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CIN: L51100UP1990PLC012089
RICH UNIVERSE NETWORK LIMITED
(Formerly Known as Rich Capital & Financial Services Limited) Regd. Office : 7/125, (C-2), 2nd FLOOR, SWAROOP NAGAR, KANPUR - 208002 ® PHONES : 0512-3072757, 3258312
FAX: 05123072718 E-mail : refsi@rediffmail com @ fichcapital@rediffmail.com
POSTAL BALLOT NOTICE
[Notice pursuant to Section 110 of the Companies Act, 2013, read with Rule 22(1) of the
Companies (Management and Administration) Rules, 2014]
Dear Member(s),
Notice is hereby given that, Pursuant to the provisions of Section 108 and 110 and other
applicable provisions, if any, of the Companies Act 2013 (“the Act”) read with Rules 20 and 22
of the Companies (Management and Administration) Rules, 2014 (as amended from time to
time) (“the rules”) Secretarial Standard-2 on General Meeting (the “SS-2”), and Regulation 44
of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 (SEBI Listing
Regulations) and other applicable laws and regulations, and in accordance with the guidelines
prescribed by the Ministry of Corporate Affairs (the “MCA™). Notice is hereby given that the
resolutions appended to this notice are proposed to be passed by the members as Special and
Ordinary Resolution by means of Postal ballot through remote electronic voting (remote e-
voting). Proposed resolution, along with explanatory statement pertaining to the said resolution,
pursuant to section 102(1) of the Companies Act, 2013 read with applicable regulations of SEBI
(ICDR) Regulations 2018 setting out the information and material facts, is appended herewith
for your consideration.
In terms of the circulars issued by the Ministry of Corporate Affairs, Government of India (the
“MCA”) vide its General Circular No. 14/2020 dated April 8, 2020, General Circular No.
17/2020 dated April 13, 2020, General Circular No. 22/2020 dated June 15, 2020, General
Circular No. 33/2020 dated September 28, 2020, General Circular No. 39/2020 dated December
31, 2020, General Circular No. 10/2021 dated June 23, 2021 and Circular No. No. 20/2021
dated December 08, 2021 (the “MCA Circulars”) read with Circular No.
SEBI/HO/CFD/CMDI1/CIR/P/2020/79 dated May 12, 2020 and Circular No.
SEBI/HO/CFD/CMD2/CIR/P/2021/11 dated January 15, 2021, issued by SEBI and in view of
the continuing COVID-19 pandemic requiring social distancing, companies were advised to take
all decisions requiring members’ approval, other than items of ordinary businesses or businesses
where any person has a right to be heard, through the mechanism of postal ballot / e-voting in
accordance with the provisions of the Companies Act, 2013 and rules made thereunder, without
holding a general meeting that requires physical presence of members at a common venue.
This Postal Ballot is accordingly being initiated in compliance with the MCA and SEBI
Circulars. Further, as provided in the said MCA and SEBI Circulars, hard copy of Postal Ballot
Notice, Postal Ballot Forms and pre-paid business envelope, will not be sent to the shareholders
for this Postal Ballot. The Company will send Postal Ballot Notice by email to all its
shareholders who have registered their email addresses with the Company or depository/
depository participants and the communication of assent / dissent of the members will only take
place through the remote e-voting system.
----------------Page (0) Break----------------
CIN: L51100UP1990PLC012089
RICH UNIVERSE NETWORK LIMITED
(Formerly Known as Rich Capital & Financial Services Limited) Regd. Office : 7/125, (C-2), 2nd FLOOR, SWAROOP NAGAR, KANPUR - 208002 ® PHONES : 0512-3072757, 3258312
FAX: 05123072718 E-mail : refsi@rediffmail com @ fichcapital@rediffmail.com
The Board of Directors of the Company proposes to obtain the consent of the shareholders by
way of Postal Ballot for the matters as considered in the Resolutions appended below. Proposed
resolutions, along with explanatory statement pertaining to the said resolution, pursuant to
Section 102(1) of the Companies Act, 2013, setting out the information and material facts, are
appended herewith for your consideration.
In light of the MCA Circulars, for remote e-voting and for this postal ballot, the shareholders
whether holding equity shares in demat form or physical form and who have not submitted their
email addresses and in consequence to whom the remote e-voting notice could not be serviced,
may temporarily get their e-mail addresses registered with the Company by email through their
registered email address to rcfsl@rediffmail.com , providing requisite details like Name of
Shareholder, PAN No., DP/Client ID, folio no. and certificate no (in case of physical
shareholding). Member who does not receive the Postal Ballot Notice may send an e-mail to
refsl@rediffimail.com and obtain a copy of Postal Ballot Notice.
The Company has engaged the services of National Security Depository Limited (NSDL) to
provide remote e-voting facility to the Members of the Company. Shareholders are requested to
carefully read the instructions indicated in this Notice and communicate their assent (for) or
dissent (against) through remote e-voting only. Shareholders are requested to follow the
procedure as stated in the notes and instructions for casting their votes through NSDL e-Voting
system.
The remote e-voting facility is available at the link: www.evoting.nsdl.com from Wednesday,
June 25, 2025 (09:00 A.M.) and will end on Thursday, July 24, 2025 (05:00 P.M.). Please refer
to the instructions for casting votes by remote e-voting at the end of this Notice for the purpose
and the manner in which e-voting has to be carried out. Only members entitled to vote (Refer to
Point 8 of the Notes attached with this notice) are entitled to vote through the remote e-voting
facility provided by the Company through NSDL.
The Explanatory Statement pertaining to the resolutions proposed in this notice setting out
all material facts and reasons thereof along with Postal Ballot Form is annexed herewith.
Pursuant to Rule 22(5) of the “Rules”, the Board of Directors of the Company (the
“Board”), has appointed Mr. Abhishek Prakashchand Chhajed, Partner of SCS and Co.
LLP (LLPIN: AAV-1091) Company Secretary in Practice (Firm Unique Code:
L2020GJ008700) as Scrutinizer for conducting the Postal Ballot and remote e-voting
Pprocess in a fair and transparent manner.
----------------Page (1) Break----------------
CIN: L51100UP1990PLC012089
RICH UNIVERSE NETWORK LIMITED
(Formerly Known as Rich Capital & Financial Services Limited) Regd. Office : 7/125, (C-2), 2nd FLOOR, SWAROOP NAGAR, KANPUR - 208002 ® PHONES : 0512-3072757, 3258312
FAX: 05123072718 E-mail : refsi@rediffmail com @ fichcapital@rediffmail.com
The Scrutinizer will submit his report to the Chairman or any other person authorized by
him after completion of the scrutiny of Postal Ballots and e-voting on or before 5.00 p.m. on
Friday, July 25, 2025 at the Registered Office of the company at IInd Floor, 7/125, C-2,
Swaroop Nagar, Kanpur-208002, Uttar Pradesh, India. The said results will also be displayed at
the notice board of the Registered Office of the Company, intimated to the BSE Ltd (BSE)
where the Company's Shares are listed and displayed on the website of the Company i.e.
www.richuninet.com.
By order of the Board of Directors,
Rich Universe Network Limited
Sd/-
Shashwat Agarwal
Managing Director
DIN: 00122799
Place: Uttar Pradesh
Date: June 24, 2025
----------------Page (2) Break----------------
CIN: L51100UP1990PLC012089
RICH UNIVERSE NETWORK LIMITED
(Formerly Known as Rich Capital & Financial Services Limited)
Regd. Office : 7/125, (C-2), 2nd FLOOR, SWAROOP NAGAR, KANPUR - 208002 ® PHONES : 0512-3072757, 3258312 FAX: 05123072718 E-mail : refsi@rediffmail com @ fichcapital@rediffmail.com
ITEM OF BUSINESS REQUIRING CONSENT OF SHAREHOLDERS THROUGH
POSTAL BALLOT:
SPECIAL BUSINESSES
RESOLUTION 1:
TO CONSIDER AND APPROVE INCREASE IN AUTHORISED SHARE CAPITAL:
To consider, and if thought fit, to pass the following resolution as an Ordinary Resolution:
“RESOLVED THAT pursuant to the provisions of Section 13, 61 and 64 and other applicable
provisions, if any of the Companies Act, 2013 (the ‘Act’) and rules framed thereunder (including
any statutory modification(s) or re-enactment thereof for the time being in force), subject to the
approval of Concerned Registrar of Companies, and such other approvals as may be required in
this regard, the approval of the Members of the Company be and is hereby accorded for increase
in Authorised Share Capital of the Company from the present Rs. 40,00,00,000/- (Rupees Forty
Crore Only) divided into 4,00,00,000 (Four Crore) Equity Shares of Rs. 10/- (Rupees Ten) each
to Rs. 60,00,00,000/- (Rupees Sixty Crore Only) divided into 6,00,00,000 (Six Crore) Equity
Shares of Rs. 10/- (Rupees Ten) each and that existing Clause 5 of the Memorandum of
Association of the Company be substituted by following new Clause 5:
“5. The Authorised Share Capital of the Company is Rs. 60,00,00,000/- (Rupees Sixty crore
Only) divided into 6,00,00,000 (Six crore) Equity Shares of Rs. 10/- (Rupees Ten Only) each.”
RESOLVED FURTHER THAT for the purpose of giving effect to this resolution, the Board
of the Directors of the Company or any person(s) authorised by the Board to exercise the powers
conferred on the Board by this resolution be and is hereby authorised to do all such acts, deeds,
matters and things as they may in their absolute discretion deem necessary, proper or desirable
and to settle any question, difficulty or doubt that may arise in this regard and to sign and
execute all necessary documents, applications, returns and writings as may be necessary, proper,
desirable or expedient, in the best interest of the Company.”
By Order of the Board of Directors
For, Rich Universe Network Limited
Date: 24.06.2025
Place: Uttar Pradesh SD/
SHASHWAT AGARWAL
Regd. Office: IInd Floor, 7/125, C-2, MANAGING DIRECTOR
Swaroop Nagar, Kanpur-208002, Uttar DIN: 00122799
Pradesh, India.
----------------Page (3) Break----------------
CIN: L51100UP1990PLC012089
RICH UNIVERSE NETWORK LIMITED
(Formerly Known as Rich Capital & Financial Services Limited) Regd. Office : 7/125, (C-2), 2nd FLOOR, SWAROOP NAGAR, KANPUR - 208002 ® PHONES : 0512-3072757, 3258312
FAX: 05123072718 E-mail : refsi@rediffmail com @ fichcapital@rediffmail.com
RESOLUTION 2:
TO CONSIDER AND APPROVE ALTERATION OF OBJECT CLAUSE OF
MEMORANDUM_OF ASSOCIATION AND ADOPTION OF A NEW SET OF
MEMORANDUM OF ASSOCIATION IN CONFORMITY WITH THE PROVISIONS
OF THE COMPANIES ACT, 2013:
To consider, and if thought fit, to pass the following resolution as a Special Resolution:
“RESOLVED THAT pursuant to Section 13 & other applicable provisions, if any, of the
Companies Act, 2013 including Rules made thereunder as well as any other applicable laws for
the time being in force & such other approvals, permissions and sanctions, as may be necessary,
consent of the members of the Company, be and is hereby accorded to alter the existing Main
Object Clause of the Memorandum of Association of the Company, by adding the following new
clause to the Object Clause of the Memorandum of Association of the Company:
Clause 3. (A) 8. To carry on the business of providing information technology (IT) services and
solutions, including but not limited to software development, IT consultancy, digital
transformation, cloud computing, cybersecurity, blockchain, system integration, networking, and
IT infrastructure management for clients across various sectors, both in India and abroad.
9. To develop, design, implement, maintain, license, distribute, market and sell solutions and
products based on data science, machine learning, deep learning, neural networks, and all other
branches of artificial intelligence (AI), including natural language processing, computer vision,
robotics, and automation.
10. To carry on the business of data management services, including data collection, data
mining, data warehousing, data analysis, data processing, data security, data governance,
database management, and data lifecycle solutions, including structured and unstructured data
for individuals, businesses, institutions, and governments.
11. To undertake research and development in the fields of information technology, artificial
intelligence, and data sciences, and to establish labs, centers, platforms and knowledge
repositories to foster innovation, incubation, and commercialization of intellectual property in
such domains and Developing cutting-edge technologies and scalable solutions.
RESOLVED FURTHER THAT the existing Memorandum of Association of the Company,
which was framed as per the provisions of the Companies Act, 1956, be and is hereby
substituted and replaced in its entirety with a new set of Memorandum of Association in
conformity with the Companies Act, 2013.
----------------Page (4) Break----------------
CIN: L51100UP1990PLC012089
RICH UNIVERSE NETWORK LIMITED
(Formerly Known as Rich Capital & Financial Services Limited)
Regd. Office : 7/125, (C-2), 2nd FLOOR, SWAROOP NAGAR, KANPUR - 208002 ® PHONES : 0512-3072757, 3258312 FAX: 05123072718 E-mail : refsi@rediffmail com @ fichcapital@rediffmail.com
RESOLVED FURTHER THAT the draft copy of the amended MOA as tabled before the
members, be and is hereby approved and adopted.
RESOLVED FURTHER THAT any Directors of the Company be and are hereby severally
authorized to take all steps and to do all acts and things (including signing documents,
delegating persons, etc.) for this purpose in order to give full and complete effect to this
resolution”.
By Order of the Board of Directors
For Rich Universe Network Limited
Date: 24.06.2025
Place: Uttar Pradesh SD/
SHASHWAT AGARWAL
Regd. Office: IInd Floor, 7/125, C-2, MANAGING DIRECTOR
Swaroop Nagar, Kanpur-208002, Uttar DIN: 00122799
Pradesh, India.
----------------Page (5) Break----------------
CIN: L51100UP1990PLC012089
RICH UNIVERSE NETWORK LIMITED
(Formerly Known as Rich Capital & Financial Services Limited)
Regd. Office : 7/125, (C-2), 2nd FLOOR, SWAROOP NAGAR, KANPUR - 208002 ® PHONES : 0512-3072757, 3258312 FAX: 05123072718 E-mail : refsi@rediffmail com @ fichcapital@rediffmail.com
RESOLUTION 3:
TO CONSIDER AND APPROVE ADOPTION OF A NEW SET OF ARTICLES OF
ASSOCIATION IN CONFORMITY WITH THE PROVISIONS OF THE COMPANIES
ACT,2013:
To consider, and if thought fit, to pass the following resolution as a Special Resolution:
“RESOLVED THAT pursuant to the provisions of Sections 5, 14 and other applicable
provisions, if any, of the Companies Act, 2013 read with the Companies (Incorporation) Rules,
2014 (including any statutory modification(s) or re-enactment(s) thereof for the time being in
force), and subject to such approvals as may be necessary, the consent of the members be and is
hereby accorded to adopt a new set of Articles of Association of the Company in substitution
and to the complete exclusion of the existing Articles of Association of the Company, which was
earlier framed under the Companies Act, 1956, so as to align the same with the provisions of the
Companies Act, 2013 and the rules made thereunder.
RESOLVED FURTHER THAT the new set of Articles of Association, as placed before the
meeting, be and is hereby approved and adopted as the Articles of Association of the Company.
RESOLVED FURTHER THAT any Directors of the Company be and are hereby severally
authorized to take all steps and to do all acts and things (including signing documents,
delegating persons, etc.) for this purpose in order to give full and complete effect to this
resolution”.
By Order of the Board of Directors
For, Rich Universe Network Limited
Date: 24.06.2025
Place: Uttar Pradesh SD/
SHASHWAT AGARWAL
Regd. Office: IInd Floor, 7/125, C-2, MANAGING DIRECTOR
Swaroop Nagar, Kanpur-208002, Uttar DIN: 00122799
Pradesh, India.
----------------Page (6) Break----------------
CIN: L51100UP1990PLC012089
RICH UNIVERSE NETWORK LIMITED
(Formerly Known as Rich Capital & Financial Services Limited)
Regd. Office : 7/125, (C-2), 2nd FLOOR, SWAROOP NAGAR, KANPUR - 208002 ® PHONES : 0512-3072757, 3258312 FAX: 05123072718 E-mail : refsi@rediffmail com @ fichcapital@rediffmail.com
NOTES:
Pursuant to Section 102(1) of the Companies Act 2013 and Secretarial Standard 2 on
General Meeting, an explanatory Statement setting out material facts relating to the
proposed resolutions are appended to this notice.
In compliance with the provisions of Sections 108 and other applicable provisions, if any, of
the Companies Act, 2013, read with Rule 20 of the Companies (Management &
Administration) Rules, 2014, the Company is pleased to offer remote e-voting facility to all
members of the Company. The Company has entered into an agreement with National
Securities Depository Limited (“NSDL”) for facilitating remote e-voting.
This notice is sent to all the Members whose names appear in the Register of Members /
Record of Depositories as on Friday, June 20, 2025 by email to those members who have
registered their email IDs with the Company / Depository. Voting rights shall be reckoned in
proportion to the number of shares registered in the name(s) of Members as on Friday, June
20, 2025. Member who does not receive the postal ballot notice may send an email to
refsl@rediffmail.com or may apply to NSDL at evoting@nsdl.co.in and obtain a copy of
postal ballot notice. The copy of postal ballot notice may also be downloaded from website
of Company at www.richuninet.com and website of e-Voting Agency at
www.evoting.nsdl.com.
Any query/grievance may please be addressed to Shashwat Agarwal, Managing Director
with respect to the voting by remote electronic means at: Email id: rcfsl@rediffmail.com or
to NSDL at evoting@nsdl.co.in.
The Shareholders are requested to note that 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 members have to vote through remote e-voting platform only.
The Portal for remote E-voting will remain open for the Members for exercising their votes
during Wednesday, June 25, 2025 (09:00 A.M.) and will end on Thursday, July 24, 2025
(05:00 P.M.). (Both days inclusive). During this period, the Members of the Company
holding equity shares either in physical form or dematerialised form, as on Friday, June 20,
2025 (cut-off date’), may cast their vote electronically. Once vote on a resolution is cast by
the member, he/ she shall not be allowed to change it subsequently or cast the vote again.
----------------Page (7) Break----------------
CIN: L51100UP1990PLC012089
RICH UNIVERSE NETWORK LIMITED
(Formerly Known as Rich Capital & Financial Services Limited)
Regd. Office : 7/125, (C-2), 2nd FLOOR, SWAROOP NAGAR, KANPUR - 208002 ® PHONES : 0512-3072757, 3258312 FAX: 05123072718 E-mail : refsi@rediffmail com @ fichcapital@rediffmail.com
1.
12.
13.
14.
Please note that remote E-voting module shall be disabled for voting by NSDL after the last
date and time.
A member need not use all his / her / its votes nor does he / she / it need to cast all his / her /
its votes in the same way.
The Scrutinizer’s decision on the validity of the voting shall be final.
. A copy of the Postal Ballot Notice is also available on the website of the Company viz.
www.richuninet.com and e-voting website viz. www.evoting.nsdl.com and at the corporate
announcement sections of the websites of the Bombay Stock Exchange Limited on which
the equity shares of the Company are listed.
The Board of Directors have appointed Mr. Abhishek Prakashchand Chhajed, partner of
SCS AND Co. LLP (LLPIN: AAV-1091) Company Secretary in Practice (Firm Unique
Code: L2020GJ008700) as Scrutinizer for conducting the Postal Ballot and remote e-voting
process in a fair and transparent manner and to receive and scrutinize the votes received
through remote e-voting platform. After completion of the scrutiny of votes received, the
scrutinizer will submit the report to the Chairman of the Company.
The Resolutions will be taken as passed effectively on Thursday, July 24, 2025, being last
date for voting, if the result of the voting indicates that the requisite votes, as required for
Special resolution/Ordinary resolution, had received assenting to the Resolution. The result
of the voting will be declared on Friday, July 25, 2025 at the Registered Office of the
Company. The result of the voting will also be posted on the Company’s website
www.richuninet.com and communicated on the same day to stock exchange, registrar and
share transfer agent and e-voting agency.
Resolutions approved by the members through Postal Ballots /remote e-voting are deemed to
have been passed effectively at a General Meeting of the Members.
The Ministry of Corporate Affairs has taken a “Green Initiative in the Corporate
Governance” by allowing paperless compliances by the Companies and has issued circulars
stating that service of notice /documents including Annual Report can be sent by e-mail to
its members. To support this green initiative of the Government in full measure, members
who have not registered their e-mail addresses, so far, are requested to give their consent by
providing their e-mail addresses to the Company or to Skyline Financial Services Pvt Ltd,
Registrar and Share Transfer Agent of the Company.
----------------Page (8) Break----------------
CIN: L51100UP1990PLC012089
RICH UNIVERSE NETWORK LIMITED
(Formerly Known as Rich Capital & Financial Services Limited)
Regd. Office : 7/125, (C-2), 2nd FLOOR, SWAROOP NAGAR, KANPUR - 208002 ® PHONES : 0512-3072757, 3258312 FAX: 05123072718 E-mail : refsi@rediffmail com @ fichcapital@rediffmail.com
The remote e-voting period begins on Wednesday, June 25, 2025 (09:00 A.M.) and will end
on Thursday, July 24, 2025 (05:00 P.M.) The remote e-voting module shall be disabled by
NSDL for voting thereafter. Members, whose names appear in the Register of Members /
Beneficial Owners as on the cut-off date i.e. Friday, June 20, 2025 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 cut-off date, being Friday, June 20, 2025.
HOW DO IVOTE 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
A) Login method for e-Voting for Individual shareholders holding securities in demat
mode
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 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
/4 1. If you are already registered for NSDL IDeAS facility, please
visit the e-Services website of NSDL. Open web browser by
typing the following URL: https:/eservices.nsdl.com/ either on a
Personal Computer or on a mobile. Once the home page of e-
Services is launched, click on the “Beneficial Owner” icon under
“Login” which is available under “IDeAS” section. A new screen
will open. You will have to enter your User ID and Password.
After successful authentication, you will be able to see e-Voting
services. Click on “Access to e-Voting” under e-Voting services
and you will be able to see e-Voting page. Click on options
available against company name or e-Voting service provider -
NSDL and you will be re-directed to NSDL e-Voting website for
casting your vote during the remote e-Voting period.
----------------Page (9) Break----------------
CIN: L51100UP1990PLC012089
RICH UNIVERSE NETWORK LIMITED
(Formerly Known as Rich Capital & Financial Services Limited)
Regd. Office : 7/125, (C-2), 2nd FLOOR, SWAROOP NAGAR, KANPUR - 208002 ® PHONES : 0512-3072757, 3258312 FAX: 05123072718 E-mail : refsi@rediffmail com @ fichcapital@rediffmail.com
Type of shareholders Login Method
2. If the user is not registered for IDeAS e-Services, option to
register is available at https:/eservices.nsdl.com. Select “Register
Online for IDeAS” Portal or click
athttps://eservices.nsdl.com/SecureWeb/IdeasDirectReg.jsp.
3. 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 (ie. your sixteen
digitdemat account number held 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 options available
against company name or e-Voting service provider - NSDL and
you will be redirected to e-Voting website of NSDL for casting
your vote during the remote e-Voting period.
Individual
Shareholders holding
securities in demat
mode with CDSL
1. Existing users who have opted for Easi / Easiest, they can login
through their user id and password. Option will be made available
to reach e-Voting page without any further authentication. The
URL for wusers to login to Easi / Easiest
arehttps://web.cdslindia.com/myeasi/home/login or
www.cdslindia.com and click on New System Myeasi.
2. After successful login of Easi/Easiest the user will be also able to
see the E Voting Menu. The Menu will have links of e-Voting
service provider i.e. NSDL. Click on NSDL to cast your vote.
3. If the user is not registered for Easi/Easiest, option to register is
available at
https://web.cdslindia.com/myeasi/Registration/EasiRegistration
4. Alternatively, the user can directly access e-Voting page by
providing demat Account Number and PAN No. from a link in
www.cdslindia.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
provided links for the respective ESP i.e. NSDL where the e-
Voting is in progress.
Individual
Shareholders (holding
securities in demat
You can also login using the login credentials of your demat account
through your Depository Participant registered with NSDL/CDSL for
e-Voting facility. Once login, you will be able to see e-Voting option.
mode) [ogin through OTce you Ciitk U e VOtIIg Uption, you will be Tedirected {0
----------------Page (10) Break----------------
CIN: L51100UP1990PLC012089
RICH UNIVERSE NETWORK LIMITED
(Formerly Known as Rich Capital & Financial Services Limited)
Regd. Office : 7/125, (C-2), 2nd FLOOR, SWAROOP NAGAR, KANPUR - 208002 ® PHONES : 0512-3072757, 3258312 FAX: 05123072718 E-mail : refsi@rediffmail com @ fichcapital@rediffmail.com
Type of shareholders | Login Method
their depository | NSDL/CDSL Depository site after successful authentication, wherein
participants you can see e-Voting feature. Click on options available against
company name or e-Voting service provider-NSDL and you will be
redirected to e-Voting website of NSDL for casting your vote during
the remote e-Voting period.
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 Members facing any technical issue in login can contact NSDL
Shareholders holding | helpdesk by sending a request at evoting@nsdl.co.in or call at toll free
securities in demat | no.: 1800 1020 990and1800 22 44 30
mode with NSDL
Individual Members facing ~any technical issue in login_ can contact CDSL
Shareholders holding helpdesk by sending a request at helpdesk.evoting@cdslindia.com or securities in demat | contactat 022- 23058738 or 022-23058542-43
mode with CDSL
B) Login Method 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?
1. 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.
2. Once the home page of e-Voting system is launched, click on the icon “Login”
which is available under ‘Shareholder/Member’ section.
3. 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.
----------------Page (11) Break----------------
CIN: L51100UP1990PLC012089
RICH UNIVERSE NETWORK LIMITED
(Formerly Known as Rich Capital & Financial Services Limited)
Regd. Office : 7/125, (C-2), 2nd FLOOR, SWAROOP NAGAR, KANPUR - 208002 ® PHONES : 0512-3072757, 3258312 FAX: 05123072718 E-mail : refsi@rediffmail com @ fichcapital@rediffmail.com
4. Your User ID details are given below:
Manner of holding shares ie. | Your User ID is:
Demat (NSDL or CDSL) or
Physical
a) 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 IN3QQ***] 2% *#**,
b) For Members who hold shares | 16 Digit Beneficiary ID
in demat account with CDSL. For example if your Beneficiary ID s
J2¥kkkdkkkkkkdksk then your user ID s D R
c) For Members holding shares in | EVEN Number followed by Folio Number registered
Physical Form. with the company
For example if folio number is 001*** and EVEN is
101456 then user ID is 101456001***
5. Password details for shareholders other than Individual shareholders are given
below:
a) If you are already registered for e-Voting, then you can user your existing
password to login and cast your vote.
b) 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.
c) How to retrieve your ‘initial password’?
i. 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’.
ii. If your email ID is not registered, please follow steps mentioned below in
process for those shareholders whose email ids are not registered.
6. If you are unable to retrieve or have not received the “Initial password” or have
forgotten your password:
----------------Page (12) Break----------------
CIN: L51100UP1990PLC012089
RICH UNIVERSE NETWORK LIMITED
(Formerly Known as Rich Capital & Financial Services Limited)
Regd. Office : 7/125, (C-2), 2nd FLOOR, SWAROOP NAGAR, KANPUR - 208002 ® PHONES : 0512-3072757, 3258312 FAX: 05123072718 E-mail : refsi@rediffmail com @ fichcapital@rediffmail.com
8.
9.
STEP 2.
a) 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.
b) Physical User Reset Password?” (If you are holding shares in physical mode)
option available on www.evoting.nsdl.com.
c) If you are still unable to get the password by aforesaid two options, you can
send a request at evoting@nsdl.co.in mentioning your demat account
number/folio number, your PAN, your name and your registered address etc.
d) 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.
CAST YOUR VOTE ELECTRONICALLY ON NSDL E-VOTING
STEM.
How to cast your vote electronically on NSDL e-Voting system?
1. 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.
Select “EVEN” of company for which you wish to cast your vote during the remote
e-Voting period.
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.
----------------Page (13) Break----------------
CIN: L51100UP1990PLC012089
RICH UNIVERSE NETWORK LIMITED
(Formerly Known as Rich Capital & Financial Services Limited)
Regd. Office : 7/125, (C-2), 2nd FLOOR, SWAROOP NAGAR, KANPUR - 208002 ® PHONES : 0512-3072757, 3258312 FAX: 05123072718 E-mail : refsi@rediffmail com @ fichcapital@rediffmail.com
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 csabprofessional@gmail.com with a copy marked to
evoting@nsdl.co.in.
2. 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.
CONTACT DETAILS
Company RICH UNIVERSE NETWORK LIMITED
IInd Floor, 7/125, C-2, Swaroop Nagar, Kanpur-208002, Uttar Pradesh, India.
Phone No.: 0512-3072757,3258312; Email: rcfsl@rediffmail.com
‘Web: www.richuninet.com
Registrar and | Skyline Financial Services Pvt Ltd, D-153A, 1st Floor Okhla Industrial
Transfer Area, Phase-1, New Delhi-110020.
Agent Tel.: +91-11-40450193-97, 26812682-83, CIN: U74899DL1995PTCO71324
Email: info@skylinerta.com, Website: www.skylinerta.com
E-Voting Email: evoting@nsdl.co.in
Agency & VC . 7 OAVM NSDL help desk:1800 1020 990 and 1800 22 44 30
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
Scrutinizer Mr. Abhishek Prakashchand Chhajed, partner of SCS AND Co. LLP
(LLPIN: AAV-1091) Company Secretary in Practice
Contact Person: Mr. Abhishek Chhajed Email:
csabprofessional@gmail.com;
M. No.: +91 94088 12129
----------------Page (14) Break----------------
CIN: L51100UP1990PLC012089
RICH UNIVERSE NETWORK LIMITED
(Formerly Known as Rich Capital & Financial Services Limited)
Regd. Office : 7/125, (C-2), 2nd FLOOR, SWAROOP NAGAR, KANPUR - 208002 ® PHONES : 0512-3072757, 3258312 FAX: 05123072718 E-mail : refsi@rediffmail com @ fichcapital@rediffmail.com
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 toll free no.: 1800 1020 990and1800 22 44 30or send a
request to Ms. Pallavi Mhatre at evoting@nsdl.co.in.
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:
1 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
cs.compliance@ranjeet.co.in.
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 ¢s2013.ohrl@gmail.com. If you are an Individual shareholder 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 for Individual shareholders holding securities in demat
mode.
Alternatively, shareholder/members may send a request to evoting@nsdl.co.in for procuring user
id and password for e-voting by providing above mentioned documents.
----------------Page (15) Break----------------
CIN: L51100UP1990PLC012089
RICH UNIVERSE NETWORK LIMITED
(Formerly Known as Rich Capital & Financial Services Limited)
Regd. Office : 7/125, (C-2), 2nd FLOOR, SWAROOP NAGAR, KANPUR - 208002 ® PHONES : 0512-3072757, 3258312 FAX: 05123072718 E-mail : refsi@rediffmail com @ fichcapital@rediffmail.com
EXPLANATORY STATEMENT PURSUANT TO SECTION 102 OF THE COMPANIES
ACT, 2013.
(Pursuant to Section 102(1) of the Companies Act, 2013 and Secretarial Standard 2 on General
Meetings
Item No. 1:
The existing Authorized Share Capital of the Company is Rs. 40,00,00,000/- (Rupees Forty
Crore Only) divided into 4,00,00,000 (Four Crore) Equity Shares of Rs. 10/- (Rupees Ten) each.
The Board in its Meeting held on June 19, 2025 approved and recommended increasing the
Authorised Share Capital to 60,00,00,000/- (Rupees Sixty crore Only) divided into 6,00,00,000
(Six crore) Equity Shares of Rs. 10/- (Rupees Ten Only) each of ranking pari-passu with the
existing Equity Shares in all respects, as per the Memorandum and Articles of Association of the
Company. Consequently, Clause of the Memorandum of Association would also require
alteration so as to reflect the changed Authorized Share Capital.
The proposal for increase in Authorized Share Capital and amendment of Memorandum of
Association of the Company requires approval of the Members.
The Board recommends the Resolution set out in Item no. 1 for approval of the Members as an
Ordinary Resolution.
None of the Directors, Key Managerial Personnel or their relatives are in any way concerned or
interested in the proposed resolution.
By Order of the Board of Directors
For, Rich Universe Network Limited
Date: 24.06.2025
Place: Uttar Pradesh SD/
SHASHWAT AGARWAL
Regd. Office: IInd Floor, 7/125, C-2, MANAGING DIRECTOR
Swaroop Nagar, Kanpur-208002, Uttar DIN: 00122799
Pradesh, India.
----------------Page (16) Break----------------
CIN: L51100UP1990PLC012089
RICH UNIVERSE NETWORK LIMITED
(Formerly Known as Rich Capital & Financial Services Limited)
Regd. Office : 7/125, (C-2), 2nd FLOOR, SWAROOP NAGAR, KANPUR - 208002 ® PHONES : 0512-3072757, 3258312 FAX: 05123072718 E-mail : refsi@rediffmail com @ fichcapital@rediffmail.com
Item No. 2:
The Board of Directors, at its meeting held on June 19, 2025 considered and approved the
proposal to expand the scope of the Company’s business activities in view of the evolving
business environment and strategic plans of the Company. Accordingly, it is proposed to insert
new clauses in the Object Clause of the Memorandum of Association (MOA) to include certain
additional activities which the Company may pursue in future, including but not limited to IT
services, data analytics, artificial intelligence, consultancy, etc.
In order to ensure alignment with the provisions of the Companies Act, 2013, it is also proposed
to adopt a new set of MOA in the format prescribed under Table A of Schedule I of the
Companies Act, 2013, which removes references to the erstwhile Companies Act, 1956.
Pursuant to the provisions of Section 13 and other applicable provisions, if any, of the
Companies Act, 2013, read with the applicable rules, the alteration of the Object Clause and
adoption of a new set of Memorandum of Association requires the approval of the shareholders
by way of a special resolution.
A copy of the existing and proposed Memorandum of Association of the Company is available
for inspection at the Registered Office of the Company during business hours on all working
days up to the last date of postal ballot.
The Board recommends the Special Resolution as set out in the accompanying Notice for
approval of the members.
None of the Directors, Key Managerial Personnel or their relatives are in any way concerned or
interested in the proposed resolution.
By Order of the Board of Directors
For, Rich Universe Network Limited
Date: 24.06.2025
Place: Uttar Pradesh SD/
SHASHWAT AGARWAL
Regd. Office: IInd Floor, 7/125, C-2, MANAGING DIRECTOR
Swaroop Nagar, Kanpur-208002, Uttar DIN: 00122799
Pradesh, India.
----------------Page (17) Break----------------
CIN: L51100UP1990PLC012089
RICH UNIVERSE NETWORK LIMITED
(Formerly Known as Rich Capital & Financial Services Limited)
Regd. Office : 7/125, (C-2), 2nd FLOOR, SWAROOP NAGAR, KANPUR - 208002 ® PHONES : 0512-3072757, 3258312 FAX: 05123072718 E-mail : refsi@rediffmail com @ fichcapital@rediffmail.com
Item No. 3:
The existing Articles of Association (“AOA”) of the Company are based on the provisions of the
Companies Act, 1956 and contain references to various sections and provisions of the erstwhile
Act, which are no longer in force.
Further it is considered desirable to align the Articles of Association of the Company with the
provisions of the Companies Act, 2013 and the rules made thereunder.
Accordingly, the Board of Directors at its meeting held on June 19, 2025 has approved and
recommended the adoption of a new set of Articles of Association in place of the existing
Articles of Association of the Company, subject to approval of the shareholders by way of a
Special Resolution.
The draft of the new Articles of Association is available for inspection at the Registered Office
of the Company during business hours on all working days up to the last date of postal ballot.
Pursuant to the provisions of Section 14 and other applicable provisions, if any, of the
Companies Act, 2013, approval of the shareholders by way of a Special Resolution is required
for adoption of a new set of Articles of Association.
The Board recommends the Special Resolution set out in the Notice for approval of the
members.
None of the Directors, Key Managerial Personnel or their relatives are in any way concerned or
interested in the proposed resolution.
By Order of the Board of Directors
For, Rich Universe Network Limited
Date: 24.06.2025
Place: Uttar Pradesh SD/
SHASHWAT AGARWAL
Regd. Office: IInd Floor, 7/125, C-2, MANAGING DIRECTOR
Swaroop Nagar, Kanpur-208002, Uttar DIN: 00122799
Pradesh, India.
----------------Page (18) Break----------------