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9th April, 2018

To: Shri Harshit Poddar,

113 BEML, 3rd Stage,
R.R.Nagar,
Bangalore.

Sub: Response to Notice for Full and Final Settlement Dues dated 06.03.2018

Sir,

My Client, Eight Minutes Future Energy (P) Ltd., a Company incorporated under
the provisions of Companies Act, 2013, having its address at K-317, Lado Sarai,
New Delhi, has placed captioned Notice dated 06.03.2018 (“Notice”) in my hands
with instructions to reply to the same and I the undersigned Advocate, therefore, do
hereby give this response to the Notice as under:-

1. At the outset my Client states that my Client hereby categorically denies all
the averments and contentions raised in the Notice unless specifically
accepted hereinafter and non-dealing with any of them or not dealing with
them Paragraph-wise may not be construed as acceptance.

2. That my Client states that the Notice suffers from the vice of suppressio vaeri
suggestio falsi and it conveniently puts forth various false allegations and
myriad facts out of context so as to reflect distorted picture in order to
substantiate your baseless claims.

3. My Client, summarises the allegations in the notice as could be best

understood in order to direct its response towards them, as under:-

(i) Despite several communications and draft Agreements between the

Company and you to enter in an Agreement for full and final
settlement of the dues, everyone of them has lapsed.

(ii) That you were working at a salary that was much less than other
offers available to you due to equity the Company had promised to
offer. The value of equity promised comes to INR 75 lacs.

(iii) Your job required to make on-field expenses and the total out of
pocket expenses made by you are almost Rs.5 lacs.

(iv) You had singlehandedly developed the Company’s business in the

State of Karnataka and Rajasthan which at the relevant point of time
accounted for over 90% of the Company’s business and you are
entitled to performance linked bonus as allegedly agreed on
29.08.2018.

(v) You have salary dues of Rs.201760/- and contract bonus entitlement
of INR 100000/-.

4. Based on the allegations as summarised hereinabove, you have issued a

notice demanding for payment of Rs.9063760/-.

5. At the outset my client states it is pertinent to mention that in fact you

procured the very employment with my client through misrepresenting that
you had completed your higher education qualifications _________ and you
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shall be submitting degree certificate etc. within one year, whereas in reality
you had not completed _________ your bachelors education qualifications
at the time you joined my clients services. Such a misrepresentation
disentitles you from any benefits under an employment contract that itself
came to be procured through fraud. My client came to know about this fact
much later in the month of May, 2017.

6. Without prejudice to contents of para 5 of this response, my client shall

respond to different allegations as under.

7. With reference to the allegation that you were promised with any equity
component in the Company and the total value thereof stands quantified at
INR 75 lacs, my client states that there is no such Agreement between you
and my Client as alleged by you that you shall be offered with equity
component with value quantified at INR 75 lacs. What you were granted
was a stock option to purchase an agregateaggregate 2.80% of Founders
Stock at a Fair Market Value and nothing beyond that; you are not even
entitled to such an option to purchase for non fulfilment of required duration
of services with my client.

8. You are put to strict proof as regards subsistence of agreement alleged by

you and as regards quantification thereof at INR 75 lacs allegedly agreed to
be offered to you in lieu of the services of the Company.

9. That my client further states that it will be pertinent to mention that while
you joined the services in the month of May 2016, you were obligated, in
terms of Clause No.6 of the Appointment Letter while you rendered services
to the Company, you were not to engage yourself in other business activities
without written consent of the Company and you were required not to assist
any person or entity in competing with the Company. That my client states
that you have violated the said stipulation contained in the Employment
Letter inasmuch as you did parallel start working on a product called
___________, SmarTree, which you intended to commercially exploit
through a company and you also worked towards foundation of such
company while you continued working with my client; such company
namely _____ Paladin Green Technologies Pvt Ltd came to be formed on
_______. 16 May 2017, where you held the position of Director effective 17
May 2017.

10. That my Client states that it will also be pertinent to mention that you have
resigned from the Company finally on 26.07.2017. That taking the totality
of the circumstances into consideration i.e. fraudulently obtaining
employment, commission of breach of the terms of the Appointment Letter
by you, resignation from the services of the Company within a period of
hardly 12-14 months after joining the Company coupled with the fact that in
the interregnum you involved in other activities as you kept developing a
product called __________ SmarTree and you practically left from the
Company for your College in the month of May 2017, you are not be even
entitled to salary due on contract bonus much less the alleged equity
component or performance bonus.

11. With reference to the allegation that you have incurred significant amount
of out of pocket expenses quantified approximately to the tune of Rs.5 lacs,
it is stated that the said allegation is thoroughly unsubstantiated and no such
communication with respect to any out of pocket expenses has been brought
to my client’s notice at any point of time in past and the same is nothing but
an afterthought.

12. With reference to the allegation/assertion that you singlehandedly developed

the Company’s business in the State of Karnataka and Rajasthan and you are
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entitled to performance linked bonus as allegedly agreed on 29.08.2017, it

is stated that such an assertion is unsubstantiated one and is categorically
denied hereby; in any event whatever you did was nothing exceptional but
in line with the obligations required to be performed in terms of the
Appointment Letter.

13. That my Client states that it is denied that my Client agreed to any
performance linked bonus of an amount of INR 13,37,000/-; in fact it is well
recognized by you yourself in unnumbered Paragraph No.2 of your Notice
that despite several communications and even draft agreements, there is no
final settlement between you and my client. In any event you will not be
entitled to the performance linked bonus on count of what is stated
hereinabove. You are called upon to produce any Agreement reflecting that
my Client agreed to give any such performance bonus.

14. In view of what is stated hereinabove, my Client hereby calls you upon to
forthwith withdraw your Notice dated 06.03.2018. Any hasty/un-thoughtful
action on your part shall be defended at your cost and consequences.

15. As this response is necessitated because of your false and frivolous Notice
communication, you are liable for cost of the same which stands quantified
to the tune of INR 25,000/-.

Ravish Bhatt Advocate