NOTICE is hereby given that the 22^nd Annual General Meeting of the Company M/s. Nettlinx Limited will be held on Monday, the 28^th September, 2015 at 10.30 AM, at ICWAI Bhavan, beside Dena Bank, Post Office Road, Sanath Nagar, Hyderabad-500018, Telangana to transact the following business:

Item No. 1 Adoption of financial statements

To receive, consider and adopt the audited financial statements of the Company for the financial year ended 31^st March 2015, the Reports of the Board of Directors and the Auditors thereon.

Item No. 2 Appointment of Director

To appoint a Director in place of Mr. Chandra Sekhar Pogula (holding DIN: 00007536) who retires by rotation and, being eligible, offers himself for re-appointment.

Item No.3 Ratifying the appointment of Statutory Auditors of the Company

To consider and if thought fit, to pass, with or without modification(s), the following resolution as an ORDINARY RESOLUTION:

RESOLVED THAT pursuant to the provisions of section 139 and all other applicable provisions, if any, of the Companies Act, 2013 and the Rules framed there under, as amended from time to time, the company hereby ratifies the appointment of M/s. Deva & Co, Chartered Accountants (Firm Registration No. 000722S) as auditors of the company, made at the 21^st Annual General Meeting (AGM), to hold office until the conclusion of the 24th AGM of the Company at such remuneration plus service tax, out-of-pocket, travelling and living expenses, as may be mutually agreed between the board of directors of the company and the auditors.

Item No. 4 - Appointment of Mrs. Radhika Kundur (holding DIN: 07135444) as Director of the Company

To consider and if thought fit, to pass, with or without modification(s), the following resolution as an Ordinary Resolution.

RESOLVED THAT Mrs. Radhika Kundur (holding DIN 07135444), who was appointed as an Additional Director of the Company with effect from 25^th March, 2015 by the Board of Directors and who holds office up to the date of this Annual General Meeting of the Company under Section 161(1) of the Companies Act, 2013 (the Act) , and in respect of whom the Company has received a notice in writing under Section 160 of the Act, from a member of the Company signifying his intention to propose Mrs. Radhika Kundur as a candidate for the office of a Director of the company, be and hereby appointed as a Director of the company liable to retire by rotation.

Item No. 5 Adoption of new Articles of Association:

To consider and, if thought fit, to pass with or without modification(s), the following resolution as a Special Resolution:-

RESOLVED THAT pursuant to the provisions of Section 14 of the Companies Act, 2013 and other applicable provisions or Rules if any, the new set of Articles of Association as placed before the meeting and initialed by the Chairman for the purpose of identification be and is hereby approved and adopted as new Articles of Association (as prescribed under the Table-F of the Companies Act, 2013) of the Company in the place of and exclusion of the existing Articles of Association.

RESOLVED FURTHER THAT the Board of Directors of the Company be and is hereby authorized to do all such acts, deeds, matters and things as may be deemed necessary and expedient to give effect to the aforesaid Resolution.

Item No. 6 Increase in Remuneration of Mr.Chandra Sekhar Pogula, Whole Time Director & CEO: To consider and if thought fit, to pass with or without modification, the following resolution as a Special Resolution:

RESOLVED THAT pursuant to the provisions of Section 196, 197, 203 and all other applicable provisions, if any, of the Companies Act, 2013 (including any statutory modification thereto from time to time or any re-enactment thereof for the time being in force) (the Act) read with Schedule V to the said Act, and applicable provisions of Sections 198, 269, 309 and any other applicable provisions of the Companies Act, 1956 read with Schedule XIII to the Companies Act, 1956 for such part of the period where relevant Sections and Schedule were in force, and subject to the approval of the Central Government and such other authorities as may be necessary, consent of the members of the Company be and is hereby accorded for increase of remuneration from

Rs. 24,00,000/- per annum to Rs. 36,00,000/- per annum, payable for financial year in which adequate profit is earned, to Mr. Chandra Sekhar Pogula (holding DIN 00007536), Whole Time Director & CEO of the Company with effect from August 8, 2015.

RESOLVED FURTHER THAT the Board of Directors (which term shall always be deemed to include any Committee as constituted or to be constituted by the Board to exercise its powers including the powers conferred under this resolution) be and is hereby authorized to vary or increase the remuneration specified above from time to time to the extent the Board of Directors may deem appropriate, provided that such variation or increase, as the case may be, is within the overall limits specified under the relevant provisions of the Companies Act, 2013 and/ or as approved by the Central Government or any such other competent authority.

RESOLVED FURTHER THAT in the event in any financial year during the tenure of the Whole Time Director, the Company does not earn any profits or earns inadequate profits as contemplated under the provisions of Schedule V to the Companies Act, 2013, the Company may pay to Mr.Chandra Sekhar Pogula, Whole Time Director & CEO, the above remuneration excluding commission amount payable on profits earned as the minimum remuneration by way of salary and allowances as specified above and subject to receipt of the requisite approvals, if any .