WT Director Appointment

(formerly known as Commercial Engineers & Body Builders Co Limited)
(CIN No – L28100MP1979PLC049375)
Date - 30.07.2022
To,
The Secretary, The Secretary

Bombay Stock Exchange Limited, National Stock Exchange of India Ltd
25th Floor, P J Towers, Exchange Plaza, 5th Floor, Plot No C/1 G
Dalal Street, Block, Bandra Kurla Complex, Bandra
MUMBAI – 400 001 (East) Mumbai 400051
Fax No. 022 2272 2061/022 2272 2041 Fax No. 022-2659 8237/38,
66418124/25/26
Dear Sir/Madam,
Scrip Code – BSE – 533272 NSE Symbol: CEBBCO
Sub: Postal Ballot Notice dated July 30, 2022
Pursuant to Regulation 30 read with Schedule III of Securities Exchange Board of India (Listing
Obligations and Disclosure Requirements), Regulations, 2015 we are enclosing herewith the Postal
Ballot Notice dated July 30, 2022, as sent / dispatched to the Members on their registered E mail
address on July 30, 2022, seeking approval for the following Special Businesses as set out in the said
Postal Ballot Notice:
S. No. Resolutions Description Type of Resolution
1 Appointment of Mr. Vivek Lohia (DIN:00574035) as Managing Special

Director of the Company
2 Appointment of Mr. Vikash Lohia (DIN: 00572725), Additional Special
Director as a Director of the Company.
3 Appointment of Mr. Vikash Lohia (DIN:00572725) as a Whole Special
Time Director of the Company
4 Appointment of Mr. Asim Ranjan Dasgupta (DIN: 02284092), Special
Additional Director as a Director of the Company
5 Appointment of Mr. Asim Ranjan Das Gupta (DIN: 02284092) as Special
Whole Time Director of the Company
6 Appointment of Mr. Samir Kumar Gupta (DIN: 00576571), Special
Additional Director as a Director of the Company
7 Appointment of Mr. Sameer Kumar Gupta (DIN:00576571) as Special
Whole Time Director of the Company
8 Appointment of Mrs. Madhu Chhanda Chatterjee (DIN:02510507) as Special
an Independent Director of the Company
9 Appointment of Mr. Avinash Gupta (DIN: 02783217) as an Special
Independent Director of the Company
Regd Office : 48, Vandana Vihar, Narmada Road, Gorakhpur, Jabalpur (M.P.) – 482001
Email Id – cs@cebbco.com, Website – www.cebbco.com, Tel – 0761-2661336
Factory (Unit I) : 21,22,33,34, Industrial Area Richhai, Jabalpur - 482010 M.P.,
Factory (Unit II) : NH12-A, Village Udaipura, Teh. Niwas, Distt. Mandla - 481661 M.P.,
Factory (Unit III) : Plot No. 690 to 693 & 751 to 756, Sector III, Industrial Area, Pithampur, Distt. Dhar,
Factory (Unit V) : Plot No. 742, Asangi Phase Area, Saraikela, Jharkhand – 932109,
Factory (Unit VI) : 118, Village Imlai, Near Deori Railway Station, P.O. Panagar, Jabalpur – 483220
Kolkata Office : 4/2, Middleton Street, Second Floor, Kolkata (W.B.) 700071 IN
(formerly known as Commercial Engineers & Body Builders Co Limited)
(CIN No – L28100MP1979PLC049375)
10 To approve continuation of Mr. Manchi Venkatraja Rao (DIN: Special

00110363) as a Non-executive Independent Director beyond the
age of 75 years
The e-voting period commences on Monday, August 01, 2022 (09:00 hours IST) and ends on
Tuesday, August 30, 2022 (17:00 hours IST).
The said information is also being made available on the website of the Company i.e.
www.cebbco.com and www.jupiterwagons.com.
This is for your information and records.
For Jupiter Wagons Limited
Deepesh Kedia
Company Secretary
Regd Office : 48, Vandana Vihar, Narmada Road, Gorakhpur, Jabalpur (M.P.) – 482001
Email Id – cs@cebbco.com, Website – www.cebbco.com, Tel – 0761-2661336
Factory (Unit I) : 21,22,33,34, Industrial Area Richhai, Jabalpur - 482010 M.P.,
Factory (Unit II) : NH12-A, Village Udaipura, Teh. Niwas, Distt. Mandla - 481661 M.P.,
Factory (Unit III) : Plot No. 690 to 693 & 751 to 756, Sector III, Industrial Area, Pithampur, Distt. Dhar,
Factory (Unit V) : Plot No. 742, Asangi Phase Area, Saraikela, Jharkhand – 932109,
Factory (Unit VI) : 118, Village Imlai, Near Deori Railway Station, P.O. Panagar, Jabalpur – 483220
Kolkata Office : 4/2, Middleton Street, Second Floor, Kolkata (W.B.) 700071 IN
JUPITER WAGONS LIMITED
(Formerly Known as Commercial Engineers & Body Builders Co. Limited)
Registered Office: 48, Vandana Vihar, Narmada Road, Gorakhpur, Jabalpur (M.P.) India-482001
[CIN: L28100MP1979PLC049375]
Tele No.: 07612611336, Email address: cs@cebbco.com,
Website: www.cebbco.com and www.jupiterwagons.com
NOTICE OF POSTAL BALLOT

Dear Shareholders,
NOTICE is hereby given pursuant to the provisions of Section 110 of the Companies Act, 2013 (the
“Act”) read with Rules 20 and 22 of the Companies (Management and Administration) Rules, 2014
(“Rules”) including any statutory modification(s) or re-enactment(s) thereof from time to time being in
force and Regulation 17(1C), Regulation 25 and Regulation 44 of the Securities and Exchange Board of
India (Listing Obligations and Disclosure Requirements) Regulations, 2015, as amended (“SEBI Listing
Regulations”) as amended from time to time, Secretarial Standards on General Meeting (“SS-2”) issued by the
Institute of Company Secretaries of India and in accordance with the guidelines prescribed/issued by the Ministry of
Corporate Affairs (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.20/2020 dated May 5, 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.02/2021 dated January, 13, 2021, General Circular
No. 10/ 2021 dated June 23, 2021, General Circular No. 20/ 2021 dated December 8, 2021, and General
Circular No. 3/ 2022 dated May 5, 2022 (“MCA Circulars”) for seeking approval of the Shareholders of
Jupiter Wagons Limited (formerly known as Commercial Engineers & Body Builders Co. Limited (the
“Company”) for the business set out hereunder through Postal Ballot by remote e-voting (“Postal Ballot/ e-
Voting”).
In view of the current circumstances due to COVID-19 pandemic requiring social distancing, MCA in
terms of its Circulars, has advised the companies to take all decisions of urgent nature requiring
shareholders’ approval, other than items of ordinary business or business where any person has a right to be
heard, through the mechanism of Postal Ballot/ e-Voting in accordance with the provisions of the Act and
Rules made thereunder, without holding a general meeting that requires physical presence of Shareholders
at a common venue.
Further, in terms of the MCA Circulars, the Company shall 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 Shareholders shall only take place through
remote e-Voting system. This Postal Ballot is accordingly being initiated in compliance with the MCA
Circulars.
The proposed Resolution and Explanatory Statement pursuant to Section 102 of the Act and the relevant
information required under regulation 36(3) of the SEBI Listing Regulations setting out all material facts
relating to the proposed resolution is annexed hereto for your consideration.
Scrutinizer for conducting the Postal Ballot
The Board of Directors, pursuant to Rule 22(5) of the Rules, have appointed CS Shruti Singhania
(Membership No. FCS.: 11752 and CP.: 18028) and / or CS Prerna Verma (Membership No. ACS.: 47079
and CP.: 18029) Designated Partners of M/s. Deepak Khaitan & Co. LLP, Company Secretaries, Kolkata,
as Scrutinizer for conducting the Postal Ballot/ e-Voting in accordance with the law and in a fair and
transparent manner.
E-voting
Pursuant to Section 108 of the Act read with Rule 20 of the Rules and Regulation 44 of the Listing
Regulations, the Company has engaged KFin Technologies Limited (formerly, KFin Technologies Private
Limited), Registrar and Transfer Agents of the Company (“KFintech” or “RTA”), as the agency to provide
e-Voting facility for its Shareholders.
The remote E-voting facility is available at the link: https://evoting.kfintech.com and commences from
Monday, August 1, 2022 at 09.00 am and concludes on Tuesday, August 30, 2022 at 05.00 pm. E-Voting
module shall be disabled by KFintech for voting thereafter. Shareholders desiring to exercise their votes are
requested to carefully read the “Information and Instructions relating to e- Voting” provided in the
Notes to this Notice.
The Scrutinizer shall submit his Report, in writing, upon completion of scrutiny of e-Voting data provided
by KFintech, in a fair and transparent manner. The result on the resolution proposed to be passed through
Postal Ballot/ e-Voting shall be announced on or before Thursday, September 01, 2022 and shall be displayed
on the notice board at the Registered Office of the Company for a period of 3 (Three) days and shall be
communicated to BSE Limited and National Stock Exchange of India Limited (“Stock Exchanges”)
where the equity shares of the Company are listed. The results of the Postal Ballot/ e- Voting shall also be
displayed on the Company’s website at www.jupiterwagons.com / www.cebbco.com and on the website of
KFintech: https://evoting.kfintech.com/.
Key details regarding the Postal Ballot/ e-Voting
# Particulars Details
1) Link for remote e-Voting https://evoting.kfintech.com/
2) Scrutinizer Details Ms. Shruti Singhania (Membership No. FCS: 11752 and
CP: 18028), Designated Partner of M/s. Deepak Khaitan
& Co. LLP, Company Secretaries, Kolkata.
Email:Singhania.shruti19@gmail.com
3) Cut-off date for Friday, July 22, 2022

eligibility for e-Voting
4) Time period for e-voting Starts: Monday, August 01, 2022 at 09.00 am.
Ends: Tuesday, August 30, 2022 at 05.00 pm.
5) Link for Shareholders to temporarily https://ris.kfintech.com/clientservices/postalballot/registration

update e- mail address .aspx
6) Last date for publishing On or before Thursday, September 1, 2022

results of the e-Voting
7) In case of any grievances or Mr. Bhaskar Roy, Asst. Vice President

Mr. Shyam Kumar, Manager, Sr. Manager
queries, contact
KFin Technologies Limited
(formerly, KFin Technologies Private Limited)
E-mail: einward.ris@kfintech.com;
Toll Free No.: 1800 309 4001
*****
RESOLUTION FOR APPROVAL THROUGH POSTAL BALLOT
SPECIAL BUSINESSES
ITEM 1:
APPOINTMENT OF MR. VIVEK LOHIA (DIN:00574035) AS MANAGING DIRECTOR OF

THE COMPANY
To consider and if deemed fit, to pass with or without modification(s), the following resolution as a
Special Resolution:
“RESOLVED THAT in accordance with the provisions of Sections 196, 197, 198, 203 read with
Schedule V and other applicable provisions of the Companies Act, 2013 read with Rules made
thereunder [including any statutory modification(s) or re-enactment(s) thereof for the time being in
force] and as per relevant provisions of the Securities and Exchange Board of India (Listing Obligations
and Disclosures Requirements) Regulations, 2015 (including any amendments thereto or re-enactment
thereof, for the time being in force) (hereinafter collectively referred to as the “Applicable Laws”) and
the Articles of Association of the Company and on the recommendation of the Nomination and
Remuneration Committee and subject to such other approvals as may be necessary, Mr. Vivek Lohia
(DIN: 00574035) who was appointed as Non-Executive Director of the Company, be and is hereby appointed
as Managing Director of the Company for a period of 5 years commencing from 30th May, 2022 to 29th
May 2027 (liable to retire by rotation) at a remuneration as set out in the statement annexed to the notice
, with full liberty to the Board of Directors (hereinafter referred to as the “Board” which shall be deemed
to include the Nomination & remuneration Committee of the Board) to revise/ alter/ modify/ amend/
change the terms and conditions as may be agreed to by the Board and Mr. Vivek Lohia within the
applicable provisions of the Companies Act, 2013.
RESOLVED FURTHER THAT where in any financial year during the tenure of the said Managing
Director, the Company has no profits or its profit are inadequate,the remuneration as may be approved by
the Board of Directors of the Company from time to time shall be paid as minimum remuneration;
RESOLVED FURTHER THAT the Board of Directors of the Company and / or Company Secretary
of the Company be and are hereby jointly and/or severally authorized to do all such acts, deeds, matters,
things and sign and file all such papers,documents, forms and writings as may be necessary and incidental
to the aforesaid resolution.”
ITEM NO.2 :
APPOINTMENT OF MR. VIKASH LOHIA (DIN: 00572725), ADDITIONAL DIRECTOR AS A

DIRECTOR OF THE COMPANY.
Special Resolution:
“RESOLVED THAT pursuant to the provisions of Sections 152, 160 and all other applicable
provisions of the Companies Act, 2013 read with Rules made thereunder [including any statutory
modification(s) or re-enactment(s) thereof for the time being in force] and as per relevant provisions of
the Securities and Exchange Board of India (Listing Obligations and Disclosures Requirements)
Regulations, 2015 (including any amendments thereto or re-enactment thereof, for the time being in
force) (hereinafter collectively referred to as the “Applicable Laws”) Mr. Vikash Lohia (DIN:
00572725), who, on the recommendation of the Nomination and Remuneration Committee, was
appointed as an Additional Director (Whole Time Director) by the Board of Directors of the Company,
be and is hereby appointed as a Director of the Company and that he shall be liable to retire by rotation.
of the Company be and are hereby severally and/or jointly authorized to do all such acts and take all
such steps as may be necessary, proper or expedient to give effect to this resolution."
ITEM 3:
APPOINTMENT OF MR. VIKASH LOHIA (DIN:00572725) AS A WHOLE TIME

DIRECTOR OF THE COMPANY
Special Resolution:
“RESOLVED THAT the provisions of Sections 196, 197, 198, read with Schedule V and other
applicable provisions of the Companies Act, 2013 read with Rules made thereunder [including any
statutory modification(s) or re-enactment(s) thereof for the time being in force] and as per relevant
provisions of the Securities and Exchange Board of India (Listing Obligations and Disclosures
Requirements) Regulations, 2015 (including any amendments thereto or re-enactment thereof, for the
time being in force) (hereinafter collectively referred to as the “Applicable Laws”) and the Articles of
Association of the Company and on the recommendation of the Nomination and Remuneration
Committee and subject to such other approvals as may be necessary, the consent of the Company be and
is hereby accorded for the appointment of Mr. Vikash Lohia (DIN: 00572725) as Whole Time Director
of the Company for a period of 5 years commencing from 30th May, 2022 to 29th May 2027 (liable to
retire by rotation) at a remuneration as set out in the statement annexed to the notice, with full liberty to
the Board of Directors (hereinafter referred to as the “Board” which shall be deemed to include the
Nomination & remuneration Committee of the Board) to revise/ alter/ modify/ amend/ change the terms
and conditions as may be agreed to by the Board and Mr. Vikash Lohia within the applicable provisions
of the Companies Act, 2013.
RESOLVED FURTHER THAT where in any financial year during the tenure of the said Whole Time
Director, the Company has no profits or its profit are inadequate, the remuneration as may be approved
by the Board of Directors of the Company from time to time shall be paid as minimum remuneration;
RESOLVED FURTHER THAT the Board of Directors of the Company and / or Company Secretary of
the Company be and are hereby jointly and/or severally authorized to do all such acts, deeds, matters,
things and sign and file all such papers, documents, forms and writings as may be necessary and
incidental to the aforesaid resolution.”
ITEM NO.4:
APPOINTMENT OF MR. ASIM RANJAN DASGUPTA (DIN: 02284092), ADDITIONAL

DIRECTOR AS A DIRECTOR OF THE COMPANY
Special Resolution:
force) (hereinafter collectively referred to as the “Applicable Laws”) Mr. Asim Ranjan Dasgupta
(DIN:02284092), who, on the recommendation of the Nomination and Remuneration Committee, was
of the Company be and are hereby severally and/or jointly authorized to do all such acts and take all such
steps as may be necessary, proper or expedient to give effect to this resolution."
ITEM 5:
APPOINTMENT OF MR. ASIM RANJAN DAS GUPTA (DIN: 02284092) AS WHOLE

TIME DIRECTOR OF THE COMPANY
Special Resolution:
“RESOLVED THAT the provisions of Sections 196, 197, 198 read with Schedule V and other
statutory modification(s) or re-enactment(s) thereof for the time being in force] and Regulation as per
relevant provisions of the Securities and Exchange Board of India (Listing Obligations and Disclosures
Association of the company and on the recommendation of the Nomination and Remuneration
is hereby accorded for the appointment of Mr. Asim Ranjan Das Gupta (DIN:02284092) as Whole Time
Director of the Company who has attained the age of 73 years, for a period of 5 years commencing from
30th May, 2022 to 29th May 2027(liable to retire by rotation) at a remuneration as set out in the statement
annexed to the notice, with full liberty to the Board of Directors (hereinafter referred to as the “Board”
which shall be deemed to include the Nomination & remuneration Committee of the Board) to revise/
alter/ modify/ amend/ change the terms and conditions as may be agreed to by the Board and Mr. Asim
Ranjan Das gupta within the applicable provisions of the Companies Act, 2013.
things and sign and file all such papers, documents, forms and writings as may be necessary and
incidental to the aforesaid resolution.”
ITEM NO.6:
APPOINTMENT OF MR. SAMIR KUMAR GUPTA (DIN: 00576571), ADDITIONAL

DIRECTOR AS A DIRECTOR OF THE COMPANY
Special Resolution:
force) (hereinafter collectively referred to as the “Applicable Laws”) Mr. Samir Kumar Gupta (DIN:
00576571), who, on the recommendation of the Nomination and Remuneration Committee, was
ITEM 7:
APPOINTMENT OF MR. SAMEER KUMAR GUPTA (DIN:00576571) AS WHOLE TIME

Special Resolution:
“RESOLVED THAT the provisions of Sections 196, 197, 198 read with Schedule V and other
statutory modification(s) or re-enactment(s) thereof for the time being in force] and Regulation as per
relevant provisions of the Securities and Exchange Board of India (Listing Obligations and Disclosures
Association of the company and on the recommendation of the Nomination and Remuneration
is hereby accorded for the appointment of Mr. Samir Kumar Gupta (DIN:00576571) as Whole Time
Director of the Company who has attained the age of 84 years, for a period of 5 years commencing from
30th May, 2022 to 29th May 2027 (liable to retire by rotation) at a remuneration as set out in the
statement annexed to the notice, with full liberty to the Board of Directors (hereinafter referred to as the
“Board” which shall be deemed to include the Nomination & remuneration Committee of the Board) to
revise/ alter/ modify/ amend/ change the terms and conditions as may be agreed to by the Board and Mr.
Samir Kumar Gupta within the applicable provisions of the Companies Act, 2013.
things and sign and file all such papers,documents, forms and writings as may be necessary and incidental
to the aforesaid resolution.”
ITEM NO – 8 :
APPOINTMENT OF MRS. MADHUCHHANDA CHATTERJEE (DIN:02510507) AS AN

INDEPENDENT DIRECTOR OF THE COMPANY.
Special Resolution:
“RESOLVED THAT pursuant to the provisions of Sections 149, 150 and 152 read with Schedule IV
and other applicable provisions of the Companies Act, 2013 read with Rules made thereunder [including
any statutory modification(s) or re-enactment(s) thereof for the time being in force] and Regulation as
per relevant provisions of the Securities and Exchange Board of India (Listing Obligations and
Disclosures Requirements) Regulations, 2015 (including any amendments thereto or re-enactment
thereof, for the time being in force) (hereinafter collectively referred to as the “Applicable Laws”) and
on the recommendation of the Nomination and Remuneration Committee Mrs. Madhu chhanda
Chatterjee (DIN: 02510507), who was appointed as Non-Executive Director of the Company and who
has submitted a declaration that she meets the criteria of Independence as provided under the Act and the
SEBI Listing Regulations, be and is hereby appointed as a Non-Executive, Independent Director of the
Company for a term of 5 (Five) consecutive years with effect from May 30, 2022 to May 29, 2027 and
not be liable to retire by rotation.”
“RESOLVED FURTHER THAT the Board of Directors of the Company and / or Company Secretary
of the Company be and are hereby jointly and/or severally authorized to do all such acts and take all such
steps as may be necessary, proper or expedient to give effect to this resolution.”
ITEM NO. 9:
APPOINTMENT OF MR. AVINASH GUPTA (DIN: 02783217) AS AN INDEPENDENT

Special Resolution:
“RESOLVED THAT pursuant to the provisions of Sections 149, 150 and 152 read with Schedule IV
and other applicable provisions of the Companies Act, 2013 read with Rules made thereunder
[including any statutory modification(s) or re-enactment(s) thereof for the time being in force] and
Regulation as per relevant provisions of the Securities and Exchange Board of India (Listing
Obligations and Disclosures Requirements) Regulations, 2015 (including any amendments thereto or
re-enactment thereof, for the time being in force) (hereinafter collectively referred to as the
“Applicable Laws”) and on the recommendation of the Nomination and Remuneration Committee and
approval of the Board of Directors, Mr. Avinash Gupta (DIN: 02783217), who was appointed as an
Additional Director and in respect of whom the Company has received a notice in writing under Section
160 of the Act from a Member proposing his candidature for the office of Director of the Company and
who has submitted a declaration that he meets the criteria of Independence as provided under the Act
and the SEBI Listing Regulations, be and is hereby appointed as a Non- Executive, Independent
Director of the Company for a term of 5 (Five) consecutive years with effect from May 30, 2022 to
May 29, 2027, not liable to retire by rotation.”
“RESOLVED FURTHER THAT the Board of Directors of the Company and/or a Company
Secretary of the Company be and are hereby severally and/or jointly authorized to do all such acts and
take all such steps as may be necessary, proper or expedient to give effect to this resolution."
ITEM NO.10:
TO APPROVE CONTINUATION OF MR. MANCHI VENKATRAJA RAO (DIN: 00110363) AS

A NON-EXECUTIVE INDEPENDENT DIRECTOR BEYOND THE AGE OF 75 YEARS
Special Resolution:
“RESOLVED THAT pursuant to Regulation 17(1A) of the Securities and Exchange Board of India
(Listing Obligations and Disclosures Requirements) Regulations, 2015 and other applicable provisions
of the Companies Act, 2013 read with Rules made thereunder (including any amendments thereto or re-
enactment thereof, for the time being in force) (hereinafter collectively referred to as the “Applicable
Laws”) approval of the shareholders of the Company be and is hereby accorded for continuation of
directorship of Mr. Manchi Venkatraja Rao (DIN: 00110363) as Non-executive Independent Director
of the Company beyond the age of 75 years till the expiry of his current term till 14th July, 2024.
By Order of the Board

For Jupiter Wagons Limited (formerly known as
Commercial Engineers & Body Builders Co. Limited)
Place: Jabalpur Sd/-
Deepesh Kedia
Date: July 30, 2022
Company Secretary & Compliance Officer
*****
NOTES
1. Approval of Shareholders of the Company is solicited by passing requisite resolution through

Postal Ballot/ e-Voting for business set out in Item 1 to 10 of this Notice.
Explanatory Statement pursuant to Sections 102 read with Section 110 of the Act stating all
material facts pertaining to the resolution is annexed along with Postal Ballot Notice for your
consideration.
2. Postal Ballot Notice is being sent only by electronic mode to all the Shareholders of the
Company, whose names appear in the Register of Members/ List of Beneficial Owners as
received from National Securities Depository Limited (“NSDL”) and Central Depository
Services (India) Limited (“CDSL”), (NSDL together with CDSL, the “Depositories”) and as
available with the Company as at Friday, July 22, 2022 (“Cut Off Date”).
A copy of this Postal Ballot Notice shall also be available on the website of the Company
www.jupiterwagons.com and www.cebbco.com, the relevant section of the websites of the
Stock Exchanges on which the Equity Shares of the Company are listed and the website of
KFin Technologies Limited (formerly, KFin Technologies Private Limited), Registrar and
Transfer Agent of the Company(“KFintech” or “RTA”).
Shareholders holding equity shares as on the Cut-off Date can cast their vote using remote e-
Voting facility only. A person who is not a Shareholder as on the Cut-off Date should treat this
Notice for information purpose only.
Voting rights of a Shareholder/ beneficial owner (in case of electronic shareholding) shall be in
proportion to his/ her/ its shareholding in the paid-up equity share capital of the Company as on
the Cut Off Date.
3. Resolution, if approved, by the Shareholders by means of Postal Ballot/ e-Voting is deemed to

have been passed at a General Meeting of the Shareholders and the last date of the e-Voting i.e.,
Tuesday, August 30, 2022, shall be the date on which the Resolution shall be deemed to have
been passed.
4. Temporary Email Registration
The Company is sending Postal Ballot Notice in electronic form only as permitted under the
General Circulars. Accordingly, the communication of the assent or dissent of the Shareholders
would take place through remote e-Voting system only.
To facilitate such Shareholders to receive this notice electronically and cast their vote
electronically, the Company has made arrangement with RTA for registration of email addresses
in terms of the General Circulars.
Process for registration of email addresses is as under:
(a) Pursuant to General Circulars for remote e-Voting for this Postal Ballot, Shareholders who
have not registered their email address and in consequence the e-Voting notice could not
be serviced, may temporarily get their email address registered with the Company’s RTA
by clicking the link: https://ris.kfintech.com/clientservices/postalballot/registration.aspx
and following the below process:
1) Select the company name “Jupiter Wagons Limited”
2) Select the Holding type from the drop down i.e. - NSDL/CDSL/Physical
3) Enter DP ID – Client ID (in case shares are held in electronic form)/ Physical Folio
No. (in case shares are held in physical form) and PAN.
4) If PAN details are not available in the system, the system will prompt to upload a self-
attested copy of the PAN card for updating records.
5) In case of shares held in physical form where PAN details are not available in the
records, please enter any one of the Share Certificate No. in respect of the shares held
by you.
6) Enter the email address and mobile number.
7) System will validate DP ID – Client ID/Folio No. and PAN or Share certificate No.,
as the case may be, and send OTP at the registered mobile number as well as email
address for validation.
8) Enter the OTPs received by SMS and email to complete the validation process. OTP
will be valid for 5 minutes only.
9) The Notice and e-Voting instructions along with the User ID and Password will be
sent on the email address updated by the Shareholder.
Shareholders may also register their e-mail IDs by sending an e-mail citing subject line as
“JWL’ Postal Ballot - Registration of e-mail IDs” to cs@cebbco.com with
 Name of registered Member(s)/ shareholder(s);

 Folio number(s)/ DP ID/ Client ID; and
 No. of equity shares held
from the email address they wish to register.
Post successful registration of the email, the Shareholder would get soft copy of the Notice
and the procedure for e-Voting along with the User ID and Password to enable e-Voting
for this Postal Ballot.
In case of any queries, Shareholder may write to einward.ris@kfintech.com or

cs@cebbco.com.
(b) It is further clarified that for permanent registration of email address, Shareholders
are requested to register their email addresses by following due procedure:
 For electronic holdings: with their concerned Depository Participants; and
 For physical holdings: with the Company’s Registrar and Share Transfer Agent,
KFintech
(c) Those Shareholders who have already registered their email addresses are requested to
keep their email addresses validated with their Depository Participants/ the Company’s
RTA to enable servicing of notices/ documents/ Annual Reports electronically to their
email address.
If any Shareholder who has registered the email address and not received Postal Ballot
notice, User-Id and password for remote e-Voting, may write to einward.ris@kfintech.com
or cs@cebbco.com from the registered email address to receive the same.
5. In compliance with Sections 108 and 110 of the Act and the Rules made thereunder and
Regulation 44 of the Listing Regulations and General Circulars, Company is providing the
facility to the Shareholders to exercise their votes electronically and vote on the resolution
through e-Voting facility.
The Company has engaged the services of KFintech as the agency to provide e-Voting facility.
Instructions for e-Voting are provided as part of this Postal Ballot Notice which the
Shareholders are requested to read carefully before casting their vote.
6. A Shareholder cannot exercise vote by sending physical Postal Ballot or by proxy on Postal
Ballot.
All the Shareholders are requested to cast their votes only through remote e-Voting as per
the procedure provided in Note 9.
7. The Scrutinizer shall submit his Report on the resolution proposed to be passed through Postal
Ballot/ e-Voting to the Company Secretary of the Company after completion of the scrutiny.
The result of the voting by Postal Ballot shall be announced on or before Thursday, September
1, 2022 and shall be communicated to BSE Limited and National Stock Exchange of India
Limited (“Stock Exchanges”) where the equity shares of the Company are listed.
The results of the Postal Ballot/ e-Voting shall also be displayed on the notice board at the
Registered Office of the Company for a period of 3 (Three) days, on the Company’s website
at www.jupiterwagons.com and www.cebbco.com and on the website of Kfintech at
https://evoting.kfintech.com/
8. All documents referred to in this Postal Ballot Notice shall be available for inspection
electronically on the website of the Company from the date of dispatch of the Postal Ballot
Notice, until the last date of voting by remote e-Voting. Shareholders seeking to inspect such
documents may also send an email to cs@cebbco.com.
9. Procedure of e-Voting
i. Pursuant to the provisions of Section 108 and other applicable provisions of the Act read with
the Rules, and Regulation 44 of Listing Regulations, as amended, read with SEBI Circular no.
SEBI/ HO/ CFD/ CMD/ CIR/ P/ 2020/ 242 dated December 9, 2020 on “e-Voting Facility
provided by Listed Entities”, the Company is providing facility to the Shareholders to exercise
votes through e-Voting on the e-Voting platform provided by KFintech to enable them to cast
their votes electronically.
ii. The e-Voting facility will be available during the following period:
 Commencement of e-Voting: 9:00 a.m. (IST) on Monday, August 1, 2022;

 End of e-Voting: 5:00 p.m. (IST) on Tuesday, August 30, 2022
The remote e-Voting will not be allowed beyond the aforesaid date and time and the remote e-
Voting module shall be forthwith disabled by KFintech upon expiry of the aforesaid period.
iii. The process and manner of e-Voting shall be as under:
INFORMATION AND INSTRUCTIONS RELATING TO e-VOTING
Step 1: Access to Depositories e-Voting system in case of individual shareholders holding shares in
demat mode.
Step 2: Access to KFintech e-Voting system in case of shareholders holding shares in physical form
and non-individual shareholders in demat mode.
Details on Step 1 are mentioned below:
1) Login method for remote e-Voting for Individual shareholders holding securities in demat
mode
Individual Shareholders holding Individual Shareholders holding securities in demat

securities in demat mode with mode with CDSL
NSDL
1. Users already registered for IDeAS 1. Users who have opted for Easi/ Easiest
facility:
(i) Visit URL:
(i) Visit URL: https://eservices.nsdl.com https://web.cdslindia.com/myeasi/home/login Or
URL: www.cdslindia.com
(ii) Click on the “Beneficial Owner”
icon under “Login” under ‘IDeAS’ (ii) Click on New System Myeasi
section.
(iii) Login with your registered user id and password.
(iii) On the new page, enter User ID
and Password. Post successful (iv) User will see the e-Voting Menu. The Menu will
authentication, click on “Access have links of ESP i.e. KFintech e-Voting portal.
to e-Voting”
(v) Click on e-Voting service provider name to cast
(iv) Click on company name or e- your vote.
Voting serviceprovider and you will
be re-directed to e- Voting service
provider website for casting the
vote during the remote e-Voting
period.
2. Users not registered for IDeAS e- 2. User not registered for Easi/ Easiest
Services
(i) Option to register is available at
(i) To register click on https://web.cdslindia.com/myeasi/Registration/Ea
link: siRegistration
https://eservices.ns
dl.com (ii) Proceed with completing the required fields.
(ii) Select “Register Online for IDeAS” (iii) Follow the steps given in point no. 1
or click at
https://eservices.nsdl.com/SecureWeb
/IdeasD irectReg.jsp
(iii) Proceed with completing the required

fields.
(iv) Follow steps given in point no. 1

3. Users may alternatively vote by 3. Users may alternatively vote by directly
directlyaccessing the e-Voting accessing the e-Voting website of CDSL
website of NSDL
(i) Visit URL: www.cdslindia.com
(i) Open URL:
https://www.evoting.nsdl.com/ (ii) Provide your Demat Account Number and PAN
No.
(ii) Click on the icon “Login” which is
available under ‘Shareholder/ (iii) System will authenticate user by sending OTP on
Member’ section. registered Mobile & Email as recorded in the
Demat Account.
(iii) A new screen will open. You will
have to enter your User ID (i.e. (iv) After successful authentication, user will be
your sixteen-digit demat account provided links for the respective ESP, i.e.,
number held with NSDL), KFintech where the e- Voting is in progress.
Password / OTP and a Verification
Code as shown on the screen.
(iv) Post successful authentication, you

will be requested to select the name
of the company and the e-Voting
Service Provider name, i.e.,
KFintech.
(v) On successful selection, you will be

redirected to KFintech e-Voting page
for casting your vote during the
remote e-Votingperiod.
Individual Shareholders login through their Demat accounts/ Website of Depository

Participant
(i) Shareholders may login using the login credentials of their demat account through their
Depository Participants registered with NSDL /CDSL for e-Voting facility.
(ii) Once logged-in, Shareholders will be able to see e-Voting option.

(iii) On clicking e-Voting option, Shareholders will be redirected to NSDL/ CDSL website after
successful authentication, wherein they will be able to view the e-Voting feature.
(iv) Click on options available against ‘Jupiter Wagons Limited’ or ‘KFintech’
(v) Shareholders will be redirected to e-Voting website of KFintech for casting their vote during
the remote e-Voting period without any further authentication.
Important note: Shareholders who are unable to retrieve User ID / Password are advised to use
Forgot user ID and Forgot Password option available at above mentioned websites.
Helpdesk for Individual Shareholders holding securities in demat mode for any technical issues
related to login through Depository i.e., NSDL and CDSL is as under:
Important note: Shareholders who are unable to retrieve User ID / Password are advised to use
Forgot user ID and Forgot Password option available at above mentioned websites.
Helpdesk for Individual Shareholders holding securities in demat mode for any technical issues
related to login through Depository i.e., NSDL and CDSL is as under:
Login type Helpdesk details
Securities held with NSDL Please contact NSDL helpdesk by sending a

request at evoting@nsdl.co.in
or call at toll free no.: 1800 1020 990 and 1800 22 44 30

Securities held with CDSL Please contact CDSL helpdesk by sending a
request athelpdesk.evoting@cdslindia.com
or contact at 022- 23058738 or 022-23058542-43
Details on Step 2 are mentioned below:
1) Login method for shareholders holding shares in physical form and non-individual
shareholders in demat mode
A) Shareholders whose email IDs are registered with the Company/ Depository Participant(s),
will receive an email from KFintech which will include details of e-Voting Event Number
(EVEN), USER ID and password. They will have to follow the following process:
(i) Launch internet browser by typing the URL: https://evoting.kfintech.com/
(ii) Enter the login credentials (i.e. User ID and password). In case of physical folio, User ID will
be EVEN (e-Voting Event Number) XXXX, followed by folio number. In case of Demat
account, User ID will be your DP ID and Client ID. However, if you are already registered with
KFintech for e-Voting, you can use your existing User ID and password for casting the vote.
(iii) After entering these details appropriately, click on “LOGIN”.
(iv) You will now reach password change Menu wherein you are required to mandatorily change
your password. The new password shall comprise of minimum 8 characters with at least one
upper case (A- Z), one lower case (a-z), one numeric value (0-9) and a special character (@,#,$,
etc.,). The system will prompt you to change your password and update your contact details
like mobile number, email ID etc., on first login. You may also enter a secret question and
answer of your choice to retrieve your password in case you forget it. It is strongly
recommended that you do not share your password with any other person and that you take
utmost care to keep your password confidential.
(v) You need to login again with the new credentials.
(vi) On successful login, the system will prompt you to select the “EVEN” i.e., “JUPITER
WAGONS LIMITED” and click on “Submit”.
(vii) On the voting page, enter the number of shares (which represents the number of votes) as on
the Cut-off Date under “FOR/ AGAINST” or alternatively, you may partially enter any number
in “FOR” and partially “AGAINST” but the total number in “FOR/ AGAINST” taken together
shall not exceed your total shareholding as mentioned herein above. You may also choose the
option “ABSTAIN”. If the Shareholder does not indicate either “FOR” or “AGAINST” it will
be treated as “ABSTAIN” and the shares held will not be counted under either head.
(viii) Shareholders holding multiple folios/ demat accounts shall choose the voting process separately
for each folio/ demat accounts.
(ix) Voting has to be done for each item of the notice separately. In case you do not desire to cast
your vote on any specific item, it will be treated as Abstained.
(x) You may then cast your vote by selecting an appropriate option and click on “Submit”.
(xi) A confirmation box will be displayed. Click “OK” to confirm else “CANCEL” to modify. Once
you have voted on the resolution, you will not be allowed to modify your vote. During the
voting period, Shareholders can login any number of times till they have voted on the
Resolution.
Corporate/ Institutional Shareholders (i.e. other than Individuals, HUF, NRI etc.) are also required to
send scanned certified true copy (PDF/ JPG format) of certified true copy of the Board Resolution/
Authority Letter etc., together with attested specimen signature(s) of the duly authorised
representative(s), who is/ are authorized to vote, to the Scrutinizer through email at cs@cebbco.com
with a copy marked to evoting@kfintech.com. The scanned image of the above-mentioned
documents should be in the naming format “Corporate Name_EVEN No.”
B) Shareholders whose email IDs are not registered with the Company/ Depository
Participants(s), and consequently the Notice of Postal Ballot and e-Voting instructions cannot be
serviced, will have to follow the following process as mentioned in Note 4 above.
After receiving the e-Voting instructions, please follow all steps above to cast your vote by electronic
means.
In case of any query and/ or grievance, in respect of voting by electronic means, Shareholders
may refer to
 the Help & Frequently Asked Questions (FAQs) and e-Voting user manual available at the
‘Download’ section of https://evoting.kfintech.com OR
 may contact to Mr. Bhaskar Roy, Dy. Vice President/ Mr. Shyam Kumar, Manager of KFin
Technologies Limited, Selenium Building, Tower B, Plot No. 31 & 32, Financial District,
Nanakramguda, Serilingampally Mandal, Hyderabad – 500032 OR
 Email at einward.ris@kfintech.com or evoting@ kfintech.com or call KFintech’s toll free No.

1-800-309-4001 for any further clarifications.
EXPLANATORY STATEMENT
(Pursuant to Section 102 and any other applicable provisions of the Companies Act, 2013, the Rules
made thereunder, Securities and Exchange Board of India (Listing Obligations and Disclosure
Requirements) Regulations, 2015, as amended (“SEBI Listing Regulations”) as amended from time to
time, Secretarial Standards on General Meeting (“SS-2”) issued by the Institute of Company Secretaries of India
and in accordance with the guidelines prescribed/issued by the Ministry of Corporate Affairs (the “MCA”) )
As required by Section 102 of the Companies Act, 2013 (Act), the following explanatory statement sets out
all the material facts relating to the business mentioned under Item 1 of the accompanying Notice:
ITEM NO.1
The Board of Directors of the Company on the recommendation of the Nomination and Remuneration
Committee at its meeting held on 30th May, 2022 appointed Mr. Vivek Lohia (DIN: 00574035) as
‘Managing Director’ of the Company, for a period of period of 5 (five) years with effect from 30th May,
2022, subject to approval of the Members of the Company.
Your Company has diversified business activities and is primarily engaged in the businesses of
manufacturing, casting, forging, rolling, repair and/or maintenance of railway wagons (including passenger
cars and freight cars), other vehicles, goods carriages, coaches, rolling stock, railway switches, railway
crossings, and other railway accessories/components and other ancillary metal products related to the
foregoing products, sales and supply of railway wagons (including passenger cars and freight cars), goods
carriages, coaches, rolling stock, railway switches, railways crossings and other railway
accessories/components related to the foregoing products, metal fabrication comprising of load bodies for
commercial vehicles and manufacturing, maintenance and repair of commercial vehicles
Mr. Vivek Lohia has expertise, knowledge and business acumen required for managing the overall business
of the Company and his appointment as Managing Director would be beneficial for the Company given the
paucity of experienced and skilled personnel. The remuneration proposed for Mr. Vivek Lohia is
commensurate with the industry and size of the Company. Mr. Vivek Lohia has no pecuniary relationship
directly or indirectly with the Company. However, he is related to Mr. Vikash Lohia as a brothers.
The terms and conditions are set out herein below:
1. TENURE OF APPOINTMENT:
The appointment of Mr. Vivek Lohia as Managing Director (change in designation from ‘Director’ to
‘Managing Director’) is for a period of 5 years with effect from 30th May 2022
2. DUTIES AND RESPONSIBILITIES:
Mr. Vivek Lohia, the ‘Managing Director’ of the Company shall, subject to the provisions of the
Companies Act, 2013, and overall superintendence and control of the Board of Directors of the Company,
shall perform such duties and exercise such powers, as have been or may, from time to time, be entrusted
to, or conferred on him, by the Board of Directors of the Company.
3. REMUNERATION:
Mr. Vivek Lohia shall be entitled to remuneration as stated hereunder in terms of Schedule V of the
Companies Act, 2013:
(a) Basic Salary shall be Rs. 20,00,000 /- per month w.e.f. 30.05.2022 (net of taxes) and thereafter an
increase of not exceeding 25 per cent every year with effect from 1st April, 2023, subject to
recommendation of the Nomination and Remuneration Committee and approval of the Board of
Directors. Since the basic salary to be paid will be net of tax, hence, the tax component on actual
basis shall be paid by the Company and accordingly it shall also be considered as perquisite subject
to the maximum limit of 30% of the basic salary. The company shall also reimburse the expenses
incurred upto a maximum limit of 10% of the basic salary towards gas, electricity, water,
furnishings, house maintenance etc. w.e.f. 30.05.2022 and the same will be treated as perquisites.
The aforesaid perquisites shall be payable w.e.f. 30.05.2022 and it shall be over and above the basic
salary. The aforesaid perquisites shall be valued as per the provisions of the Income-tax Act and the
Rules thereunder, wherever applicable and in absence of any such provision, perquisites shall be
valued at actual cost.
(b) Minimum Remuneration - Notwithstanding anything to the contrary herein contained, where in any
financial year during the currency of tenure of Mr. Vivek Lohia, the Company has no profits or its
profits are inadequate, the Company will pay remuneration by way of basic salary and perquisites
as specified above
4. OTHER TERMS OF APPOINTMENT:
(a) Mr. Vivek Lohia shall not become interested or otherwise concerned, directly or through his spouse
and/ or children, in any selling agency of the Company.
(b) The terms and conditions of the appointment of Mr. Vivek Lohia may be altered and varied from
time to time by the Board as it may, in its discretion deem fit, irrespective of the limits stipulated
under Schedule V to the Act or any amendments made hereafter in this regard in such manner as
may be agreed to between the Board and Mr. Vivek Lohia, subject to such approvals as may be
required.
(c) The appointment may be terminated by either party by giving to the other party six months’ notice
of such termination or the Company paying six months’ remuneration in lieu thereof.
(d) The employment of Mr. Vivek Lohia may be terminated by the Company without notice or
payment in lieu of notice:
(i). If Mr. Vivek Lohia is found guilty of any gross negligence, default or misconduct in
connection with or affecting the business of the Company or any subsidiary or associated
company to which he is required to render services; or
(ii). In the event of any serious, repeated or continuing breach (after prior warning) or non-
observance by Mr. Vivek Lohia of any of the stipulations contained herein as no separate
agreement shall be executed between the Company and Mr. Vivek Lohia; or
(iii). In the event the Board expresses its loss of confidence in Mr. Vivek Lohia;
(e) In the event Mr.Vivek Lohia is not in a position to discharge his official duties due to any physical
or mental incapacity, the Board shall be entitled to terminate his contract on such terms as the
Board may consider appropriate in the circumstances.
(f) Upon the termination by whatever means of the employment of Mr. Vivek Lohia he shall
immediately tender his resignation from offices held by him in any subsidiaries and associated
companies and other entities without claim for compensation for loss of office and shall not without
the consent of the Company at any time thereafter represent himself as connected with the
Company or any of the subsidiaries or associated companies.
(g) Mr. Vivek Lohia will be liable to retire by rotation.
The Board of Directors is of the opinion that the above remuneration being paid / payable to Mr. Vivek
Lohia, as Managing Director of the Company, is commensurate with his duties and responsibilities. The
Board considers that his association as Managing Director will be beneficial to and in the interest of the
Company.
Additional details of Mr. Vivek Lohia as required pursuant to Companies Act, 2013 (hereinafter referred to
as ‘the Act’) and the Secretarial Standard-2 issued by the Institute of Company Secretaries of India are
provided in the table annexed to this Notice. The Company has received certificate from the Company
Secretary as required under PART III of Schedule V of the Act.
Save and except Mr. Vivek Lohia and his relatives, including Mr. Vikash Lohia, to the extent of their
shareholding interest, if any, in the Company, none of the other Directors/Key Managerial Personnel of the
Company/their relatives are, in any way, concerned or interested financially or otherwise, in the resolution
set out at Item Nos. 1 of the Notice.
All the documents referred to in the said Resolution are open for inspection at the Company’s Registered
Office 48,, Vandana Vihar, Narmada Road, Gorakhpur, Jabalpur, Madhya Pradesh – 482001 on all working
days, except Saturdays, between 10.00 A.M. to 1.00 P.M. till 30th August, 2022 and will also be available
for inspection at the Meeting.
The Board recommends the Special Resolution as set out at Item Nos. 1 respectively of the Notice for
approval of the Members.
ITEM NO.2 AND 3:
Committee at its meeting held on 30th May, 2022 had appointed Mr. Vikash Lohia (DIN: 00572725) as an
Additional Director (Whole Time Director) of the Company, for a period of period of 5 (five) years with
effect from 30th May, 2022, subject to approval of the Members of the Company.
Mr. Vikash Lohia has expertise, knowledge and business acumen in managing the overall business of the
Company and his appointment would be beneficial for the Company given the paucity of experienced and
skilled personnel. The remuneration proposed for Mr. Vikash Lohia is commensurate with the industry and
size of the Company. Mr. Vikash Lohia has no pecuniary relationship directly or indirectly with the
Company. However, he is related to Mr. Vivek Lohia as brothers.
The appointment of Mr. Vikash Lohia as Whole Time Director (change in designation from ‘Director’ to
‘Whole-time Director’) is for a period of 5 years with effect from 30.05.2022.
Mr. Vikash Lohia, the ‘Whole Time Director’ of the Company shall, subject to the provisions of the
3. REMUNERATION:
(a) Basic Salary shall be Rs. 10,00,000/- per month (Net of Tax) w.e.f. 30.05.2022 and thereafter an
increase of not exceeding 25 per cent every year with effect from 1st April, 2023, subject to
recommendation of the Nomination and Remuneration Committee and approval of the Board of
Directors.Since the basic salary to be paid will be net of tax, hence, the tax component on actual
basis shall be paid by the Company and accordingly it shall also be considered as perquisite subject
to the maximum limit of 30% of the basic salary . The company shall also reimburse the expenses
incurred upto a maximum limit of 10 % of basic salary towards gas, electricity, water, furnishings,
house maintenance etc. and the same will be treated as perquisites. The aforesaid perquisites shall
be over and above the basic salary. The aforesaid perquisites shall be valued as per the provisions
of the Income-tax Act and the Rules thereunder, wherever applicable and in absence of any such
provision, perquisites shall be valued at actual cost.
(b) Minimum Remuneration - Notwithstanding anything to the contrary herein contained, where in any
financial year during the currency of tenure of Mr. Vikash Lohia, the Company has no profits or its
profits are inadequate, the Company will pay remuneration by way of basic salary and perquisites
as specified above.
(a) Mr. Vikash Lohia shall not become interested or otherwise concerned, directly or through his
spouse and/ or children, in any selling agency of the Company.
(b) The terms and conditions of the appointment of Mr. Vikash Lohia may be altered and varied from
time to time by the Board as it may, in its discretion deem fit, irrespective of the limits stipulated
under Schedule V to the Act or any amendments made hereafter in this regard in such manner as
may be agreed to between the Board and Mr.Vikash Lohia, subject to such approvals as may be
required.
(d) The employment of Mr. Vikash Lohia may be terminated by the Company without notice or
(i). If Mr. Vikash Lohia is found guilty of any gross negligence, default or misconduct in
observance by Mr. Vikash Lohia of any of the stipulations contained herein as no separate
agreement shall be executed between the Company and Mr. Vikash Lohia; or
(iii). In the event the Board expresses its loss of confidence in Mr. Vikash Lohia; or
(e) In the event Mr. Vikash Lohia is not in a position to discharge his official duties due to any
physical or mental incapacity, the Board shall be entitled to terminate his contract on such terms as
the Board may consider appropriate in the circumstances.
(f) Upon the termination by whatever means of the employment Mr. Vikash Lohia he shall
(g) Mr. Vikash Lohia will be liable to retire by rotation
The Board of Directors is of the opinion that the above remuneration being paid / payable to Mr. Vikash
Lohia, as Whole Time Director of the Company, is commensurate with his duties and responsibilities. The
Board considers that his association as Whole Time Director will be beneficial to and in the interest of the
Company.
Additional details of Mr. Vikash Lohia as required pursuant to Companies Act, 2013 (hereinafter referred to
as ‘the Act’) and the Secretarial Standard-2 issued by the Institute of Company Secretaries of India are
provided in the table annexed to this Notice. The Company has received certificate from the Company
Secretary as required under PART III of Schedule V of the Act.
Save and except Mr. Vikash Lohia and his relatives, including Mr. Vivek Lohia, to the extent of their
shareholding interest, if any, in the Company, none of the other Directors/Key Managerial Personnel of the
set out at Item Nos. 2 & 3 of the Notice.
The Board recommends the Special Resolution as set out at Item Nos. 2 & 3 respectively of the Notice for
ITEM NO. 4 & 5:
Committee at its meeting held on 30th May, 2022 appointed Mr. Asim Ranjan Dasgupta (DIN: 02284092)
as an Additional Director (Whole Time Director) of the Company, for a period of period of 5 (five) years
with effect from 30th May, 2022, subject to approval of the Members of the Company.
Mr. Asim Ranjan Dasgupta has expertise, knowledge and business acumen in managing the overall
business of the Company and his appointment would be beneficial for the Company given the paucity of
experienced and skilled personnel. The remuneration proposed for Mr. Asim Ranjan Dasgupta is
commensurate with the industry and size of the Company. Mr. Asim Ranjan Dasgupta has no pecuniary
relationship directly or indirectly with the Company.
The re-appointment of Mr. Asim Ranjan Dasgupta as Whole Time Director is for a period of 5 years with
effect from 30th May 2022.
Mr. Asim Ranjan Dasgupta the ‘Whole Time Director’ of the Company shall, subject to the provisions of
the Companies Act, 2013, and overall superintendence and control of the Board of Directors of the
Company, shall perform such duties and exercise such powers, as have been or may, from time to time, be
entrusted to, or conferred on him, by the Board of Directors of the Company.
3. REMUNERATION:
a) Basic Salary shall be Rs 1,07,582/- per month w.e.f. 30.05.2022 and thereafter an increase of not
exceeding 25 per cent every year with effect from 1st April, 2023, subject to recommendation of the
Nomination and Remuneration Committee and approval of the Board of Directors.
b) Minimum Remuneration - Notwithstanding anything to the contrary herein contained, where in any
financial year during the currency of tenure of Mr. Asim Ranjan Dasgupta, the Company has no profits
or its profits are inadequate, the Company will pay remuneration by way of basic salary as specified
above.
(a) Mr. Asim Ranjan Dasgupta shall not become interested or otherwise concerned, directly or through
his spouse and/ or children, in any selling agency of the Company.
(b) The terms and conditions of the appointment of Mr. Asim Ranjan Dasgupta may be altered and
varied from time to time by the Board as it may, in its discretion deem fit, irrespective of the limits
stipulated under Schedule V to the Act or any amendments made hereafter in this regard in such
manner as may be agreed to between the Board and Mr. Asim Ranjan Dasgupta, subject to such
approvals as may be required.
(d) The employment of Mr. Asim Ranjan Dasgupta may be terminated by the Company without notice
or payment in lieu of notice:
(i). If Mr. Asim Ranjan Dasgupta is found guilty of any gross negligence, default or misconduct in
observance by Mr. Asim Ranjan Dasgupta of any of the stipulations contained herein as no
separate agreement shall be executed between the Company and Mr. Asim Ranjan Dasgupta;
or
(iii). In the event the Board expresses its loss of confidence in Mr. Asim Ranjan Dasgupta; or
(e) In the event Mr. Asim Ranjan Dasgupta is not in a position to discharge his official duties due to any
(f) Upon the termination by whatever means of the employment of Mr.Asim Ranjan Dasgupta he shall
the consent of the Company at any time thereafter represent himself as connected with the Company
or any of the subsidiaries or associated companies.
(g) Mr. Asim Ranjan Dasgupta will be liable to retire by rotation
The Board of Directors is of the opinion that the above remuneration being paid / payable to Mr. Asim
Ranjan Das gupta, as a Whole Time Director of the Company, is commensurate with his duties and
responsibilities. The Board considers that his association as Whole Time Director will be beneficial to and
in the interest of the Company.
Additional details of Mr. Asim Ranjan Dasgupta as required pursuant to Companies Act, 2013 (hereinafter
referred to as ‘the Act’) and the Secretarial Standard-2 issued by the Institute of Company Secretaries of
India are provided in the table annexed to this Notice. The Company has received certificate from the
Company Secretary as required under PART III of Schedule V of the Act.
Save and except Mr. Asim Ranjan Dasgupta and his relatives, to the extent of their shareholding interest, if
any, in the Company, none of the other Directors/Key Managerial Personnel of the Company/their relatives
are, in any way, concerned or interested financially or otherwise, in the resolution set out at Item Nos. 4 & 5
of the Notice.
The Board recommends the Special Resolution as set out at Item Nos.4 & 5 respectively of the Notice for
ITEM NO. 6 & 7:
Committee at its meeting held on 30th May, 2022 appointed Mr. Samir Kumar Gupta (DIN: 00576571) as
an Additional Director (Whole Time Director) of the Company, for a period of period of 5 (five) years with
effect from 30th May, 2022, subject to approval of the Members of the Company.
Mr. Samir Kumar Gupta has expertise, knowledge and business acumen in managing the overall business
of the Company and his appointment would be beneficial for the Company given the paucity of experienced
and skilled personnel. The remuneration proposed for Mr. Samir Kumar Gupta is commensurate with the
industry and size of the Company. Mr. Samir Kumar Gupta has no pecuniary relationship directly or
indirectly with the Company.
The appointment of Mr. Samir Kumar Gupta as Whole Time Director for a period of 5 years with effect
from 30th May 2022.
Mr. Samir Kumar Gupta the ‘Whole Time Director’ of the Company shall, subject to the provisions of the
3. REMUNERATION:
a) Basic Salary shall be Rs. 66,696/- per month w.e.f. 30.05.2022. and thereafter an increase of not
exceeding 25 per cent every year with effect from 1st April, 2023, subject to recommendation of
the Nomination and Remuneration Committee and approval of the Board of Directors.
b) Minimum Remuneration - Notwithstanding anything to the contrary herein contained, where in any
financial year during the currency of tenure of Mr. Samir Kumar Gupta, the Company has no
profits or its profits are inadequate, the Company will pay remuneration by way of basic salary as
specified above.
(a) Mr. Samir Kumar Gupta shall not become interested or otherwise concerned, directly or through his
spouse and/ or children, in any selling agency of the Company.
(b) The terms and conditions of the appointment of Mr. Samir Kumar Gupta may be altered and varied
from time to time by the Board as it may, in its discretion deem fit, irrespective of the limits
stipulated under Schedule V to the Act or any amendments made hereafter in this regard in such
manner as may be agreed to between the Board and Mr. Samir Kumar Gupta, subject to such
approvals as may be required.
(d) The employment of Mr. Samir Kumar Gupta may be terminated by the Company without notice or
(i). If Mr. Samir Kumar Gupta is found guilty of any gross negligence, default or misconduct in
observance by Mr. Samir Kumar Gupta of any of the stipulations contained herein as no
separate agreement shall be executed between the Company and Mr. Samir Kumar Gupta; or
(iii). In the event the Board expresses its loss of confidence in Mr. Samir Kumar Gupta; or
(e) In the event Mr. Samir Kumar Gupta is not in a position to discharge his official duties due to any
(f) Upon the termination by whatever means of the employment of Mr. Samir Kumar Gupta he shall
(g) Mr. Samir Kumar Gupta will be liable to retire by rotation.
The Board of Directors is of the opinion that the above remuneration being paid / payable to Mr. Samir
Kumar Gupta, as a Whole Time Director of the Company, is commensurate with his duties and
responsibilities. The Board considers that his association as Whole time Director will be beneficial to and in
the interest of the Company.
Additional details of Mr. Samir Kumar Gupta as required pursuant to Companies Act, 2013 (hereinafter
referred to as ‘the Act’) and the Secretarial Standard-2 issued by the Institute of Company Secretaries of
India are provided in the table annexed to this Notice. The Company has received certificate from the
Company Secretary as required under PART III of Schedule V of the Act.
Save and except Mr. Samir Kumar Gupta and his relatives, to the extent of their shareholding interest, if
any, in the Company, none of the other Directors/Key Managerial Personnel of the Company/their relatives
are, in any way, concerned or interested financially or otherwise, in the resolution set out at Item Nos. 6 & 7
of the Notice.
The Board recommends the Special Resolution as set out at Item Nos.6 & 7 respectively of the Notice for
ITEM NO.8.:
Pursuant to the Section 149, 150, 152 and any other applicable provisions of the Companies Act, 2013
(hereinafter referred to as the “Act”) and the Rules made thereunder [including any statutory
modification(s) or re-enactment thereof for the time being in force] read with Schedule IV to the Companies
Act, 2013 and the Articles of Association of the Company, Mrs. Madhu Chhanda Chatterjee (DIN:
02510507) who was appointed as Non-Executive Director of the Company on 22 May 2019 was on the
recommendation of the Nomination and Remuneration Committee appointed by the Board of Directors
(‘the Board’) as an Independent Director of the Company with effect from 30 th May, 2022.
The Company has received declaration from Mrs. Madhuchhanda Chatterjee that she meets the criteria of
independence, as prescribed, both under Section 149(6) of the Act and under Regulation 16(1)(b) of the
SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015.
Section 149 of the Act, read with the Companies (Appointment and Qualification of Directors) Rules 2014,
provides for appointment of Independent Directors. It is proposed to appoint Mrs. Madhuchhanda
Chatterjee as an Independent Director under Section 149 of the Act and Regulation 25 of the SEBI (Listing
Obligations and Disclosure Requirements) Regulations, 2015, to hold office for 5 (Five) consecutive years
with effect from 30th May, 2022 to 29th May, 2027.
In the opinion of the Board, Mrs. Madhuchhanda Chatterjee fulfills the conditions for appointment as an
Independent Director, as specified in the Act, and Regulation 16(1)(b) of the SEBI (Listing Obligations and
Disclosure Requirements) Regulations, 2015. Mrs. Madhuchhanda Chatterjee is independent of the
management.
Brief resume of Mrs. Madhuchhanda Chatterjee, nature of her expertise in specific functional areas and
names of Companies in which she holds directorships and memberships/chairmanships of Board
Committees, shareholding and relationships between Directors inter-se are provided in Annexure to this
Notice. Copy of the draft letter for appointment of Mrs. Madhuchhanda Chatterjee as an Independent
Director setting out the terms and conditions are available for inspection by members at the Registered
Office of the Company.
This Statement may also be regarded as a disclosure under SEBI (Listing Obligations and Disclosure
Requirements) Regulations, 2015.
Save and except Mrs. Madhuchhanda Chatterjee and her relatives, to the extent of their shareholding
interest, if any, in the Company, none of the other Directors/Key Managerial Personnel of the
set out at Item No. 8 of the Notice.
All the documents referred to are open for inspection at the Company’s Registered Office at 48, Vandana
Vihar, Narmada Road, Gorakhpur, Jabalpur, Madhya Pradesh – 482001 on all working days, except
Saturdays, between 10.00 A.M. to 1.00 P.M. till 30th August, 2022 and will also be available for inspection
at the Meeting.
The Board recommends the Special Resolution set out at Item No. 8 of the Notice for approval of the
Members.
ITEM NO.9:
Pursuant to the Section 149, 150, 152 and any other applicable provisions of the Companies Act, 2013
(hereinafter referred to as the “Act”) and the Rules made thereunder [including any statutory
modification(s) or re-enactment thereof for the time being in force] read with Schedule IV to the Companies
Act, 2013 and the Articles of Association of the Company, Mr. Avinash Gupta (DIN: 02783217), on the
recommendation of the Nomination and Remuneration Committee, was appointed by the Board of
Directors (‘the Board’) as an Additional Director (Independent) of the Company with effect from 30 th May,
2022.
The Company has received declaration from Mr. Avinash Gupta that he meets the criteria of independence,
as prescribed, both under Section 149(6) of the Act and under Regulation 16(1)(b) of the SEBI (Listing
Obligations and Disclosure Requirements) Regulations, 2015.
Section 149 of the Act, read with the Companies (Appointment and Qualification of Directors) Rules 2014,
provides for appointment of Independent Directors. It is proposed to appoint Mr. Avinash Gupta as an
Independent Director under Section 149 of the Act and Regulation 25 of the SEBI (Listing Obligations and
Disclosure Requirements) Regulations, 2015, to hold office for 5 (Five) consecutive years with effect from
30th May, 2022 to 29th May, 2027.
In the opinion of the Board, Mr. Avinash Gupta fulfills the conditions for appointment as an Independent
Director, as specified in the Act, and Regulation 16(1)(b) of the SEBI (Listing Obligations and Disclosure
Requirements) Regulations, 2015. Mr. Avinash Gupta is independent of the management.
Brief resume of Mr. Avinash Gupta, nature of his expertise in specific functional areas and names of
Companies in which he holds directorships and memberships/chairmanships of Board Committees,
shareholding and relationships between Directors inter-se are provided in Annexure to this Notice. Copy of
the draft letter for appointment of Mr. Avinash Gupta as an Independent Director setting out the terms and
conditions are available for inspection by members at the Registered Office of the Company.
This Statement may also be regarded as a disclosure under SEBI (Listing Obligations and Disclosure
Requirements) Regulations, 2015.
Save and except Mr. Avinash Gupta and his relatives, to the extent of their shareholding interest, if any, in
the Company, none of the other Directors/Key Managerial Personnel of the Company/their relatives are, in
any way, concerned or interested financially or otherwise, in the resolution set out at Item No. 9 of the
Notice.
at the Meeting.
Members.
ITEM NO.10:
Mr. Manchi Venkatraja Rao was appointed as an Independent Non-Executive Director of the Company by
the members at the 34th Annual General Meeting of the Company held on 29th September, 2014 for a
period of five consecutive years commencing from 15th July, 2014 to 14th July, 2019. Based on
recommendation of Nomination and Remuneration Committee Mr. Manchi Venkatraja Rao, was re-
appointed as an Independent Director for second term of five consecutive years from 15 July, 2019 up-to
14 July, 2024.
In terms of Regulation 17(1A) of SEBI Listing Regulations, effective from 1st April, 2019 consent of
members by way of special resolution is required for appointment or continuation of directorship of
Independent Non-Executive Director, beyond the age of 75 years.
Further, Mr. Manchi Venkatraja Rao will attain the age of 75 years with effect from 5th September, 2022
and approval of members is required for the continuation of his directorship from the day he attains the
age of 75 years till the expiry of his current term till 14th July, 2024.
The Board considers that his continued association would be of immense benefit to the Company and it is
desirable to continue to avail services of Mr. Raja Rao as an Independent Director.
Accordingly, the Board recommends passing of the Special Resolution in relation to continuation of
directorship of Mr. Raja Rao as an Independent Director till the expiry of the current term till 14 th July,
2024, for the approval by the shareholders of the Company.
Save and except the above, none of the other Directors/Key Managerial Personnel of the Company/their
relatives are, in any way, concerned or interested financially or otherwise, in this Resolution.
at the Meeting.
Members.
By Order of the Board

For Jupiter Wagons Limited (Formerly known as
Place: Jabalpur Commercial Engineers & Body Builders Co. Limited)
Date: July 30, 2022 Sd/-
Deepesh Kedia
Company Secretary & Compliance Officer
*****
ANNEXURE
Information pursuant to Regulation 36(3) as applicable of of Securities Exchange Board of India

(Listing Obligations and Disclosures) Regulations, 2015 and Secretarial Standard on General Meeting
with regards to the Director seeking appointment/re-appointment in the forthcoming Extra Ordinary
General Meeting (in pursuance of Schedule V of the Companies Act, 2013)
Name of the Director Mr. Vivek Lohia

DIN 00574035
Reason for Appointment / Change Change in Designation from Non-Executive Director to
Managing Director
Date of Birth 24.02.1974 / 48 years
Qualification He is a Graduate from Wharton Business School, USA.
Experience / expertise in specific Mr. Lohia possesses in overall more than 20 years of vast
functional areas experience in Service operations managements, Rail
Transport Planning and management, infrastructure and
transportation system, supply chain and logistics
management, Marketing Management etc.
He has more than 20 years of experience and out of which 15
years are in the wagon industry. He has necessary expertise,
knowledge and business acumen to drive the business of the
Company.
Date of first appointment on the Board 25.03.2021
Number of equity shares held in the 77,96,540
Company
Terms and condition of appointment Appointed as Managing Director, liable to retire by rotation
at remuneration and other terms as mentioned in the
statement annexed to the notice.
Remuneration to be paid As per the resolution at item no. 1 of the notice read with
explanatory statement thereto.
Recognition or awards Member of Federation of Indian Chambers of Commerce &
Industry(FICCI) and The Confederation of Indian
Industry(CII)
Job Profile and his suitability Mr. Vivek Lohia is responsible for the entire finance function
and function of establishing management relationship with
the customers which is of paramount importance and will
help the company to grow faster.
Comparative remuneration profile with Remuneration being given is at par with industry level and
respect to industry, size of the Company, size of the company. Mr. Vivek Lohia is a graduate from
profile of the position and person prestigious foreign university and is instrumental in the
overall growth of the company. The company expects further
to achieve new height under his guidance. Other alumni from
similar reputed university command even better
remuneration.
Remuneration/Sitting Fees last drawn Rs. 20000 sitting fees per meeting
No. of the Board meeting attended 2
Relationship with other Directors, Brother of Mr. Vikash Lohia
Manager, KMP of the company
Board membership of other Companies as 1. Jwl Kovis (India) Private Limited
on 31st March, 2022 (Listed / Unlisted) 2. Jwl Talegria (India) Private Limited
Membership/Chairmanship of Committees Nil
of the Board of Directors of other
Companies as on 31st March, 2022
Pecuniary relationship directly or He has been appointed as Managing Director
indirectly with the company or (Promoter/Executive) w.e.f. 30 May, 2022 and drawing
relationship with the managerial remuneration.
personnel, if any He is brother of Mr. Vikash Lohia who has been appointed as
an Whole Time Director ( Promoter Executive Director)
w.e.f. 30 May, 2022
Date of Appointment & term of He is been appointed as Managing Director from 30 May,
Appointment 2022 for 5 consecutive years.
Information as required pursuant to BSE Mr. Vivek Lohia is not debarred from holding the office of
Circular with ref. no. director by virtue of any SEBI order or any other such
LIST/COMP/14/2018-19 National Stock authority
Exchange of India
Ltd. with ref. no.
NSE/CML/2018/24 dated 20th
June, 2018.
General Information:
Nature of Industry Engineering
Date or expected date of commencement The Company had commenced commercial operations way
of commercial product back in September, 1979
Financial Performance based on given The financial performance of the company has been better
indicators
than the industry average.
Foreign Investment or collaborations, if Yes the Company has foreign Investors

any.
Name of the Director Mr. Vikash Lohia

DIN 00572725
Qualification He is a graduate from Wharton Business School.
Experience / expertise in specific He has more than 20 years of experience and out of which 15
functional areas years are in the wagon industry.. He has necessary expertise,
knowledge and business acumen to drive the business of the
Company.
Date of first appointment on the Board N.A.
Number of equity shares held in the 1,14,26,473
Company
Terms and condition of appointment Appointed as Promoter Whole Time Director, liable to retire
by rotation at remuneration and other terms as mentioned in
the statement annexed to the notice.
Recognition or awards Member of Federation of Indian Chambers of Commerce &
Industry(FICCI) and The Confederation of Indian
Industry(CII)
Job Profile and his suitability Mr. Vikash Lohia is looking after the commercial activity of
the Company and help the company to achieve the target led
the company in building a global reputation with a
differentiated business model and delivering value for its
stakeholders
respect to industry, size of the Company, size of the company.
profile of the position and person
Remuneration last drawn N.A.
No. of the Board meeting attended from 1
the date of appointment
Relationship with other Directors, Brother of Mr. Vivek Lohia
Board membership of other Companiesas N.A.
on 31st March, 2022
Companies
Pecuniary relationship directly or Whole Time director (Promoter /Executive) drawing
indirectly with the company or remuneration. He is brother of Mr. Vivek Lohia, was has
relationship with the managerial been appointed as a managing Director w.e.f. 30 May, 2022 r
personnel, if any
Date of Appointment & term of He has been appointed as a Whole Time Director for term of
Appointment 5 consecutive years.
Information as required pursuant to BSE Mr. Vikash Lohia is not debarred from holding the office of
Exchange of India
Ltd. with ref. no.
June, 2018.
of commercial product back in September,1979
indicators than the industry average.

any.
Name of the Director Mr. Asim Ranjan Dasgupta

DIN 02284092
Date of Birth / Age 11.12.1948 / 73 years
Qualification He has done Mechanical Engineering from IIT Kharagpur.
Experience / expertise in specific He has a vast knowledge & experience in wagons industry
functional areas for the last 50 years. He has necessary expertise, knowledge
and business acumen to drive the business of the Company.
Number of equity shares held in the NIL
Company
Terms and condition of appointment Whole Time Director, liable to retire by rotation at
remuneration and other terms as mentioned in the statement
annexed to the notice.
Remuneration to be paid As per the resolution at item no. 4 & 5 of the notice read with
Recognition or awards NIL
Job Profile and his suitability He will perform his duties as such with respect to all work of
the Company and will manage and attend to such business
and carry out the orders and directions given by the Board
from time to time in all respect and confirm to and comply
with all such directions and regulations as may be from to
time may be given and made by the Board
No. of the Board meeting attended since 1
appointment
Relationship with other Directors, N.A.
Board membership of other Companies 1. Jwl Dako-Cz(India) Limited
2. Karisma Goods Private Limited
Companies
Pecuniary relationship directly or Whole Time Director (Executive) and drawing remuneration.
indirectly with the company or Not related to any managerial personnel
relationship with the managerial
personnel, if any
Date of Appointment & term of He is being appointed as a Whole Time Director for term of 5
Appointment consecutive years
Information as required pursuant to BSE Mr. Asim Ranjan Das Gupta is not debarred from holding the
Circular with ref. no. office of director by virtue of any SEBI order or any other
LIST/COMP/14/2018-19 National Stock such authority
Exchange of India Ltd. with ref. no.
June, 2018.
of commercial product back in September,1979

any.
Name of the Director Mr. Samir Kumar Gupta

DIN 00576571
Qualification He has completed Bachelor of Engineering from University
of Calcutta.
Experience / expertise in specific He has more than 50 years of experience in the wagon
functional areas industry. He has necessary expertise, knowledge and business
acumen to drive the business of the Company.
Number of equity shares held in the 55100
Company
Terms and condition of appointment Appointed as Whole Time Director, liable to retire by
rotation at remuneration and other terms as mentioned in the
Remuneration to be paid As per the resolution at item no. 6 & 7 of the notice read with
Job Profile and his suitability Mr. Samir Kr Gupta is looking after the Technical side of the
manufacturing of Wagons at Plant.
No. of the Board meeting attended NIL
Relationship with other Directors, NA
Board membership of other Companies Jwl Dako-Cz (India) Limited
Httc Overseas Training And Testing services Private
Limited
Quivan Skill Empowerment Private Limited
Chiu Ren Training Centre Private Limited
Companies
Pecuniary relationship directly or Whole Time Director (Promoter/Executive) drawing
indirectly with the company or remuneration. Not related to any managerial personnel
personnel, if any
Date of Appointment & term of He is being appointed as a Whole Time Director for term of 5
Appointment consecutive years
Information as required pursuant to BSE Mr. Samir Kumar Gupta is not debarred from holding the
Circular with ref. no. office of director by virtue of any SEBI order or any other
LIST/COMP/14/2018-19 National Stock such authority
June, 2018.

any.
NAME OF THE DIRECTOR MRS. MADHUCHHANDA CHHATTERJEE

DIN 02510507
Date of Birth / Age 15.08.1952 / 70 Years
Qualification M.A. P.H.D.
Experience / expertise in specific Dr. Chatterjee has worked as a Consultant in the Ministry of
Culture, Govt. Of India steering the plans made by the
functional areas
Ministry. She has also been the Nodal Officer of a
Digitization Project under the Indira National Centre for the
Arts, Govt. of India. CSR, Sustainability & NGO matters,
Academics, Education, Authorship and administration
Company
Terms and condition of appointment Appointed as an independent Director, liable to retire by
Job Profile and her suitability CSR, Sustainability & NGO matters, Academics, Education,
Authorship and Administration
Comparative remuneration profile with Sittings fees as per Companies Act
respect to industry, size of the Company, Remuneration being given is at par with industry level and
profile of the position and person size of the company.
No. of the Board meeting attended for the 4
F.Y. 2022-23
Board membership of other Companies Karisma Goods Private Limited
Companies
Pecuniary relationship directly or Not related to any managerial personnel
indirectly with the company or
personnel, if any
Date of Appointment & term of For a term of 5 consecutive years from 30 May 2022 to 29
Appointment May 2027
Information as required pursuant to BSE Mrs. Chatterjee is not debarred from holding the office of
June, 2018.

any.
NAME OF THE DIRECTOR MR. AVINASH GUPTA
DIN 02783217
Qualification B.TECH MECHANICAL & M.B.A.
Experience / expertise in specific Mr. Avinash Gupta is an MBA from the A.B. Freeman
School of Business, Tulane University (Deans List with full
functional areas
fellowship) and a B.Tech. in Mechanical Engineering from
the Indian Institute of Technology, BHU Varanasi. He has
total 30years of experience in field of Finance & Accounts
and headed many organizations including Deloitte
Company
Terms and condition of appointment Appointed as an independent Director, liable to retire by
Job Profile and his suitability Economics, Business Management & Finance.
No. of the Board meeting attended 1
Board membership of other Companies 1. Dun & Bradstreet Information Services India Private
Limited
2. Keventer Agro Limited
Companies
personnel, if any
Date of Appointment & term of For a term of 5 consecutive years from 30 May 2022 to 29
Appointment May 2027
Information as required pursuant to BSE Mr. Avinash Gupta is not debarred from holding the office of
June, 2018.

any.
NAME OF THE DIRECTOR MR. MANCHI VENKAT RAJA RAO

DIN 00110363
Qualification B.E. (Metallurgy)
Experience / expertise in specific Graduated in June 1969 from Regional Engineering college ,
Surathkal, Karnatak State. Worked as Graduate trainee in
functional areas
M/S Laxmi Machine Works, Coimbatore, Tamil Nadu from
July 1969 till April 1970. Worked in Tata Motors,
Jamshedpur as graduate Engineer from May 1970 till June
1972 in Industrial Engineering, Foundry. Worked in Tata
Motors, Pune from 1972 till Superannuation in September
2007 in various areas of manufacturing in Foundry,
Production Engineering, Capital investments, Tools
Engineering, and vehicle aggregate manufacturing and
vehicle assembly lines of SUVs, LCVs ,and M&HCVs.
Company
Terms and condition of appointment Appointed as an independent Director, not liable to retire by
statement annexed to the notice. He has been associated with
the company as an independent director since 2014
Job Profile and his suitability Industrial Engineering, Foundry, Business Management,
technical expertise
No. of the Board meeting attended in the 4
F.Y. 2022-23
Board membership of other Companies N.A.
Companies Listed and unlisted
personnel, if any
Date of Appointment & term of For a remaining term of two years up to 14 July 2024
Appointment
Information as required pursuant to BSE Mr. Raja Rao is not debarred from holding the office of
June, 2018.

any.
*****

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(formerly known as Commercial Engineers & Body Builders Co Limited)

The Secretary, The Secretary

Scrip Code – BSE – 533272 NSE Symbol: CEBBCO

Sub: Postal Ballot Notice dated July 30, 2022

S. No. Resolutions Description Type of Resolution

1 Appointment of Mr. Vivek Lohia (DIN:00574035) as Managing Special

10 To approve continuation of Mr. Manchi Venkatraja Rao (DIN: Special

This is for your information and records.

For Jupiter Wagons Limited

NOTICE OF POSTAL BALLOT

Scrutinizer for conducting the Postal Ballot

Key details regarding the Postal Ballot/ e-Voting

3) Cut-off date for Friday, July 22, 2022

5) Link for Shareholders to temporarily https://ris.kfintech.com/clientservices/postalballot/registration

6) Last date for publishing On or before Thursday, September 1, 2022

7) In case of any grievances or Mr. Bhaskar Roy, Asst. Vice President

APPOINTMENT OF MR. VIVEK LOHIA (DIN:00574035) AS MANAGING DIRECTOR OF

APPOINTMENT OF MR. VIKASH LOHIA (DIN: 00572725), ADDITIONAL DIRECTOR AS A

APPOINTMENT OF MR. VIKASH LOHIA (DIN:00572725) AS A WHOLE TIME

APPOINTMENT OF MR. ASIM RANJAN DASGUPTA (DIN: 02284092), ADDITIONAL

APPOINTMENT OF MR. ASIM RANJAN DAS GUPTA (DIN: 02284092) AS WHOLE

APPOINTMENT OF MR. SAMIR KUMAR GUPTA (DIN: 00576571), ADDITIONAL

APPOINTMENT OF MR. SAMEER KUMAR GUPTA (DIN:00576571) AS WHOLE TIME

APPOINTMENT OF MRS. MADHUCHHANDA CHATTERJEE (DIN:02510507) AS AN

APPOINTMENT OF MR. AVINASH GUPTA (DIN: 02783217) AS AN INDEPENDENT

TO APPROVE CONTINUATION OF MR. MANCHI VENKATRAJA RAO (DIN: 00110363) AS

By Order of the Board

1. Approval of Shareholders of the Company is solicited by passing requisite resolution through

3. Resolution, if approved, by the Shareholders by means of Postal Ballot/ e-Voting is deemed to

4. Temporary Email Registration

Process for registration of email addresses is as under:

6) Enter the email address and mobile number.

 Name of registered Member(s)/ shareholder(s);

from the email address they wish to register.

In case of any queries, Shareholder may write to einward.ris@kfintech.com or

 For electronic holdings: with their concerned Depository Participants; and

 Commencement of e-Voting: 9:00 a.m. (IST) on Monday, August 1, 2022;

iii. The process and manner of e-Voting shall be as under:

INFORMATION AND INSTRUCTIONS RELATING TO e-VOTING

Details on Step 1 are mentioned below:

Individual Shareholders holding Individual Shareholders holding securities in demat

(iii) Proceed with completing the required

(iv) Follow steps given in point no. 1

(iv) Post successful authentication, you

(v) On successful selection, you will be

Individual Shareholders login through their Demat accounts/ Website of Depository

(ii) Once logged-in, Shareholders will be able to see e-Voting option.

(iv) Click on options available against ‘Jupiter Wagons Limited’ or ‘KFintech’

Login type Helpdesk details

Securities held with NSDL Please contact NSDL helpdesk by sending a

or call at toll free no.: 1800 1020 990 and 1800 22 44 30

or contact at 022- 23058738 or 022-23058542-43

Details on Step 2 are mentioned below:

(i) Launch internet browser by typing the URL: https://evoting.kfintech.com/

(iii) After entering these details appropriately, click on “LOGIN”.

(v) You need to login again with the new credentials.

 Email at einward.ris@kfintech.com or evoting@ kfintech.com or call KFintech’s toll free No.

The terms and conditions are set out herein below:

2. DUTIES AND RESPONSIBILITIES: