MANAGING AND WHOLE-TIME DIRECTORS

Article 120 provides that subject to the provisions of the Companies Act, 2013 and of the Articles of Association,
the Directors may from time to time in Board Meetings appoint one or more of their body to be a Managing
Director or whole-time Director of the Company for such term not exceeding five years at a time as they may
think fit to manage the affairs and business of the Company, and may from time to time (subject to the provisions
of any contract between him or them and the Company) remove or dismiss him or them from office and appoint
another or others in his or their place or places. The Managing Director or whole-time Director so appointed shall
be liable to retire by rotation. A Managing Director or Whole-time Director who is appointed as Director
immediately on the retirement by rotation shall continue to hold his office as Managing Director or Whole-time
Director and such re-appointment as such Director shall not be deemed to constitute a break in his appointment
as Managing Director or Whole-time Director.

CHIEF EXECUTIVE OFFICER, MANAGER, COMPANY SECRETARY AND CHIEF FINANCIAL
OFFICER

Article 123 provides that subject to the provisions of the Companies Act, 2013, a chief executive officer, manager,
company secretary or chief financial officer may be appointed by the Board for such term, at such remuneration
and upon such conditions as it may think fit, and any chief executive officer, manager, company secretary or chief
financial officer so appointed may be removed by means of a resolution of the Board. A director may be appointed
as chief executive officer, manager, company secretary or chief financial officer.

DIVIDEND

Article 124 provides that subject to the rights of persons, if any, entitled to shares with special rights as to
dividends, all dividends shall be declared and paid according to the amounts paid or credited as paid on the shares
in respect whereof the dividend is paid, but if and so long as nothing is paid upon any of the shares in the Company,
dividends may be declared and paid according to the amounts of the shares. No amount paid or credited as paid
on a share in advance of calls shall be treated as paid on the share. All dividends shall be apportioned and paid
proportionately to the amounts paid or credited as paid on the shares during any portion or portions of the period
in respect of which the dividend is paid; but if any share is issued on terms providing that it shall rank for dividend
as from a particular date such share shall rank for dividend accordingly.

Article 125 provides that the Company in General Meeting may declare dividends, to be paid to members
according to their respective rights and interests in the profits and may fix the time for payment and the Company
shall comply with the provisions of Section 123 of the Companies Act, 2013, but no dividends shall exceed the
amount recommended by the Board of Directors, but the Company may declare a lesser dividend in general
meeting.

Article 127 provides that the Board may from time to time pay to the Members such interim dividends as appear
to it to be justified by the profits of the Company.

CAPITALISATION OF PROFITS

Article 138 provides that the Company in General Meeting may, upon the recommendation of the Board resolve:
(a) that it is desirable to capitalize any part of the amount for the time being standing to the credit of any of the
Company’s reserve accounts, or to the credit of the Profit and Loss account, or otherwise available for distribution;
and (b) That such sum be accordingly set free for distribution in the manner specified in Article 138 amongst the
members who would have been entitled thereto, if distributed by way of dividend and in the same proportions.
The sums aforesaid shall not be paid in cash but shall be applied subject to the provisions contained in Article 138
either in or towards:

@ paying up any amounts for the time being unpaid on any shares held by such members respectively;

(ii) paying up in full, unissued shares of the Company to be allotted and distributed, credited as fully

paid up, to and amongst such members in the proportions aforesaid; or
(iii) partly in the way specified in sub-clause (i) and partly in that specified in sub-clause (ii).

Further, a securities premium account and capital redemption reserve account may only be applied in the paying
up of unissued shares to be issued to members of the Company and fully paid bonus shares.

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