Event 1725935795
Event 1725935795
Notice is hereby given that the 03/FY 2024-25 Extra-ordinary General Meeting (“EGM”) of the
Members of Swiggy Limited (formerly known as Swiggy Private Limited and Bundl Technologies
Private Limited) (the “Company”) will be held on Thursday, October 3, 2024, at 5 P.M. IST through
Video Conferencing (VC) or other Audio Visual Means (OAVM) facility to consider and transact the
following business:
SPECIAL BUSINESS:
To consider and, if thought fit, to pass, with or without modification(s), if any, the following
resolutions as a Special Resolution:
“RESOLVED THAT in furtherance of the resolution passed on April 23, 2024 in the extra
ordinary general meeting and pursuant to the provisions of Sections 23, 62(1)(c) and all other
applicable provisions of the Companies Act, 2013, and the rules and regulations made thereunder
(including any statutory modifications or re-enactment thereof, for the time being in force),
including the Companies (Prospectus and Allotment of Securities) Rules, 2014, as amended, the
Companies (Share Capital and Debentures) Rules, 2014, as amended (collectively the “Companies
Act”), and in accordance with and subject to the provisions of the Securities Contracts (Regulation)
Act, 1956, (“SCRA”) and the Securities Contracts (Regulation) Rules, 1957 (“SCRR”), each as
amended, the Securities and Exchange Board of India (Issue of Capital and Disclosure
Requirements) Regulations, 2018, as amended (the “SEBI ICDR Regulations”), the Securities and
Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015, as
amended (“SEBI Listing Regulations”), the Foreign Exchange Management Act, 1999, as
amended, and the rules and regulations made thereunder, as amended, including the Foreign
Exchange Management (Non-debt Instruments) Rules, 2019, and any other applicable rules,
regulations, guidelines, clarifications, circulars and notifications issued by the Government of India
(“GoI”), including the Department for Promotion of Industry and Internal Trade, the Securities and
Exchange Board of India (“SEBI”), Reserve Bank of India (“RBI”) and any other applicable laws,
rules and regulations, in India or outside India (including any amendment thereto or re-enactment
thereof for the time being in force) (collectively, the “Applicable Laws”), and in accordance with
the provisions of the memorandum of association (“Memorandum of Association”) and the
articles of association (“Articles of Association”) of the Company and the uniform listing
agreements to be entered into between the Company and the respective stock exchanges where the
Equity Shares are proposed to be listed (the “Stock Exchanges”), and subject to any approvals,
consents, permissions and sanctions as may be required from the GoI, the Registrar of Companies,
Karnataka at Bangalore (“RoC”), the SEBI, RBI, the Department for Promotion of Industry and
Internal Trade (“DPIIT”), Ministry of Commerce and Industry and all other appropriate statutory
authorities and departments (collectively, the “Regulatory Authorities”) and subject to such
governmental and regulatory conditions and modifications as may be prescribed, stipulated or
imposed by any of them while granting such approvals, waivers, consents, permissions and
sanctions and which may be agreed to by the Board of Directors of the Company (the “Board”
which term shall include a duly authorized committee thereof for the time being exercising the
powers conferred by the Board including the powers conferred by this resolution), the consent and
approval of the members be and is hereby accorded to create, issue, offer, allot and/or transfer of
its Equity Shares up to an aggregate of ₹50,000 million by way of a fresh issue of Equity Shares
(the “Fresh Issue”) or such higher or lower amount or number of Equity Shares, as may be
permitted under Applicable Laws, and an offer for sale of Equity Shares by certain existing
shareholders as may be approved by the Board and as may be agreed into between the selling
shareholders, the Company and the BRLMs (“Selling Shareholders”) (“Offer for Sale” and
together with the Fresh Issue, the “Offer”) for cash either at par or premium (with an option to the
Company to retain an over-subscription to the extent of 1% of the net Offer or such other extent as
may be permitted under the Applicable Laws, for the purpose of rounding off to the nearest integer
to make allotment while finalizing the basis of allotment in consultation with the designated stock
exchange), including any issue and allotment of Equity Shares to the stabilizing agent pursuant to
a green shoe option in terms of the SEBI ICDR Regulations at a price to be determined, by the
SWIGGY LIMITED
(formerly known as “Swiggy Private Limited” and “Bundl Technologies Private Limited”) | CIN: U74110KA2013PLC096530
www.swiggy.com | T: 080-68422422
Registered & Corporate Office: No.55 Sy No.8-14, Ground Floor, I&J Block, Embassy Tech Village, Outer Ring Road, Devarbisanahalli, Bengaluru - 560103
1
Company, in consultation with the BRLMs, through the book building process in terms of the SEBI
ICDR Regulations or otherwise in accordance with Applicable Laws, at such premium or discount
per Equity Share as permitted under Applicable Laws and as may be fixed and determined by the
Company in consultation with the BRLMs in accordance with the SEBI ICDR Regulations (the
“Offer Price”), to any category of person or persons who are eligible investors as permitted under
Applicable Laws.
The Board shall do all such acts, matters, deeds and things and negotiate, finalise and execute such
deeds, documents and agreements, as it may, in its absolute discretion, deem necessary, proper or
desirable in relation to the Offer and the consequent listing of the Equity Shares on the recognized
Stock Exchanges on behalf of, and in the best interests, of the Company, including determination
of the terms of the Offer, the timing, size and price, in terms of the SEBI ICDR Regulations or
otherwise in accordance with Applicable Laws, at such premium or discount per Equity Share as
may be fixed and determined by the Board in consultation with the BRLMs in accordance with the
SEBI ICDR Regulations, to any category of persons who are eligible investors, who may or may
not be the shareholder(s) of the Company as the Board may decide in consultation with the BRLMs
including anchor investors and qualified institutional buyers, if any, as defined under Regulations
2(1)(c) and 2(1)(ss) respectively of the SEBI ICDR Regulations, non-resident / resident investors
whether they are one or more of the members of the Company, eligible employees (through a
reservation or otherwise), Hindu undivided families, foreign portfolio investors as defined under
the Securities and Exchange Board of India (Foreign Portfolio Investors) Regulations, 2019, as
amended, venture capital funds, alternative investment funds, non-resident Indians, state industrial
development corporations, insurance companies registered with the Insurance Regulatory and
Development Authority of India, insurance funds, provident funds with a minimum corpus of INR
250 million, pension funds with a minimum corpus of INR 250 million registered with the Pension
Fund Regulatory and Development Authority established under sub-section (1) of section 3 of the
Pension Fund Regulatory and Development Authority Act, 2013, national investment fund,
National Investment Fund, insurance funds set up by army, navy, or air force of the Union of India,
insurance funds set up and managed by the Department of Posts, India, registered with the Insurance
Regulatory and Development Authority of India, trusts/societies registered under the Societies
Registration Act, 1860, as amended, multilateral and bilateral development financial institutions,
systemically important non-banking financial companies, Indian mutual funds, Indian public,
bodies corporate, companies (private or public) or other entities (whether incorporated or not),
authorities, and to such other persons including high net worth individuals, retail individual bidders
or other entities, in one or more combinations thereof and/or any other category of investors as may
be permitted to invest under Applicable Laws by way of the Offer (collectively, the “Investors”),
in consultation with the BRLMs and/or underwriters and/or the stabilizing agent, pursuant to a
green shoe option, if any, in accordance with the SEBI ICDR Regulations and/or other advisors or
such persons appointed for the Offer and on such terms and conditions as may be authorised by the
Board in consultation with the BRLMs through an offer document, prospectus and/or an offering
memorandum, as required, including the decision to determine the category or categories of
investors to whom the allotment/transfer shall be made to the exclusion of all other categories of
investors and in such manner as the Board may in its discretion, deem fit, including in consultation
with BRLMs, underwriters and/or other advisors as may be appointed for the Offer on such terms
as may be deemed appropriate by the Board as permissible under Applicable Law, and that the
Board in consultation with the BRLMs may finalise all matters incidental thereto as it may in its
absolute discretion think fit and proper in the best interest of the Company, without requiring any
further approval of the members, and that all or any of the powers of the Company devolved
pursuant to this resolution may be exercised by the Board.
RESOLVED FURTHER THAT subject to the approval of the shareholders of the Company in a
general meeting and in accordance with Applicable Laws, the Offer may include, without
limitation, issuance and allotment of Equity Shares to a stabilising agent pursuant to a green shoe
option, if any, in terms of the SEBI ICDR Regulations and reservation of a certain number of Equity
Shares to be issued to such person or persons, who may or may not be the members of the Company
and as the Board may at its discretion decide in consultation with the BRLMs and as may be
permissible under Applicable Laws.
SWIGGY LIMITED
(formerly known as “Swiggy Private Limited” and “Bundl Technologies Private Limited”) | CIN: U74110KA2013PLC096530
www.swiggy.com | T: 080-68422422
Registered & Corporate Office: No.55 Sy No.8-14, Ground Floor, I&J Block, Embassy Tech Village, Outer Ring Road, Devarbisanahalli, Bengaluru - 560103
2
RESOLVED FURTHER THAT the Board, be and is hereby authorized on behalf of the Company
to make available for allocation a portion of the Offer to any category(ies) of persons permitted
under Applicable Law, including without limitation, (the “Reservation”) or to provide a discount
to the Offer price at the discretion of the Board; and to take any and all actions in connection with
any Reservation or Discount as the Board may think fit or proper in its absolute discretion,
including, without limitation, to negotiate, finalize and execute any document or agreement, and
any amendments, supplements, notices or corrigenda thereto; seek any consent or approval required
or necessary; give directions or instructions and do all such acts, deeds, matters and things as the
Board may, from time to time, in its absolute discretion, think necessary, appropriate, or desirable;
and settle any question, difficulty, or doubt that may arise with regard to or in relation to the
foregoing.
RESOLVED FURTHER THAT the Equity Shares so allotted or transferred pursuant to the Offer
shall be listed on one or more recognized stock exchanges in India.
RESOLVED FURTHER THAT the Equity Shares so allotted under the Fresh Issue (including
any reservation) and transferred pursuant to the Offer for Sale (including pursuant to green shoe
option) shall be subject to the Memorandum of Association and the Articles of Association of the
Company, as applicable and shall rank pari passu in all respects with the existing Equity Shares of
the Company including rights in respect of dividend.
RESOLVED FURTHER THAT for the purpose of giving effect to the above resolutions and any
transfer and allotment of Equity Shares pursuant to the Offer, the Board, in consultation with the
BRLMs, may determine the terms of the Offer including the final size of the Offer in accordance
with Applicable Laws, the class of investors to whom the Equity Shares are to be allotted or
transferred, the number of Equity Shares to be allotted or transferred, Offer price, premium amount,
discount (as allowed under Applicable Laws), listing on one or more stock exchanges in India as
the Board in its absolute discretion deems fit and do all such acts, deeds, matters and things and to
negotiate, finalize and execute such deeds, documents agreements and any amendment thereto, as
it may, in its absolute discretion, deem necessary, proper or desirable including arrangements with
BRLMs, underwriters, escrow agents, legal advisors, etc., to approve incurring of expenditure and
payment of fees, commissions, brokerage, remuneration and reimbursement of expenses in
connection with the Offer and to settle or give instructions or directions for settling any questions,
difficulties or doubts that may arise, in regard to the Offer, transfer and allotment of the Equity
Shares, and utilization of the Offer proceeds, if applicable and such other activities as may be
necessary in relation to the Offer and to accept and to give effect to such modifications, changes,
variations, alterations, deletions and/or additions as regards the terms and conditions as it may, in
its absolute discretion, deem fit and proper in the best interest of the Company and the Offer, and
that all or any of the powers conferred on the Board pursuant to these resolutions may be exercised
by the Board.
RESOLVED FURTHER THAT all monies received out of the Offer shall be transferred to a
separate bank account opened for the purpose of Offer, referred to in Section 40(3) of the
Companies Act, 2013, and application monies received pursuant to the Offer shall be refunded
within such time, as specified by SEBI and in accordance with Applicable Laws, or the Company
and/or the selling shareholders shall pay interest on failure thereof, as per Applicable Laws.
RESOLVED FURTHER THAT subject to compliance with Applicable Laws such Equity Shares
as are not subscribed and/or not transferred by way of the Offer, may be disposed off by the Board
in consultation with the BRLMs to such persons and in such manner and on such terms as the Board
in its absolute discretion thinks most beneficial to the Company including offering or placing them
with banks/ financial institutions/ investment institutions/ mutual funds/ bodies corporate/ foreign
portfolio investors / such other persons or otherwise.
RESOLVED FURTHER THAT in connection with any of the foregoing resolutions, the
members of the Board and such other persons as may be authorized by the Board, on behalf of the
Company, be and are hereby severally or jointly authorized to do such acts, deeds and things as the
Board in its absolute discretion deems necessary or desirable in connection with the Offer and to
delegate all or any of the powers herein conferred in such manner as it may deem fit, to execute
SWIGGY LIMITED
(formerly known as “Swiggy Private Limited” and “Bundl Technologies Private Limited”) | CIN: U74110KA2013PLC096530
www.swiggy.com | T: 080-68422422
Registered & Corporate Office: No.55 Sy No.8-14, Ground Floor, I&J Block, Embassy Tech Village, Outer Ring Road, Devarbisanahalli, Bengaluru - 560103
3
and deliver any and all other documents, papers or instruments, issue and provide certificates and
to do or cause to be done any and all acts or things as may be necessary, appropriate or advisable
in order to carry out the purposes and intent of the foregoing resolutions for the Offer; and any such
documents so executed and delivered or acts and things done or caused to be done shall be
conclusive evidence of the authority of the Company in so doing and any document so executed
and delivered or acts and things done or caused to be done prior to the date hereof are hereby
ratified, confirmed and approved as the acts and deeds of the Company, as the case may be.
RESOLVED FURTHER THAT any of the Directors and/or Company Secretary of the Company
is authorised to certify the true copy of the aforesaid resolutions which may be forwarded to any
concerned authorities for necessary action.”
By the order of the Board
For Swiggy Limited
Sd/-
September 7, 2024 _____________________
Bangalore M. Sridhar
Company Secretary & Compliance Officer
SWIGGY LIMITED
(formerly known as “Swiggy Private Limited” and “Bundl Technologies Private Limited”) | CIN: U74110KA2013PLC096530
www.swiggy.com | T: 080-68422422
Registered & Corporate Office: No.55 Sy No.8-14, Ground Floor, I&J Block, Embassy Tech Village, Outer Ring Road, Devarbisanahalli, Bengaluru - 560103
4
NOTES:
(a) An explanatory statement pursuant to Section 102 of the Companies Act, 2013 relating to the
special business to be transacted at the meeting is annexed hereto.
(b) The notice is been sent only through electronic mode to all the shareholders of the company
whose names appear in the register of members/list of beneficial owners as on the cut of date
i.e., September 6, 2024.
(c) Pursuant to General Circular Nos.14/2020 dated 8th April 2020, No. 17/2020 dated 13th April
2020, No. 20/2020 dated 5th May 2020, No. 02/2021 dated 13th January 2021, No.21/2021
dated 14th December 2021 and No. 10/2022 dated 28th December 2022 respectively
(collectively referred to as “MCA Circulars”) issued by the Ministry of Corporate Affairs
(“MCA”) and in compliance with the provisions of Listing Regulations, 2015 this Extra
Ordinary General Meeting of the Company is being held through VC / OAVM which does not
require physical presence of members at a common venue. The proceedings of the EGM will
be deemed to be conducted at the Registered Office of the Company which shall be the deemed
Venue of the EGM.
(d) Since this EGM is being held through VC / OAVM, the facility for appointment of proxies by
the Members will not be available for the EGM and hence the Proxy Form and Attendance Slip
are not annexed to this Notice.
(e) Members attending the EGM through VC / OAVM shall be counted for the purpose of
reckoning the quorum under Section 103 of the Act.
(f) Institutional / Corporate Members (i.e. other than individuals/HUF/NRI etc.) are required to
send scanned copy of Board Resolution authorizing their representative to attend the EGM
through VC / OAVM on its behalf and to vote through remote E-voting to the Company's
Registrar & Transfer Agent (“RTA”), Link Intime India Pvt. Ltd. at the email address :
rnt.helpdesk@linkintime.co.in
(g) In compliance with the aforesaid MCA Circulars the Notice of the EGM of the Company is
being sent only through electronic mode to those Members whose email addresses are
registered with their respective Depository Participants (“Dps”), Company or Company's RTA
as on September 6, 2024. Members may note that the Notice of the EGM shall also be available
on the Company's website at www.swiggy.in
(h) All documents referred in the accompanying Notice and Statement setting out material facts
will be available electronically for inspection for Members on all working days between 9.00
a.m. and 11.00 a.m upto Thursday, October 3, 2024 being the date of the EGM. Members
seeking to inspect such documents can send an email at : secretarial@swiggy.in
(i) Since the EGM will be held through VC / OAVM, the Route Map is not annexed to this Notice.
(j) The Instructions for E-voting and Attendance and other related matters are set out elsewhere
in this EGM Notice.
SWIGGY LIMITED
(formerly known as “Swiggy Private Limited” and “Bundl Technologies Private Limited”) | CIN: U74110KA2013PLC096530
www.swiggy.com | T: 080-68422422
Registered & Corporate Office: No.55 Sy No.8-14, Ground Floor, I&J Block, Embassy Tech Village, Outer Ring Road, Devarbisanahalli, Bengaluru - 560103
5
EXPLANATORY STATEMENT UNDER SECTION 102 OF THE COMPANIES ACT, 2013
Item No. 1:
The Company is proposing to explore fund raise by way of an Initial Public Offer and offer its shares
to the public for subscription.
The Company intends to list its equity shares of face value of ₹1 each (the “Equity Shares”) on one or
more recognised stock exchanges to enable the shareholders to have a formal marketplace for dealing
with the Company’s Equity Shares. For this purpose, the Company proposes to undertake an initial
public offering of Equity Shares by way of fresh issue of Equity Shares (the “Fresh Issue”) and an offer
for sale of Equity Shares by certain existing shareholders (“Selling Shareholders”) (“Offer for Sale”
and together with the Fresh Issue, the “Offer”). The Company intends to undertake the Offer and list
its Equity Shares at an opportune time in consultation with the book running lead managers (“BRLMs”)
and other advisors in relation to the Offer and subject to applicable regulatory approvals and other
approvals, to the extent necessary.
In view of the above and in terms of Section 23, 62(1)(c), and other applicable provisions of the
Companies Act, 2013 and the rules made thereunder, each as amended (the “Companies Act”), the
approval of the members of the Company is required through a special resolution.
The Company proposes to create, offer, issue and allot and/or transfer such number of Equity Shares in
the Offer aggregating up to ₹50,000 million (including share premium) by way of a fresh issuance of
Equity Shares, out of the authorized share capital of the Company (“Fresh Issue”) and an offer of sale
of such number of Equity Shares by certain of the existing and eligible shareholders of the Company as
may be approved by the Board and as may be agreed into between the Selling Shareholders, the
Company and the BRLMs, after considering the prevailing the market conditions and other relevant
factors (“Offer for Sale”, and together with the Fresh Issue, the “Offer”) on such terms and at such
price or prices and at such time as may be considered appropriate by the Board, in consultation with the
BRLMs, to the various categories of permitted investors who may or may not be the shareholder(s) of
the Company in the initial public offer by way of book building method under the Securities and
Exchange Board of India (Issue of Capital and Disclosure Requirements) Regulations, 2018, as
amended (“SEBI ICDR Regulations”) and the Securities Contracts (Regulation) Rules, 1957. The
Equity Shares, if any, allotted vide the Offer shall rank in all respects pari passu with the existing Equity
Shares of the Company. The net proceeds of the Offer will be utilised for the purposes that shall be
disclosed in the offer documents to be filed for the purposes of the Offer. The Board has the authority
to modify the above objects on the basis of the requirements of the Company, subject to Applicable
Laws. The price at which the Equity Shares will be allotted through the Offer, as well as the price band
within which bidders in the Offer will be able to put in bids for Equity Shares offered in the Offer shall
be determined and finalised by the Company in consultation with the BRLMs to the Offer, in accordance
with applicable laws.
The Equity Shares are proposed to be listed on BSE Limited, National Stock Exchange of India Limited
and any other stock exchange as determined by the Board at its absolute discretion (together, the “Stock
Exchanges”) and the Company will be required to enter into listing agreements with each of the Stock
Exchanges.
The directors (except who are independent directors) or the key managerial personnel of the Company
may apply for the Equity Shares in the various categories under the Offer in accordance with the SEBI
ICDR Regulations, the Companies Act and any other Applicable Laws.
Other than through their participation in the Offer as mentioned above, none of the directors, key
managerial personnel, senior management of the Company, or the relatives of the aforementioned
persons are interested in the said resolution.
No change in control of the Company or its management of its business is intended or expected pursuant
to the Offer.
SWIGGY LIMITED
(formerly known as “Swiggy Private Limited” and “Bundl Technologies Private Limited”) | CIN: U74110KA2013PLC096530
www.swiggy.com | T: 080-68422422
Registered & Corporate Office: No.55 Sy No.8-14, Ground Floor, I&J Block, Embassy Tech Village, Outer Ring Road, Devarbisanahalli, Bengaluru - 560103
6
In view of the above and in terms of Sections 23, 62(1)(c) and other applicable provisions of the
Companies Act, 2013 (“Companies Act”), and the rules and regulations made thereunder, each as
amended, the approval of the shareholders of the Company is required through a special resolution.
The Board recommends the resolutions in Item No. 1 of the accompanying Notice for your approval as
special resolutions. Accordingly, approval of the shareholders of the Company is sought to issue Equity
Shares under Sections, 23, 62(1)(c) and other applicable provisions of the Companies Act and the rules
and regulations made thereunder, each as amended.
Sd/-
SWIGGY LIMITED
(formerly known as “Swiggy Private Limited” and “Bundl Technologies Private Limited”) | CIN: U74110KA2013PLC096530
www.swiggy.com | T: 080-68422422
Registered & Corporate Office: No.55 Sy No.8-14, Ground Floor, I&J Block, Embassy Tech Village, Outer Ring Road, Devarbisanahalli, Bengaluru - 560103
7
INSTRUCTIONS FOR REMOTE E-VOTING BEFORE EGM:
In compliance with the provisions of Section 108 of Act and Rule 20 of the Companies (Management
and Administration) Rules, 2014, the members are provided with the facility to cast their vote
electronically, through the remote e-voting services provided by Link Intime India Pvt. Ltd., on all
resolutions set forth in this Notice. The individual shareholders holding securities in demat mode can
register directly with the depository or will have the option of accessing various ESP portals directly
from their demat accounts
Login method for Individual shareholders holding securities in demat mode is given below:
Instructions for Remote E-voting before EGM:
In compliance with the provisions of Section 108 of Act and Rule 20 of the Companies (Management
and Administration) Rules, 2014, the members are provided with the facility to cast their vote
electronically, through the remote e-voting services provided by Link Intime India Pvt. Ltd., on all
resolutions set forth in this Notice. The individual shareholders holding securities in demat mode can
register directly with the depository or will have the option of accessing various ESP portals directly
from their demat accounts
Login method for Individual shareholders holding securities in demat mode is given below:
Individual Shareholders holding securities in demat mode with NSDL:
OR
SWIGGY LIMITED
(formerly known as “Swiggy Private Limited” and “Bundl Technologies Private Limited”) | CIN: U74110KA2013PLC096530
www.swiggy.com | T: 080-68422422
Registered & Corporate Office: No.55 Sy No.8-14, Ground Floor, I&J Block, Embassy Tech Village, Outer Ring Road, Devarbisanahalli, Bengaluru - 560103
8
Individual Shareholders holding securities in demat mode with CDSL:
OR
Users not registered for Easi/Easiest
a) To register, visit URL:
b) https://web.cdslindia.com/myeasitoken/Registration/EasiRegistration /
https://web.cdslindia.com/myeasitoken/Registration/EasiestRegistration
c) Proceed with updating the required fields.
d) Post registration, user will be provided Login ID and password.
e) After successful login, user able to see e-voting menu.
f) Click on “LINKINTIME” or “evoting link displayed alongside
Company’s Name” and you will be redirected to Link Intime InstaVote
website for casting the vote during the remote e-voting period.
SWIGGY LIMITED
(formerly known as “Swiggy Private Limited” and “Bundl Technologies Private Limited”) | CIN: U74110KA2013PLC096530
www.swiggy.com | T: 080-68422422
Registered & Corporate Office: No.55 Sy No.8-14, Ground Floor, I&J Block, Embassy Tech Village, Outer Ring Road, Devarbisanahalli, Bengaluru - 560103
9
Login method for Individual shareholders holding securities in physical form/ Non-Individual
Shareholders holding securities in demat mode is given below:
Individual Shareholders of the company, holding shares in physical form / Non-Individual Shareholders
holding securities in demat mode as on the cut-off date for e-voting may register for e-Voting facility
of Link Intime as under:
2. Click on “Sign Up” under ‘SHARE HOLDER’ tab and register with your following details:
-
A. User ID: Shareholders holding shares in physical form shall provide Event No + Folio
Number registered with the Company. Shareholders holding shares in NSDL demat account
shall provide 8 Character DP ID followed by 8 Digit Client ID; Shareholders holding shares in
CDSL demat account shall provide 16 Digit Beneficiary ID.
B. PAN: Enter your 10-digit Permanent Account Number (PAN) (Shareholders who have not
updated their PAN with the Depository Participant (DP)/ Company shall use the sequence
number provided to you, if applicable.
C. DOB/DOI: Enter the Date of Birth (DOB) / Date of Incorporation (DOI) (As recorded with
your DP / Company - in DD/MM/YYYY format)
D. Bank Account Number: Enter your Bank Account Number (last four digits), as recorded
with your DP/Company.
*Shareholders holding shares in physical form but have not recorded ‘C’ and ‘D’, shall
provide their Folio number in ‘D’ above
*Shareholders holding shares in NSDL form, shall provide ‘D’ above
▶ Set the password of your choice (The password should contain minimum 8 characters, at
least one special Character (@!#$&*), at least one numeral, at least one alphabet and at least
one capital letter).
▶ Click “confirm” (Your password is now generated).
1. After successful login, you will be able to see the notification for e-voting. Select ‘View’ icon.
2. E-voting page will appear.
3. Refer the Resolution description and cast your vote by selecting your desired option ‘Favour
/ Against’ (If you wish to view the entire Resolution details, click on the ‘View Resolution’
file link).
4. After selecting the desired option i.e. Favour / Against, click on ‘Submit’. A confirmation box
will be displayed. If you wish to confirm your vote, click on ‘Yes’, else to change your vote,
click on ‘No’ and accordingly modify your vote.
SWIGGY LIMITED
(formerly known as “Swiggy Private Limited” and “Bundl Technologies Private Limited”) | CIN: U74110KA2013PLC096530
www.swiggy.com | T: 080-68422422
Registered & Corporate Office: No.55 Sy No.8-14, Ground Floor, I&J Block, Embassy Tech Village, Outer Ring Road, Devarbisanahalli, Bengaluru - 560103
10
d) A declaration form and organization ID is generated and sent to the Primary contact person
email ID (which is filled at the time of sign up). The said form is to be signed by the
Authorised Signatory, Director, Company Secretary of the entity & stamped and sent to
insta.vote@linkintime.co.in.
e) Thereafter, Login credentials (User ID; Organisation ID; Password) will be sent to Primary
contact person’s email ID.
f) While first login, entity will be directed to change the password and login process is
completed.
OR
VOTES UPLOAD:
a) Visit URL: https://instavote.linkintime.co.in and login with credentials as received in
Step 1 above.
b) You will be able to see the notification for e-voting in inbox.
c) Select 'View' icon for 'Company’s Name / Event number '. E-voting page will appear.
d) Download sample vote file from ‘Download Sample Vote File’ option.
e) Cast your vote by selecting your desired option 'Favour / Against' in excel and upload the same
under ‘Upload Vote File’ option.
f) Click on ‘Submit’. ‘Data uploaded successfully’ message will be displayed. (Once you cast
your vote on the resolution, you will not be allowed to modify or change it subsequently).
SWIGGY LIMITED
(formerly known as “Swiggy Private Limited” and “Bundl Technologies Private Limited”) | CIN: U74110KA2013PLC096530
www.swiggy.com | T: 080-68422422
Registered & Corporate Office: No.55 Sy No.8-14, Ground Floor, I&J Block, Embassy Tech Village, Outer Ring Road, Devarbisanahalli, Bengaluru - 560103
11
Helpdesk:
Helpdesk for Individual shareholders holding securities in physical form/ Non-Individual
Shareholders holding securities in demat mode:
Shareholders facing any technical issue in login may contact Link Intime INSTAVOTE helpdesk by
sending a request at enotices@linkintime.co.in or contact on: - Tel: 022 – 4918 6000.
Forgot Password:
Individual shareholders holding securities in physical form has forgotten the password:
If an Individual shareholders holding securities in physical form has forgotten the USER ID [Login ID]
or Password or both then the shareholder can use the “Forgot Password” option available on the e-
Voting website of Link Intime: https://instavote.linkintime.co.in
o Click on ‘Login’ under ‘SHARE HOLDER’ tab and further Click ‘forgot password?’
o Enter User ID, select Mode and Enter Image Verification code (CAPTCHA). Click on
“SUBMIT”.
In case shareholders is having valid email address, Password will be sent to his / her registered e-mail
address. Shareholders can set the password of his/her choice by providing the information about the
particulars of the Security Question and Answer, PAN, DOB/DOI, Bank Account Number (last four
digits) etc. as mentioned above. The password should contain a minimum of 8 characters, at least one
special character (@!#$&*), at least one numeral, at least one alphabet and at least one capital letter.
User ID for Shareholders holding shares in Physical Form (i.e. Share Certificate): Your User ID is Event
No + Folio Number registered with the Company
User ID for Shareholders holding shares in NSDL demat account is 8 Character DP ID followed by 8
Digit Client ID
User ID for Shareholders holding shares in CDSL demat account is 16 Digit Beneficiary ID.
o Click on ‘Login’ under ‘Corporate Body/ Custodian/Mutual Fund’ tab and further Click
‘forgot password?’
o Enter User ID, Organization ID and Enter Image Verification code (CAPTCHA). Click on
“SUBMIT”.
In case shareholders is having valid email address, Password will be sent to his / her registered e-mail
address. Shareholders can set the password of his/her choice by providing the information about the
SWIGGY LIMITED
(formerly known as “Swiggy Private Limited” and “Bundl Technologies Private Limited”) | CIN: U74110KA2013PLC096530
www.swiggy.com | T: 080-68422422
Registered & Corporate Office: No.55 Sy No.8-14, Ground Floor, I&J Block, Embassy Tech Village, Outer Ring Road, Devarbisanahalli, Bengaluru - 560103
12
particulars of the Security Question and Answer, PAN, DOB/DOI, Bank Account Number (last four
digits) etc. as mentioned above. The password should contain a minimum of 8 characters, at least one
special character (@!#$&*), at least one numeral, at least one alphabet and at least one capital letter.
Individual Shareholders holding securities in demat mode with NSDL/ CDSL has forgotten the
password:
Shareholders who are unable to retrieve User ID/ Password are advised to use Forget User ID and Forget
Password option available at abovementioned depository/ depository participants website.
It is strongly recommended not to share your password with any other person and take utmost care
to keep your password confidential.
For shareholders/ members holding shares in physical form, the details can be used only for voting
on the resolutions contained in this Notice.
During the voting period, shareholders/ members can login any number of time till they have voted
on the resolution(s) for a particular “Event”.
i. The remote e-voting period commences on Monday, September 30, 2024 at 9.00 a.m. and ends on
Wednesday, October 2, 2024 at 5.00 p.m. During this period shareholders of the Company, holding
shares either in physical form or in dematerialized form, as on Friday, September 27, 2024 (the cut-
off date) may cast their vote electronically. The e-voting module shall be disabled for voting thereafter.
ii. The voting rights of members shall be in proportion to their shares of the paid-up equity share capital
of the Company as on Friday, September 27, 2024.
iii. A person whose name is recorded in the Register of Members or in the Register of Beneficial Owners
maintained by the depositories as on the cut-off date only shall be entitled to avail the facility of remote
e-voting.
iv. CS. Shreyas Dwaraki, Practising Company Secretary (FCS: F11953 and CP 26529) has been
appointed as the Scrutinizer to scrutinize the voting process (electronically or otherwise) in a fair and
transparent manner.
v. The results declared along with the Scrutinizer’s Report shall be placed on the Company’s website at
www.swiggy.com on or before October 7, 2024
vi. The contact details for Registrar and Transfer Agent: Link Intime India Pvt. Ltd., Tel. No. : 022 4918
6270, E-mail : rnt.helpdesk@linkintime.co.in
Members are entitled to attend the EGM through VC/OAVM provided by RTA, Link Intime Pvt. Ltd.,
by following the below mentioned process:
i. Facility for joining the EGM through VC/OAVM shall open 15 minutes before the time scheduled for
the EGM and shall be kept open till the expiry of 15 minutes after the scheduled time on first-come-
first basis.
ii. Members with >2% shareholding, Promoters, Institutional Investors, Directors, KMPs, Chair Persons
of Audit Committee, Nomination and Remuneration Committee, Stakeholders Relationship Committee
and Auditors etc. may be allowed to the meeting without restrictions of first-come-first serve basis.
iii. Members will be provided with Insta Meet facility wherein they shall register their details and attend
the EGMas under:
2. Select the “Company” and “Event date” and register with your following details:
A. Demat Account No. or Folio No: Enter your 16 digit Demat Account No. or Folio No.
SWIGGY LIMITED
(formerly known as “Swiggy Private Limited” and “Bundl Technologies Private Limited”) | CIN: U74110KA2013PLC096530
www.swiggy.com | T: 080-68422422
Registered & Corporate Office: No.55 Sy No.8-14, Ground Floor, I&J Block, Embassy Tech Village, Outer Ring Road, Devarbisanahalli, Bengaluru - 560103
13
(a) Members holding shares in CDSL demat account shall provide 16 Digit Beneficiary ID
(b) Members holding shares in NSDL demat account shall provide 8 Character DP ID followed by 8
Digit Client ID
(c) Members holding shares in physical form shall provide Folio Number registered with the Company
B. PAN: Enter your 10-digit Permanent Account Number (PAN) (Members who have not updated their
PAN with the Depository Participant (DP)/ Company shall use the sequence number provided to you,
if applicable.
D. Email ID: Enter your email id, as recorded with your DP/Company/RTA.
3. Click “Go to Meeting”: You are now registered for InstaMeet and your attendance is marked for the
meeting.
(Note: Members are encouraged to join the Meeting through Tablets/Laptops connected through
broadband for better experience. Members are required to use Internet with a good speed (preferably 2
MBPS download stream) to avoid any disturbance during the meeting).
(a) Only those Members, who are present in the EGM through VC/OAVM facility and have not cast
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 available during the EGM.
(b) If any Votes are cast by the Members through the e-voting available during the EGM and if the same
Members have not participated in the meeting through VC/OAVM facility, then the votes cast by such
Members shall be considered invalid as the facility of e-voting during the meeting is available only to
the Members attending the meeting.
(c) Members who have voted through remote e-voting will be eligible to attend the EGM. However,
they will not be eligible to vote at the EGM. Once the electronic voting is activated by the scrutinizer/
moderator during the EGM, the Members who have not exercised their vote through the remote e-voting
can cast the vote as under:
i. On the Members VC page, click on the link for e-Voting “Cast your vote”
ii. Enter your 16 digit Demat Account No. / Folio No. and OTP (received on the registered mobile
number/ registered email Id) received during registration for InstaMEET and click on “Submit”.
iii. After successful login, you will see “Resolution Description” and against the same the option
“Favour/ Against” for voting.
iv. Cast your vote by selecting appropriate option i.e. “Favour/Against” as desired. Enter the number of
shares (which represents no. of votes) as on the cut-off date under ‘Favour/Against’.
v. After selecting the appropriate option i.e. Favour/Against as desired and you have decided to vote,
click on “Save”. A confirmation box will be displayed. If you wish to confirm your vote, click on
“Confirm”, else to change your vote, click on “Back” and accordingly modify your vote.
vi. Once you confirm your vote on the resolution, you will not be allowed to modify or change your
vote subsequently.
ii. Only those Members who have registered themselves as a speaker will be allowed to express their
views/ ask questions during the meeting.
iii. Members will get confirmation on first cum first basis. The speakers registered with the Company
will only be allowed to speak at the EGM for a duration upto 3 minutes each.
SWIGGY LIMITED
(formerly known as “Swiggy Private Limited” and “Bundl Technologies Private Limited”) | CIN: U74110KA2013PLC096530
www.swiggy.com | T: 080-68422422
Registered & Corporate Office: No.55 Sy No.8-14, Ground Floor, I&J Block, Embassy Tech Village, Outer Ring Road, Devarbisanahalli, Bengaluru - 560103
14
iv. Members will receive “speaking serial number” once they mark attendance for the meeting.
v. Members are requested to speak only when moderator of the meeting/ management will announce
the name and serial number for speaking.
vi. Please remember your speaking serial number and start your conversation with panelist by switching
on video mode and audio of your device.
vii. Please note that the Company reserves the right to restrict the number of questions and number of
speakers, depending upon availability of time as appropriate for smooth conduct of the EGM.
The Members who do not wish to speak during the EGM but have queries may send their queries in
advance on or before September 30, 2024 mentioning their name, demat account number/folio number,
e-mail ID, mobile number at: secretarial@swiggy.in These queries will be replied to by the Company
suitably by e-mail.
For a smooth experience of viewing the EGM proceedings of Link Intime India Pvt. Ltd. Insta MEET,
shareholders/ members who are registered as speakers for the event are requested to download and
install the Webex application in advance.
Please download and install the Webex application by clicking on the link
https://www.webex.com/downloads.html/
In case shareholders/members have any queries regarding login, they may send an e-mail to
instameet@linkintime.co.in or contact on: - Tel: 022-49186175.
SWIGGY LIMITED
(formerly known as “Swiggy Private Limited” and “Bundl Technologies Private Limited”) | CIN: U74110KA2013PLC096530
www.swiggy.com | T: 080-68422422
Registered & Corporate Office: No.55 Sy No.8-14, Ground Floor, I&J Block, Embassy Tech Village, Outer Ring Road, Devarbisanahalli, Bengaluru - 560103
15