014 and Rule 13 of the Companies (Share Capital and Debentures) Rules, 2014 (including any statutory modification or re-enactment thereof for the time being in force), the Foreign Exchange Management Act, 1999 and the Foreign Exchange Management (Non-debt Instruments) Rules, 2019 and the regulations, master directions, circulars and guidelines issued thereunder, and subject to the memorandum and articles of association of the Company and to such approvals, consents, permissions and sanctions as may be necessary, the consent of the Members be and is hereby accorded to the Board of Directors of the Company to offer, issue and allot up to [Maximum number of securities to be issued] ([Maximum number of securities in words]) [equity shares] of the face value of Rs [Face value of each equity share (Rs)] each, at a price of Rs [Issue price per security (Rs)] per [equity share] (including a premium of Rs [Premium per security (Rs)] per [equity share]), aggregating up to Rs [Total amount to be raised (Rs)] (Rupees [Total amount of the issue in words] only), on a private placement and preferential basis, in one or more tranches, to the identified persons named in the explanatory statement annexed to the notice convening this meeting, being persons whose names and addresses were recorded by the Company prior to the invitation to subscribe.”