Tasty Bite Postal Ballot for Mars UK RPTs

Two ordinary resolutions are proposed for shareholder approval:

1. Resolution for Purchase of Capital Asset from Mars Food UK Limited:

Purpose: To approve the purchase of a SOMIC 424 T-2 (D) Automatic Packaging Machine and related capital equipment for the Noodle Division.
Value: The aggregate value of the transaction, including reimbursement of transportation, freight, packaging, installation, travel, duties, taxes, and other incidental expenses, shall not exceed INR 100 Million for the Financial Year 2026-27.
Rationale: The acquisition is intended to expand packaging capabilities, support business growth, improve operational efficiencies, and enhance manufacturing capacity to meet increasing demand for noodle products.
Approvals: The Audit Committee and Board of Directors have already reviewed and approved the proposed transaction, including a Chartered Engineer's Certificate from Technomax Engineers, confirming it is on an arm's length basis and in the ordinary course of business.

2. Resolution for Reimbursement of Expenses incurred by Mars Food UK Limited:

Purpose: To approve the reimbursement of expenses that Mars Food UK Limited may incur on behalf of the company for business requirements, projects, operational support, technical assistance, procurement, employee travel, training, shared services, and other business purposes.
Value: The aggregate value of such reimbursements shall not exceed INR 100 Million for the Financial Year 2026-27. Reimbursements will be on an actual cost basis, without any mark-up.
Rationale: These transactions are intended to facilitate efficient business operations and support services within the Mars group and are considered beneficial to the company.
Approvals: The Audit Committee has reviewed and approved the proposed transaction(s), noting they will be undertaken in the ordinary course of business and on an arm's length basis.

Type of Meeting: The approval is sought entirely through a Postal Ballot process with remote e-voting; there is no physical meeting.
Cut-off Date: The eligibility for voting is based on the Register of Members/List of Beneficial Owners as of Friday, 25 September 2026.
Voting Period: The remote e-voting period commences on Tuesday, 29 September 2026, at 9:00 a.m. IST and ends on Wednesday, 28 October 2026, at 5:00 p.m. IST.
Voting Method: Voting is conducted solely through electronic means (remote e-voting) facilitated by KFin Technologies Limited (Kfintech), the company's Registrar and Transfer Agent (RTA). Physical ballot forms are not being sent.
Voting Rights: Voting rights are proportionate to the number of shares held as of the cut-off date (25 September 2026).
Abstention: As per Regulation 23 of the SEBI Listing Regulations, all related parties of the company are required to abstain from voting on these resolutions.

Total Votes Cast: The results of the voting are not yet available as the e-voting period is scheduled for the future (Sep-Oct 2026).
Scrutinizer: The Scrutinizer will submit a report to the Chairman (or authorized Company Secretary) after completing the scrutiny of the e-voting process.
Result Declaration: The results of the postal ballot, along with the Scrutinizer's report, will be announced on or before 30 October 2026.
Deemed Passing Date: If passed by the requisite majority, the resolutions will be deemed to have been passed on 28 October 2026, the last date of the e-voting period.
Result Availability: The declared results will be uploaded on the company's website (www.tastybite.co.in), the website of Kfintech (https://evoting.kfintech.com), and made available to the stock exchanges (BSE and NSE).

The notice explicitly confirms compliance with a comprehensive list of regulations:

Sections 108, 110, and 102 of the Companies Act, 2013.
Rules 20 and 22 of the Companies (Management and Administration) Rules, 2014.
Multiple General Circulars issued by the Ministry of Corporate Affairs (MCA), the latest being Circular No. 03/2025 dated 22 September 2025.
Regulation 44 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015.
Secretarial Standard on General Meetings (SS-2) issued by the Institute of Company Secretaries of India.
The company's Policy on Related Party Transactions.

The notice and the accompanying explanatory statement were issued by:

Vimal Tank, Company Secretary: The notice is signed by Vimal Tank in his capacity as Company Secretary of Tasty Bite Eatables Limited. He is the primary point of contact for shareholder queries regarding the e-voting process.

Historical Transactions: The explanatory statement provides details of historical transactions with Mars Food UK Limited for FY 2025-26, totaling INR 648.88 million (Sale of Goods: INR 576.36M, Sale of Services: INR 21.62M, Reimbursement charged to related party: INR 50.90M). Transactions for the current year up to June 2026 totaled INR 102.85 million.
Financial Profile of Related Party: Mars Food UK Limited's financials for the year ended December 2024 (converted to INR) are provided: Turnover: INR 21,083 million, Profit After Tax: INR 2,060 million, Net Worth: INR 13,972 million.
Voting Instructions: Detailed, step-by-step e-voting instructions are provided for shareholders holding shares in both dematerialized and physical form, including helpdesk contact details for NSDL and CDSL.
Document Availability: The full Postal Ballot Notice is available on the company's website and the websites of BSE and NSE.