Parsvnath Developers : Shareholder Meeting Document

About this update from Parsvnath Developers Limited

Parsvnath Developers Limited CIN: L45201DL1990PLC040945 Registered Office: Parsvnath Tower, Near Shahdara Metro Station, Shahdara, Delhi - 110032 Phone No: 011-43010500,011-43050100; Fax No: 011-43050473 e-mail address: secretarial@parsvnath. com; Website: www.parsvnath.com NOTICE NOTICE is hereby given that the 33 rd ANNUAL GENERAL MEETING   Registration No. 000239), Cost Auditors of the Company, to ("AGM") of the Members of PARSVNATH DEVELOPERS LIMITED   conduct the audit of the cost records of the Company for the will be held on MONDAY, SEPTEMBER 30, 2024 at 02:30 P.M.   financial year 2024-25, be and is hereby ratified, confirmed through VIDEO CONFERENCING ("VC")/ OTHER AUDIO VISUAL   and approved. MEANS ("OAVM") , to transact the following businesses:   RESOLVED FURTHER THAT the Board of Directors of the ORDINARY BUSINESS     Company be and is hereby authorized to do all such acts, 1. To consider and adopt:   deeds , things and take all such steps as may be necessary,   proper or expedient to give effect to the aforesaid     (a) the Audited Standalone Financial Statements of the   resolution."     Company for the financial year ended March 31, 2024 4. PRIVATE PLACEMENT OF NON- CONVERTIBLE together with the Reports of the Board of Directors   DEBENTURES and Auditors thereon; and       the Audited Consolidated Financial Statements of the Company for the financial year ended March 31, 2024 together with the Report of the Auditors thereon. 2. To appoint a Director in place of Mr. Sanjeev Kumar Jain (DIN: 00333881), who retires by rotation and being eligible, offers himself for re-appointment. SPECIAL BUSINESS 3. RATIFICATION OF REMUNERATION OF M/S CHANDRA WADHWA & CO., COST ACCOUNTANTS, COST AUDITORS OF THE COMPANY, FOR THE FINANCIAL YEAR 2024-25 To consider and, if thought fit, to pass with or without modification(s), the following Resolution as an Ordinary Resolution:- "RESOLVED THAT pursuant to the provisions of Section 148 and all other applicable provisions, if any, of the Companies Act, 2013 and Rules made thereunder (including any statutory modification(s) or re-enactment thereof for the time being in force), the remuneration of Rs. 3,25,000/- (Rupees Three Lakhs Twenty Five Thousand only) and reimbursement of out of pocket expenses, if any, plus applicable taxes, as approved by the Board of Directors on the recommendation of the Audit Committee, to be paid to M/s Chandra Wadhwa & Co., Cost Accountants (Firm To consider and, if thought fit, to pass with or without modification(s), the following Resolution as a Special Resolution: "RESOLVED THAT pursuant to the provisions of Sections 42, 71 and all other applicable provisions, if any, of the Companies Act, 2013 and the rules made thereunder, Securities and Exchange Board of India (Issue and Listing of Non-Convertible Securities) Regulations, 2021 and Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 (including any statutory modification(s) or re-enactment(s) thereof, for the time being in force) and subject to the provisions of Memorandum and Articles of Association of the Company, approval of the Members of the Company be and is hereby accorded for making offer(s) or invitation(s) to subscribe to Secured/ Unsecured, Redeemable Non-Convertible Debentures ("NCDs") on private placement basis, in one or more tranches, aggregating to Rs. 750 Crores (Rupees Seven Hundred Fifty Crores Only), within the overall borrowing limits of the Company approved by the Members of the Company under Section 180(1)(c) of the Companies Act, 2013. RESOLVED FURTHER THAT the Board of Directors of the Company (hereinafter referred to as 'the Board', which term shall be deemed to include any Committee which the Board Annual Report 2023-24 1 has constituted or may constitute hereafter to exercise its powers herein conferred), be and is hereby authorized to determine the terms of issue including the class of investors under each tranche, tenure, coupon rate(s), pricing of the issue, listing of issue, appointment of trustee(s), appointment of registered valuer(s), other professionals, opening/closing dates of the offers/ invitations for subscription for such securities, deemed date(s) of allotment, redemption and other terms and conditions relating to issue of said NCDs on private placement basis. RESOLVED FURTHER THAT the Board be and is hereby authorized to do all such acts, deeds, matters and things, including but not limited to, making necessary filings with the statutory authorities and to issue certified extracts of this resolution and give such directions as may be deemed necessary or expedient, to give effect to the aforesaid resolution." By Order of the Board of Directors For PARSVNATH DEVELOPERS LIMITED   Sd-   (Mandan Mishra) Place: Delhi Company Secretary Date: August 12 , 2024 Membership No. A14374 Notes: The relevant Explanatory Statement, pursuant to Section 102 of the Act in respect of the special business contained in the Notice, is annexed hereto and forms part of this notice. The information/ details, required under Listing Regulations and Secretarial Standard on General Meetings ("SS-2") , of persons seeking appointment / re-appointment as Directors, are also annexed. In view of the General Circular No. 09/2023 issued by the Ministry of Corporate Affairs ("MCA") for permitting companies to conduct AGM through VC/OAVM, subject to compliance of various conditions mentioned therein, without the physical presence of the Members at a common venue. In compliance with the provisions of the Companies Act, 2013 ("Act") , SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 ("Listing Regulations") and the aforesaid Circulars, the AGM of the Company will be held through VC/ OAVM. The deemed venue of the AGM shall be the Registered Office of the Company. As the AGM will be held through VC/OAVM, the Route Map of the venue of the meeting is not annexed to this Notice Pursuant to the provisions of the Act, a Member entitled to attend and vote at the AGM is entitled to appoint a proxy to attend and vote on his/her behalf and the proxy need not be a Member of the Company. Since this AGM will be held through VC/OAVM pursuant to the aforesaid Circulars, physical attendance of Members has been dispensed with. Accordingly, the facility for appointment of proxies by the Members will not be available for the AGM and hence, the Proxy Form and Attendance Slip are also not annexed to this Notice. Participation of members through VC/OAVM will be reckoned for the purpose of quorum for the AGM, as per Section 103 of the Act. Institutional / Corporate Shareholders (i.e. other than individuals / HUF, NRI, etc.) are required to send a scanned copy (PDF/JPG Format) of its Board or governing body Resolution/Authority Letter etc., authorizing its representative to attend the AGM through VC/OAVM on its behalf and to vote on the Resolutions specified in the Notice electronically. The said Resolution/Authorization shall be sent to the Scrutinizer by e-mail (through its registered e-mail address) to atyagi53@gmail. com, with a copy marked to [email protected] . In compliance with the applicable provisions of the Companies Act 2013 read with MCA Circulars , the Annual Report 2023-24 and the Notice of the 33 rd AGM (containing the instructions for e-voting) are being sent only through electronic mode to those members whose e-mail addresses are registered with the Company / Depositories. Members may note that the aforesaid Notice and Annual Report 2023-24 will also be available on the Company's website i.e. www.parsvnath. com, website of BSE Limited at www. bseindia.com and website of National Stock Exchange of India Limited at www.nseindia.com and on the e-voting website of National Securities Depository Limited ("NSDL") (agency for providing the e-Voting facility) at www.evoting. nsdl.com . The Notice of 33 rd AGM and the Annual Report 2023-24 will be sent through e-mail to those Members/ beneficial owners whose names will appear in the register of Members/ list of beneficiaries received from the depositories as on Monday, September 02, 2024. 2 Annual Report 2023-24 The Register of Members and the Share Transfer Books of the Company will remain closed from Monday, September 23, 2024 to Monday, September 30, 2024 (both days inclusive), for the purpose of AGM. The Shareholders / Members of the Company, holding shares either in physical form or in dematerialized form, whose names appear in the Register of Members / list of Beneficial Owners as on the cut-off date i.e. Saturday, September 21, 2024, i.e. the date prior to the commencement of book closure date, are entitled to vote by electronic means on the Resolutions set forth in this Notice. Members who acquire the shares of the Company after the Company e-mailed the Notice of the AGM along with the Annual Report and who holds shares as on the cut-off date i.e. Saturday, September 21, 2024 may approach NSDL by sending a request at [email protected] and RTA of the Company by sending a request at [email protected] with copy marked to [email protected] for issuance of the User ID and Password for exercising their right to vote by electronic means. Regulation 36 of Listing Regulations directs Listed Companies to send soft copies of the Annual Report to those shareholders who have registered their e-mail addresses with the Company / Depositories. Sections 101 and 136 of the Act read with the Companies (Management and Administration) Rules, 2014 and the Companies (Accounts) Rules, 2014, as amended from time to time, permit prescribed Companies to send notice and financial statements through electronic mode. In view of the same, Members holding shares in dematerialized form are requested to update/ intimate all changes pertaining to their e-mail address, Mobile No., bank accounts, mailing address etc. with their Depository Participants and in case of Members holding shares in physical form, with the RTA of the Company. Changes intimated to the Depository Participants will then be automatically reflected in the Company's records, which will help the Company and its RTA to provide efficient and better service to the Members and shall also facilitate electronic servicing of annual reports and other documents. Your Company is concerned about the environment and utilizes natural resources in a sustainable manner. Towards this end, the Company supports in full measure, the 'Green Initiative' of MCA under which service of notices and documents including Annual Report can be effected by sending the same through electronic mode to the registered e-mail addresses of the Members. Accordingly, as a part of its Green Initiative in Corporate Governance and in terms of the various circulars issued by MCA and SEBI allowing paperless compliances through electronic mode, only soft copy of the Annual Report for the Financial Year ended March 31, 2024 along with the Notice of 33 rd AGM is being sent to all the Members whose e-mail addresses are registered with the Company / Depositories. In this regard, Members holding shares in demat mode are requested to provide/ update their e-mail IDs with their respective Depository Participants (DPs) and Members holding Shares in physical mode can send an e-mail at investor@masserv. com to get the Annual Report and other documents/ communication on such e-mail address. Please note that the Company will not be dispatching physical copy of the Annual Report 2023-24 and Notice of 33 rd AGM, to any Member. In terms of SEBI Circular dated December 09, 2020 on e-Voting facility provided by Listed Companies, e-voting is enabled to all demat accounts holders, by way of single log-in credential, through their demat accounts / websites of Depositories / Depository Participants. Demat account holders would be able to cast their vote without having to register again with E-voting Service Providers. Shareholders are required to update their mobile number and e-mail ID correctly in their demat account in order to access the e-Voting facility. Members having multiple accounts in identical names or joint accounts in same order are requested to intimate the Company / RTA of the Company, the ledger folios of such accounts, to enable the Company to consolidate all such shareholdings into one account. In case of joint holders, the Member whose name appears as the first holder in the order of names as per the Register of Members of the Company will be entitled to vote on the resolutions to be passed at the AGM. In accordance with the provisions of Section 72 of the Act, Members are entitled to make nominations in respect of the Equity Shares held by them. Members, holding Equity Shares in physical form, who are desirous of making nominations may procure the prescribed form from RTA of the Company and submit the same, duly filled in. SEBI has mandated the submission of Permanent Account Number ("PAN") by every participant in securities market. Member(s) holding shares in electronic form are, therefore, requested to submit the PAN to their Depository Participants with whom they are maintaining their demat account(s). Members holding shares in physical form can submit their PAN details to the Company/RTA of the Company. Annual Report 2023-24 3 The shares of the Company are compulsorily traded in demat mode. SEBI vide its notification dated June 08, 2018, amended the SEBI Listing Regulations and mandated that the transfer of securities would be carried out in dematerialized form only effective April 01, 2019. Accordingly, requests for effecting transfer of physical securities cannot be processed unless the securities are held in dematerialized form with any Depository Participant. Therefore, RTA and the Company have not been accepting any request for the transfer of shares in physical form w.e.f. April 01, 2019. Further, SEBI vide its notification dated 25 January 2022, amended the SEBI Listing Regulations and mandated that transmission; (ii) transposition; (iii) Issue of duplicate securities certificate; (iv) Claim from Unclaimed Suspense Account; (v) Renewal/ Exchange of securities certificate; Endorsement; (vii) Sub-division/ Splitting of securities certificate; and (viii) Consolidation of securities certificates/ folios of securities would be carried out in dematerialized form only. Accordingly, requests for affecting the abovementioned dealings of physical securities will be carried in accordance with SEBI Circular SEBI/HO/MIRSD/ MIRSD_RTAMB/P/CIR/2022/8 dated January 25, 2022. SEBI vide circular dated December 14, 2021, mandated furnishing of PAN, KYC details (i.e. postal address with Pin Code, email address, mobile number, and bank account details) and nomination details by holders of physical securities. Effective from January, 01 2022, any service requests or complaints received from the member will not be processed by RTA till the aforesaid details/ documents are provided to RTA. On or after April 01, 2023, in case any of the above cited documents/ details are not available in the Folio(s), RTA shall be constrained to freeze such Folio(s). Relevant details and forms prescribed by SEBI in this regard are available on the website of the Company. The Register of Directors and Key Managerial Personnel and their shareholding, maintained under Section 170 of the Act and Register of Contracts or Arrangements in which the Directors are interested, maintained under Section 189 of the Act, will be available electronically for inspection by the Members during the AGM. All the documents referred to in the AGM Notice will also be made available for inspection, electronically, without any fee by the Members, from the date of circulation of this Notice upto the date of AGM. Members seeking inspection of such documents can send an e-mail to [email protected] . Members seeking any information regarding the Accounts of the Company are requested to write to the Company at least ten days before the date of the AGM. Pursuant to the relevant provisions of the Act read with Rules made thereunder, as amended from time to time, the Company was not required to transfer any amount to Investor Education and Protection Fund ("IEPF") established by the Central Government, during Financial Year 2023-24. Pursuant to MCA notification dated August 14, 2019 (effective from August 20, 2019), an amendment was made in Rule 6 of the Investor Education and Protection Fund Authority (Accounting, Audit, Transfer and Refund) Rules, 2016 ("IEPF Rules") whereby it was clarified that all shares in respect of which dividend has been transferred to IEPF on or before September 07, 2016, are also required to be transferred by the Company in the demat account of the IEPF Authority. Accordingly, the Company had transferred the unclaimed IPO Shares and the Shares whose dividend has been transferred to IEPF in the Financial Years 2014 and 2015 declared in respect of Financial Years 2006-07 and 2007-08 respectively, to IEPF, after completing all the requisite formalities relating thereto, as per the provisions of Section 124(6) and other applicable provisions of the Act read with IEPF Rules. Those concerned may please note that such shares and unclaimed dividend can be claimed back from IEPF Authority. Concerned Members/ Investors are advised to visit the weblink : http://www.iepf.gov.in or contact the RTA of the Company for lodging their claim for refund of shares and/ or dividends from the IEPF Authority by following the prescribed procedure i.e. by submitting an online application in the prescribed Form IEPF-5 available on the website www.iepf.gov.in or www.mca.gov.in and sending a physical copy of the same, duly signed, to the Nodal Officer of the Company viz. Mr. Mandan Mishra, at the Registered Office of the Company along with the requisite documents enumerated in Form IEPF-5. .No claim lies against the Company in respect of the shares/ unclaimed dividend transferred to IEPF. The list of such shareholders whose shares have been transferred to the Demat account of the IEPF Authority including their names and their Folio No. or DP ID - Client ID has been uploaded under the 'Investors' Section of the Company's website at link http://www.parsvnath.com/ investors/iulr/iepf/ . Voting through electronic means In compliance with the provisions of Section 108 of the Act, Rule 20 of the Companies (Management and Administration) Rules, 2014, as amended from time to time, 4 Annual Report 2023-24 Regulation 44 of the Listing Regulations and SS-2, read with various Circulars issued by MCA and SEBI, the Company is pleased to provide the Members the facility to exercise their right to vote on resolutions proposed to be considered at the 33 rd AGM by electronic means as the business will only be transacted electronically. The facility of casting the votes by the members using an electronic voting system prior to the AGM ("Remote e-voting") and e-voting during AGM will be provided by National Securities Depository Limited ("NSDL") . For this purpose, the Company has entered into an agreement with NSDL to facilitate voting through electronic means, as the authorized agency. The remote e-voting period will commence on Friday, September 27, 2024 (9:00 A.M.) and will end on Sunday, September 29, 2024 (5:00 P.M.). The remote e-voting module shall be disabled by NSDL for voting thereafter. The Members who have cast their votes by remote e-voting prior to the AGM may also attend the AGM but shall not be entitled to cast their votes again during AGM. The voting rights of Members shall be in proportion to their shares of the paid up equity share capital of the Company as on the cut-off date i.e. Saturday, September 21, 2024. Mr. AshokTyagi, Practising Company Secretary (Membership No. FCS 2968 and C.P. No. 7322), has been appointed as the Scrutinizer to scrutinize the e-voting process in a fair and transparent manner. The Scrutinizer, after the completion of the scrutiny of the e-voting (votes casted through remote e-voting prior to the AGM and votes casted during AGM), shall submit a consolidated Scrutinizers' Report of the votes cast, in favour or against, if any, to the Chairman or in his absence to the Managing Director & CEO of the Company, who shall countersign the same and declare the results not later than 2 working days from the conclusion of the AGM. The result declared along with the Scrutinizer's Report shall be placed on the Company's website i.e. www.parsvnath. com and on the e-voting website of NSDL (agency for providing the e-Voting facility) i.e. www.evoting.nsdl. com and shall also be displayed on the notice board of the Company at its registered office. The same will also be communicated to the Stock Exchanges, as per the provisions of the Listing Regulations. THE INSTRUCTIONS FOR MEMBERS FOR REMOTE E-VOTING AND JOINING GENERAL MEETING ARE AS UNDER:- The remote e-voting period begins Friday, September 27, 2024 (9:00 A.M.) and will end on Sunday, September 29, 2024 (5:00 P.M.) The remote e-voting module shall be disabled by NSDL for voting thereafter. The Members, whose names appear in the Register of Members / Beneficial Owners as on the record date (cut-off date) i.e. September 21, 2024, may cast their vote electronically. The voting right of shareholders shall be in proportion to their share in the paid-up equity share capital of the Company as on the cutoff date, being Saturday, September 21, 2024. How do I vote electronically using NSDL e-Voting system? The way to vote electronically on NSDL e-Voting system consists of "Two Steps" which are mentioned below: Step 1: Access to NSDL e-Voting system Login method for e-Voting and joining virtual meeting for Individual shareholders holding securities in demat mode In terms of SEBI circular dated December 09, 2020 on e-Voting facility provided by Listed Companies, Individual shareholders holding securities in demat mode are allowed to vote through their demat account maintained with Depositories and Depository Participants. Shareholders are advised to update their mobile number and email Id in their demat accounts in order to access e-Voting facility. Login method for Individual shareholders holding securities in demat mode is given below: Type of shareholders Login Method Individual Shareholders 1. Existing IDeAS user can visit the e-Services website of NSDL Viz. https://eservices.nsdl.com either holding securities in on a Personal Computer or on a mobile. On the e-Services home page click on the "Beneficial demat mode with NSDL. Owner" icon under "Login" which is available under 'IDeAS' section , this will prompt you to   enter your existing User ID and Password. After successful authentication, you will be able to   see e-Voting services under Value added services. Click on "Access to e-Voting" under e-Voting   services and you will be able to see e-Voting page. Click on company name or e-Voting service   provider i.e. NSDL and you will be re-directed to e-Voting website of NSDL for casting your   vote during the remote e-Voting period or joining virtual meeting & voting during the meeting. Annual Report 2023-24 5 Type of shareholders Login Method If you are not registered for IDeAS e-Services, option to register is available at https://eservices. nsdl.com . Select "Register Online for IDeAS Portal" or click at https://eservices.nsdl.com/ SecureWeb/IdeasDirectReg.jsp Visit the e-Voting website of NSDL. Open web browser by typing the following URL: https:// www.evoting.nsdl.com/ either on a Personal Computer or on a mobile. Once the home page of e-Voting system is launched, click on the icon "Login" which is available under 'Shareholder/ Member' section. A new screen will open. You will have to enter your User ID (i.e. your sixteen digit demat account number hold with NSDL), Password/OTP and a Verification Code as shown on the screen. After successful authentication, you will be redirected to NSDL Depository site wherein you can see e-Voting page. Click on company name or e-Voting service provider i.e. NSDL and you will be redirected to e-Voting website of NSDL for casting your vote during the remote e-Voting period or joining virtual meeting & voting during the meeting. Shareholders/Members can also download NSDL Mobile App "NSDL Speede" facility by scanning the QR code mentioned below for seamless voting experience. Individual Shareholders 1. Users who have opted for CDSL Easi / Easiest facility, can login through their existing user holding securities in id and password. Option will be made available to reach e-Voting page without any further demat mode with CDSL authentication. The users to login Easi /Easiest are requested to visit CDSL website https://   web.cdslindia.com/myeasitoken/home/login and then use your existing my easi username &   password. After successful login the Easi / Easiest user will be able to see the e-Voting option for eligible companies where the evoting is in progress as per the information provided by company. On clicking the evoting option, the user will be able to see e-Voting page of the e-Voting service provider for casting your vote during the remote e-Voting period or joining virtual meeting & voting during the meeting. Additionally, there is also links provided to access the system of all e-Voting Service Providers, so that the user can visit the e-Voting service providers' website directly. If the user is not registered for Easi/Easiest, option to register is available at CDSL website https:// web.cdslindia.com/myeasitoken/home/login and click on login & New System Myeasi Tab and then click on registration option. Alternatively, the user can directly access e-Voting page by providing Demat Account Number and PAN No. from a e-Voting link available on www.evotingindia.com home page. The system will authenticate the user by sending OTP on registered Mobile & Email as recorded in the Demat Account. After successful authentication, user will be able to see the e-Voting option where the evoting is in progress and also able to directly access the system of all e-Voting Service Providers. 6 Annual Report 2023-24 For example if folio number is 001*** and EVEN is 130504 then user ID is 101456001*** Type of shareholders Login Method Individual Shareholders (holding securities in demat mode) login through their depository participants You can also login using the login credentials of your demat account through your Depository Participant registered with NSDL/CDSL for e-Voting facility. upon logging in, you will be able to see e-Voting option. Click on e-Voting option, you will be redirected to NSDL/CDSL Depository site after successful authentication, wherein you can see e-Voting feature. Click on company name or e-Voting service provider i.e. NSDL and you will be redirected to e-Voting website of NSDL for casting your vote during the remote e-Voting period or joining virtual meeting & voting during the meeting. Important note: Members who are unable to retrieve User ID/ Password are advised to use Forget User ID and Forget Password option available at abovementioned website. Helpdesk for Individual Shareholders holding securities in demat mode for any technical issues related to login through Depository i.e. NSDL and CDSL. Login type Helpdesk details Individual Shareholders holding securities in Members facing any technical issue in login can contact NSDL helpdesk by demat mode with NSDL       sending a request at [email protected] or call at 022 - 4886 7000 Individual Shareholders holding securities in Members facing any technical issue in login can contact CDSL helpdesk by demat mode with CDSL       sending a request at [email protected] or contact at toll free           no. 1800 22 55 33 Login Method for e-Voting and joining virtual meeting for shareholders other than Individual shareholders holding securities in demat mode and shareholders holding securities in physical mode. How to Log-in to NSDL e-Voting website? Visit the e-Voting website of NSDL. Open web browser by typing the following URL: https://www.evoting.nsdl.com/ either on a Personal Computer or on a mobile. Once the home page of e-Voting system is launched, click on the icon"Login"which is available under'Shareholder/Member' section. A new screen will open. You will have to enter your User ID, your Password/OTP and a Verification Code as shown on the screen. Alternatively, if you are registered for NSDL eservices i.e. IDEAS, you can log-in at https://eservices.nsdl.com/ with your 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 electronically. Your User ID details are given below : Manner of holding shares i.e. Demat (NSDL or CDSL) or Physical Your User ID is: For Members who hold shares 8 Character DP ID followed by 8 Digit Client ID in demat account with NSDL. For example if your DP ID is IN300*** and Client ID is 12****** then your user ID is     IN300***12******. For Members who hold shares 16 Digit Beneficiary ID in demat account with CDSL. For example if your Beneficiary ID is 12************** then your user ID is 12************** For Members holding shares in EVEN Number followed by Folio Number registered with the company Physical Form. Annual Report 2023-24 7 Password details for shareholders other than Individual shareholders are given below: If you are already registered for e-Voting, then you can user your existing password to login and cast your vote. If you are using NSDL e-Voting system for the first time, you will need to retrieve the 'initial password' which was communicated to you. Once you retrieve your 'initial password', you need to enter the 'initial password' and the system will force you to change your password. How to retrieve your 'initial password'? 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. a .pdf file. Open the .pdf file. The password to open the .pdf file is your 8 digit client ID for NSDL account, last 8 digits of client ID for CDSL account or folio number for shares held in physical form. The .pdf file contains your 'User ID' and your 'initial password'. If your email ID is not registered, please follow steps mentioned below in process for those shareholders whose email ids are not registered . If you are unable to retrieve or have not received the " Initial password" or have forgotten your password: Click on "Forgot User Details/Password?" (If you are holding shares in your demat account with NSDL or CDSL) option available on www. evoting.nsdl.com . Physical User Reset Password?" (If you are holding shares in physical mode) option available on www.evoting.nsdl.com . If you are still unable to get the password by aforesaid two options, you can send a request at [email protected] mentioning your demat account number/folio number, your PAN, your name and your registered address etc. Members can also use the OTP (One Time Password) based login for casting the votes on the e-Voting system of NSDL. After entering your password, tick on Agree to "Terms and Conditions" by selecting on the check box. Now, you will have to click on "Login" button. After you click on the "Login" button, Home page of e-Voting will open. Step 2: Cast your vote electronically and join General Meeting on NSDL e-Voting system. How to cast your vote electronically and join General Meeting on NSDL e-Voting system? After successful login at Step 1, you will be able to see all the companies "EVEN" in which you are holding shares and whose voting cycle and General Meeting is in active status. Select "EVEN" of company for which you wish to cast your vote during the remote e-Voting period and casting your vote during the General Meeting. For joining virtual meeting, you need to click on "VC/OAVM" link placed under "Join Meeting". Now you are ready for e-Voting as the Voting page opens. Cast your vote by selecting appropriate options i.e. assent or dissent, verify/modify the number of shares for which you wish to cast your vote and click on "Submit" and also "Confirm" when prompted. Upon confirmation, the message "Vote cast successfully" will be displayed. You can also take the printout of the votes cast by you by clicking on the print option on the confirmation page. Once you confirm your vote on the resolution, you will not be allowed to modify your vote. General Guidelines for shareholders 1. Institutional 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 the Scrutinizer by e-mail to [email protected] with a copy marked to [email protected] . Institutional shareholders (i.e. other than individuals, HUF, NRI etc.) can also upload their Board Resolution / Power of Attorney / Authority Letter etc. by clicking on "Upload Board Resolution / Authority Letter" displayed under "e-Voting" tab in their login. 8 Annual Report 2023-24 It is strongly recommended not to share your password with any other person and take utmost care to keep your password confidential. Login to the e-voting 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. In case of any queries, you may refer the Frequently Asked Questions (FAQs) for Shareholders and e-voting user manual for Shareholders available at the download section of www.evoting.nsdl.com or call on.: 022 - 4886 7000 or send a request at [email protected] Process for those shareholders whose email ids are not registered with the depositories for procuring user id and password and registration of e mail ids for e-voting for the resolutions set out in this notice: In case shares are held in physical mode please provide Folio No., Name of shareholder, scanned copy of the share certificate (front and back), PAN (self attested scanned copy of PAN card), AADHAR (self attested scanned copy of Aadhar Card) by email to [email protected] In case shares are held in demat mode, please provide DPID- CLID (16 digit DPID + CLID or 16 digit beneficiary ID), Name, client master or copy of Consolidated Account statement, PAN (self attested scanned copy of PAN card), AADHAR (self attested scanned copy of Aadhar Card) to secretarial@ parsvnath.com If you are an Individual shareholders holding securities in demat mode, you are requested to refer to the login method explained at step 1 (A) i.e. Login method for e-Voting and joining virtual meeting for Individual shareholders holding securities in demat mode. Alternatively shareholder/members may send a request to [email protected] for procuring user id and password for e-voting by providing above mentioned documents. In terms of SEBI circular dated December 9, 2020 on e-Voting facility provided by Listed Companies, Individual shareholders holding securities in demat mode are allowed to vote through their demat account maintained with Depositories and Depository Participants. Shareholders are required to update their mobile number and email ID correctly in their demat account in order to access e-Voting facility. THE INSTRUCTIONS FOR MEMBERS FOR e-VOTING ON THE DAY OF THE AGM ARE AS UNDER:- 1. The procedure for e-Voting on the day of the AGM is same as the instructions mentioned above for remote e-voting. Only those Members/ shareholders, who will be present in the AGM through VC/OAVM facility and have not casted their vote on the Resolutions through remote e-Voting and are otherwise not barred from doing so, shall be eligible to vote through e-Voting system in the AGM. Members who have voted through Remote e-Voting will be eligible to attend the AGM. However, they will not be eligible to vote at the AGM. The details of the person who may be contacted for any grievances connected with the facility for e-Voting on the day of the AGM shall be the same person mentioned for Remote e-voting. INSTRUCTIONS FOR MEMBERS FOR ATTENDING THE AGM THROUGH VC/OAVM ARE AS UNDER: Member will be provided with a facility to attend the AGM through VC/OAVM through the NSDL e-Voting system. Members may access by following the steps mentioned above for Access to NSDL e-Voting system . After successful login, you can see link of "VC/OAVM" placed under "Join meeting" menu against company name. You are requested to click on VC/OAVM link placed under Join Meeting menu. The link for VC/OAVM will be available in Shareholder/Member login where the EVEN of Company will be displayed. Please note that the members who do not have the User ID and Password for e-Voting or have forgotten the User ID and Password may retrieve the same by following the remote e-Voting instructions mentioned in the notice to avoid last minute rush. Members can join the AGM in the VC/OAVM mode 15 minutes before the scheduled time of the commencement of the Meeting by following the procedure mentioned in the Notice. The facility of participation at the AGM through VC/OAVM will be made available for 1000 members on first come first served basis. This will not include large Shareholders (Shareholders holding 2% or more shareholding), Promoters, Institutional Investors, Directors, Key Managerial Personnel, the Chairpersons of the Audit Committee, Nomination and Remuneration Committee and Stakeholders Relationship Committee, Auditors etc. who are allowed to attend the AGM without restriction on account of first come first served basis. Members are encouraged to join the Meeting through Laptops for better experience. Further Members will be required to allow Camera and use Internet with a good speed to avoid any disturbance during the meeting. Annual Report 2023-24 9 5. Please note that Participants Connecting from Mobile 7. Members who would like to speak or ask questions during   Devices or Tablets or through Laptop connecting via the AGM with regard to the financial statements or any   Mobile Hotspot may experience Audio/Video loss due other matter as mentioned in the Notice of the AGM, need   to Fluctuation in their respective network. It is therefore to register themselves as a speaker by sending their request   recommended to use Stable Wi-Fi or LAN Connection to from their registered e-mail address mentioning their   mitigate any kind of aforesaid glitches. name, DP ID and Client ID/ Folio number, PAN, telephone/ 6. Members who would like to express their views/have mobile number to reach the Company's e-mail address at [email protected] by Saturday, September questions may send their questions in advance mentioning 28, 2024 up to 4.00 P.M. Only those Members who have their name demat account number/folio number, email id, registered themselves as a speaker will be allowed to speak/ mobile number at [email protected] . The same ask questions during the AGM depending on the availability will be replied by the company suitably. of time.   EXPLANATORY STATEMENT PURSUANT TO SECTION 102 OF THE COMPANIES ACT, 2013 Item No. 2 BRIEF DETAILS OF MR. SANJEEV KUMAR JAIN, MANAGING DIRECTOR & CEO SEEKING RE-APPOINTMENT AT THE 33RD AGM (PURSUANT TO THE APPLICABLE PROVISIONS OF THE SEBI LISTING REGULATIONS AND SS-2) Name of Director & DIN Mr. Sanjeev Kumar Jain   (DIN: 00333881) Date of Birth January 01, 1970 Age 54 Qualification(s) Bachelor of Engineering (Civil) degree from the B.V. College of Engineering,   Pune with specialization in advanced construction technology. Date of first Appointment on the Board July 24, 1990 Experience and Expertise in specific functional Nearly three decades experience in the real estate sector. areas Associated with the Company since its inception as Director. He was appointed     as Whole-time Director/ Managing Director w.e.f. February 01, 2002   Heads the architectural, construction and purchase departments of the   Company. Terms and Conditions of Re-appointment N.A. Details of Remuneration sought to be paid Nil Last Remuneration drawn (FY 2023-24) Nil Number of Shares held (as on August 12, 2024) 21,600 Ordinary Equity Shares Other Directorship(s) Parsvnath Film City Limited Committee Positions in other Public Companies Nil Relationships between Directors inter-se Mr. Pradeep Kumar Jain, Chairman, Mr. Sanjeev Kumar Jain, Managing Director   & Chief Executive Officer and Dr. Rajeev Jain, Director (Marketing) are related   to each other as brothers. Number of Board Meetings attended Five (5) Item No. 3 RATIFICATION OF REMUNERATION OF M/S CHANDRA WADHWA & CO., COST ACCOUNTANTS, COST AUDITORS OF THE COMPANY, FOR THE FINANCIAL YEAR 2024-25 The Board of Directors of the Company, at its meeting held on August 12, 2024, on the recommendation of the Audit Committee, has approved the appointment of M/s Chandra Wadhwa & Co., Cost Accountants (Firm Registration No. 000239), as the Cost Auditors to conduct the audit of the cost records of the Company, for the Financial Year ending March 31, 2025 at a remuneration of Rs. 3,25,000 (Rupees Three Lakhs Twenty Five Thousand only) and reimbursement of out of pocket expenses, if any, plus applicable taxes. 10 Annual Report 2023-24

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