Tree House Education & Accessories : Voting Results for Postal Ballot and Scrutinizer Report pursuant to Regulation 44(3) of the SEBI (Listing Obligations and Disclosure Requirements) Regulation, 2015.

MIHEN HALANI & ASSOCIATES

Practicing Company Secretaries

A-501/L, Jaswanti Allied Business Centre, Kachpada, Ramchandralane Extn. Rd,

Malad (West), Mumbai - 400 064, Tel No.: 022 6236 0279 Email: mihenhalani@mha-cs.com

Report of Scrutinizer

[Pursuant to Section 110 of the Companies Act, 2013 read with Rule 20 and Rule 22 of

Companies (Management and Administration) Rules, 2014]

To,

The Chairman

Tree House Education & Accessories Limited

CIN: L80101MH2006PLC163028

101, Sapphire Plaza, Dadabhai Road,

Opp. CNMS School, Vile Parle (west),

Mumbai - 400 056

Subject: Scrutinizer's Report on Postal Ballot conducted through Remote E-Voting by the Equity Shareholders of Tree House Education & Accessories Limited (the "Company") which commenced from Friday, February 16, 2024 at 9:00 a.m. (IST) and ended on Saturday, March 16, 2024 at 5:00 p.m. (IST).

Dear Sir,

We, M/s. Mihen Halani & Associates, Practicing Company Secretaries appointed as the scrutinizer by the Board of Directors of the Company for the purpose of scrutinizing the voting process conducted through Postal Ballot via remote e-voting which commenced on Friday, February 16, 2024 at 9:00 a.m. (IST) and ended on Saturday, March 16, 2024 at 5:00 p.m. (IST), being undertaken under the provisions of sections 108 and 110 of the Companies Act, 2013 read with Rule 20 and 22 of the Companies (Management and Administration) Rules, 2014 and Circulars and Notifications issued thereunder ("MCA Circulars" and "SEBI Circulars"), applicable provisions of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 ("SEBI LODR Regulations"), Secretarial Standard on General Meetings ("SS-2") issued by the Institute of Company Secretaries of India and other applicable laws, rules and regulations (including any statutory modification or re-enactment thereof for the time being in force and as amended from time to time), on the resolution contained in the Postal Ballot Notice (the "Notice") of the Company dated February 12, 2024.

We hereby submit our report as under:

1. The Management of the Company is responsible to ensure the compliance with the provisions of the Companies Act, 2013, Rules thereunder read with the MCA and SEBI Circulars, SS-2 and regulations contained in the SEBI LODR Regulations relating to voting through electronic means on the resolutions contained in the Postal Ballot Notice.

MIHEN HALANI & ASSOCIATES

Practicing Company Secretaries

1. The Company has engaged the services of National Securities Depository Limited (NSDL), as the agency for the purpose of providing remote e-voting facility to its Members.
2. The responsibility as a scrutinizer for the Postal Ballot is restricted to the extent of preparation of Scrutinizer's Report of the votes cast "FOR" or "AGAINST" the resolution(s) as stated in the Notice, based on the reports generated from e-voting systems provided by NSDL, the authorized agency to provide e-voting facilities.
3. The voting rights were reckoned as on February 09, 2024, being the cut-off date for the purpose of determining the entitlement of Shareholders to vote on resolutions as mentioned under the Postal Ballot notice.
4. The votes cast via remote e-voting were unblocked on March 18, 2024 in the presence of following two witnesses not being in the employment of the Company as under:
5. 1. Mr. Bhavya Shah
   2. Ms. Devanshi Damani
6. The register has been maintained electronically to record the assent or dissent, received, mentioning the particulars of name, address, folio number or DP ID / Client ID of the shareholders, number of shares held by them and nominal value of such shares. There were no shares with differential voting rights in the Company. Hence, there is no requirement of maintaining the list of shares with differential voting rights.
7. The details containing, inter alia, list of equity shareholders, who voted "For" or "Against" each of the resolutions put to vote, were generated from the e-voting website of NSDL i.e. https://www.evoting.nsdl.com/. and based on such reports generated, the result of the remote e-voting is annexed as Annexure A;