Notice of Postal Ballot to the members of ABInBev

01 August 2024

Notice of Postal Ballot:

Voting Starts on: Friday, August 2, 2024, at 09.00 a.m. (IST)

Voting Ends on: Saturday, August 31, 2024, at 05.00 p.m. (IST)

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Special Business:

1.      Issuance of 8,90,00,000 Equity Shares on Preferential Basis to AB Inbev Asia B.V.:

The resolution authorizes the Board of Directors to issue and allot up to 8,90,00,000 Equity Shares, each with a face value of Rs. 10 and a premium of Rs. 37.70, on a preferential basis. This issuance is subject to necessary approvals from relevant government authorities as per the Companies Act, 2013, and related rules. The shares will be fully paid up at the time of allotment and specifically allocated to the designated Proposed Equity Allottee. This enables the company to raise funds as outlined in the resolution.

Name of Investor	Address	No. of Equity Shares	Total Consideration (in Rs. including premium)
AB Inbev Asia	B.V. Ceresstraat 1, 4811, CA Breda, Breda, The Netherlands	8,90,00,000	4,245,300,000
	Total	8,90,00,000	4,245,300,000

2.      Approval to waive the recovery of excess remuneration paid to Mr. Kartikeya Sharma, Whole Time Director, beyond the limits prescribed under the Companies Act, 2013, for the Financial Year 2022-2023:

The members of the company approve the total remuneration of Rs. 33.18 million paid to Mr. Kartikeya Sharma, Whole Time Director, for the Financial Year 2022-2023. This amount exceeds the legal limit by Rs. 20.38 million. Following the recommendations of the Nomination and Remuneration Committee and the Board of Directors, the members agree to waive the recovery of this excess remuneration of Rs. 20.38 million paid to Mr. Sharma.

3.      Approval to waive the recovery of excess remuneration paid to Mr. Mahesh Kumar Mittal, Whole Time Director, beyond the limits prescribed under the Companies Act, 2013, for the Financial Year 2022-2023:

The members of the company approve the total remuneration of Rs. 17.74 million paid to Mr. Mahesh Kumar Mittal, Whole Time Director, for the Financial Year 2022-2023. This amount exceeds the legal limit by Rs. 4.94 million. Following the recommendations of the Nomination and Remuneration Committee and the Board of Directors, the members agree to waive the recovery of this excess remuneration of Rs. 4.94 million paid to Mr. Mahesh Kumar Mittal.