रिज लाइन इनर्जी लिमिटेडको दोस्रो विशेष साधारण सभाको काम कारवाहीको विवरणRidge Line Energy Ltd.: Proceedings of the 2nd Extraordinary General Meeting

Proceedings of the Second Extraordinary General Meeting

(Published in accordance with the restrictive clause of Section 75(3) of the Companies Act, 2063)

1. Statutory Meeting: In accordance with the decision of the 119th meeting of the Board of Directors of Ridge Line Energy Ltd. held on Wednesday, 10th Bhadra 2083 (corresponding to August 26, 2026), and pursuant to the Companies Act, 2063 and the Company's Memorandum and Articles of Association, the Second Extraordinary General Meeting of this Company was successfully conducted under the chairmanship of Dr. Basant Giri, Chairman of the Board of Directors, at the following date, time, and venue to discuss and decide upon the designated agenda items.

2. Date, Time, and Venue of the Meeting:

Date: Friday, 2nd Ashwin 2083 (corresponding to September 18, 2026).

Time: 11:00 AM.

Venue: Green Land Banquet and Restaurant Pvt. Ltd., Ward No. 7, Chandragiri Municipality, Kathmandu District.

3. Notice of the Meeting: In accordance with the decision of the 119th meeting of the Board of Directors held on Wednesday, 10th Bhadra 2083 (corresponding to August 26, 2026), the notice of the Second Extraordinary General Meeting (including venue, date, time, and agenda items) was published in the Nepal Samacharpatra National Daily newspaper on 11/05/2083 and 12/05/2083 as per the provisions of Section 67(2) of the Companies Act, 2063, and was also made publicly available on the Company's website for the information of all shareholders.

4. Agenda for Discussion and Decision:

a) Special Resolution:

(1) Regarding the amendment of the Company's Articles of Association.

b) Miscellaneous.

5. Attendance at the Meeting:

(1) Total number of shares: 1,18,50,000 units.

(2) Total number of shareholders: 80,960 persons.

(3) Minimum quorum required to conduct the meeting (in shares): 59,25,001 units.

(4) Representation of total shares (in percentage): 53.77 percent.

(5) Representation of total shares (in number): 63,71,599 units.

(6) Number of shareholders present in the meeting: 138 persons.

6. Validity and Conduct of the Meeting:

The Second Extraordinary General Meeting of the Company was called in accordance with the provisions of Section 67(2) of the Companies Act, 2063. Regarding the quorum of the meeting, as per the provisions of Section 73(2) of the Companies Act, 2063, the quorum for a general meeting requires the presence of at least 3 (three) shareholders representing more than 50 (fifty) percent of the total allocated shares. Since the number of shareholders signing the attendance register at the Second Extraordinary General Meeting was more than 3 (three) and represented more than 50 (fifty) percent of the allocated shares, the Company Secretary informed that the quorum for the general meeting was met and the meeting was legally constituted under the prevailing company law. Thereafter, in accordance with the provisions of the Company's Articles of Association, the Chairman of the Board of Directors took the chair and, noting that the legally required procedures had been completed, requested the meeting to proceed with the discussion and decision on the designated agenda items. Following this, the Company Secretary welcomed and greeted all the shareholders present before proceeding with the meeting's agenda. Additionally, members of the Board of Directors, company officers, invitees, and all attending shareholders were seated, and the meeting was conducted.

7. Decisions of the Meeting:

(a) Special Resolution and Decision:

(1) During the discussion on the proposal to amend the Company's Articles of Association, the resolution to make amendments to the Company's Articles of Association as recommended by the Board of Directors was unanimously passed by the shareholders present. Furthermore, a resolution was unanimously passed by the attending shareholders to authorize the Board of Directors to make any necessary amendments, alterations, additions, or modifications to the Company's Articles of Association if any directives to that effect are received from regulatory bodies or the Office of the Company Registrar.

Amendments to the Articles of Association of Ridge Line Energy Ltd.

Amendments to the Articles of Association

Existing Provision Provision after Amendment

Rule 28. - Minimum number of shares required to be a Director: To be appointed to the post of Director of this Company, any shareholder must hold 10000 units of shares in their name. However, this provision shall not apply to independent directors and directors representing corporate bodies. Rule 28. - Minimum number of shares required to be a Director: To be appointed to the post of Director of this Company, any shareholder must hold 100 units of shares in their name. However, this provision shall not apply to independent directors and directors representing corporate bodies.

(b) Miscellaneous: Since there were no other matters for discussion under miscellaneous, no discussions or decisions were made regarding this.

8. Vote of Thanks and Adjournment of the Meeting:

After the conclusion of the discussions and decisions, the Chairman expressed his gratitude to all the dignitaries present at the meeting and adjourned the meeting.