The following Explanatory Statement sets out all material facts relating to the Special Business mentioned in the accompanying Notice:

Item Nos. 3

Navdeep Sharma (DIN: 00454285) who was a director retiring by rotation was re-designated as an Independent Director in the Board of Directors meeting held on 15.03.2015. Now his period of office is not liable to retirement by rotation under the provisions of Companies Act, 2013.. In compliance of the provisions of section 149 of the Companies Act, 2013 and Clause 49 of the Listing Agreement, the Board of Directors has recommended the appointment of Sh Navdeep Sharma (DIN: 00454285) as an Independent Director for a period of 3 years commencing from this Annual General Meeting up to the conclusion of Annual General Meeting to be held in the calendar year 2018. A notice has been received from a member proposing his candidature for the office of Independent Director. Sh Navdeep Sharma is not disqualified in terms of Section 164 of the Act and has given his consent. Sh Navdeep Sharma has given a declaration to the Board that he meets the criteria of independence as provided under section 149 of the Act. He fulfils the conditions specified in the Act and the Rules framed there under for appointment as Independent Director and he is independent of the management. In compliance with the provisions of section 149 read with Schedule IV of the Act, His appointment as Independent Director is now placed before the Members for their approval.

Copy of the draft letter for appointment of Navdeep Sharma (DIN: 00454285) as an Independent Director setting out the terms and conditions is available for inspection by members at the Registered Office of the company.. The Board recommends the Ordinary Resolution set out at Item No 3 of. the Notice for approval by the shareholders.

Sh Navdeep Sharma, is interested in the resolution set out at Item No 3 of the Notice with regard to his appointment.

Save and except the above, none of the other Directors / Key Managerial Personnel of the Company / their relatives is, in any way, concerned or interested, financially or otherwise, in the resolution.

Item No. 4

Sh Gagnish Kumar Bhalla (DIN: 00468806) who was a director retiring by rotation was re-designated as an Independent Director in the Board of Directors meeting held on 15.03.2015. Now his period of office is not liable to retirement by rotation under the provisions of Companies Act, 2013.. In compliance of the provisions of section 149 of the Companies Act, 2013 and Clause 49 of the Listing Agreement, the Board of Directors has recommended the appointment of Sh Gagnish Kumar Bhalla (DIN: 00468806) as an Independent Director for a period of 3 years commencing from this Annual General Meeting up to the conclusion of Annual General Meeting to be held in the calendar year 2018. A notice has been received from a member proposing his candidature for the office of Independent Director. Sh Gagnish Kumar Bhalla is not disqualified in terms of Section 164 of the Act and has given his consent. Sh Gagnish Kumar Bhalla has given a declaration to the Board that he meets the criteria of independence as provided under section 149 of the Act. He fulfils the conditions specified in the Act and the Rules framed there under for appointment as Independent Director and he is independent of the management. In compliance with the provisions of section 149 read with Schedule IV of the Act, His appointment as Independent Director is now placed before the Members for their approval.

Copy of the draft letter for appointment of Sh Gagnish Kumar Bhalla (DIN: 00468806) as an Independent Director setting out the terms and conditions is available for inspection by members at the Registered Office of the company.. The Board recommends the Ordinary Resolution set out at Item No 4 of the Notice for approval by the shareholders.

Sh Gagnish Kumar Bhalla is interested in the resolution set out at Item No 4 of the Notice with regard to his appointment.

Save and except the above, none of the other Directors / Key Managerial Personnel of the Company / their relatives is, in any way, concerned or interested, financially or otherwise, in the resolution.

Item No. 5

Ms Ruchika Oswal (DIN: 00565979) was appointed an Additional Director (women Director) of the Company on 27.03.2015 to hold office up to the next Annual General Meeting of the Company. The company has also received a notice under Companies Act, 2013 from a member of the Company along with requisite deposit signifying his intention to propose the appointment of Ms Ruchika Oswal (DIN: 00565979). The company has also received consent from her under the Companies Act, 2013 to act as a Director of the Company, if appointed.

The Board recommends the Ordinary Resolution set out at Item No. 5. of the Notice for approval by the shareholders.

Ms Ruchika Oswal (DIN: 00565979) is interested in the resolution set out at Item No 5. of the Notice with regard to her appointment. The relatives of Ms Ruchika Oswal may be deemed to be interested in the said resolution, to the extent of their shareholding interest, if any, in the Company.

Save and except the above, none of the other Directors / Key Managerial Personnel of the Company / their relatives is, in any way, concerned or interested, financially or otherwise, in the resolution.

Item No. 6

Mr Pawan Kumar Sharma (DIN: 07163131) was appointed an Additional Director of the Company on 11.05.2015 to hold office up to the next Annual

General Meeting of the Company. The company has also received a notice under Companies Act, 2013 from a member of the Company along with requisite deposit signifying his intention to propose the appointment of Mr Pawan Kumar Sharma (DIN: 07163131). The company has also received consent from her under the Companies Act, 2013 to act as a Director of the Company, if appointed. The Board recommends the Ordinary Resolution set out at Item No. 6. of the Notice for approval by the shareholders.

Mr Pawan Kumar Sharma (DIN: 07163131) is interested in the resolution set out at Item No 6. of the Notice with regard to his appointment.

Save and except the above, none of the other Directors / Key Managerial Personnel of the Company / their relatives is, in any way, concerned or interested, financially or otherwise, in the resolution