Meeting Details
- Date: Wednesday, 30th September 2026
- Time: 11:00 A.M.
- Venue: Plot No. 27, GIDC, Vapi, Dist. Valsad, Gujarat – 396195
- Book Closure Period: 24th September 2026 to 30th September 2026 (both days inclusive)
Agenda Items and Resolutions
Ordinary Business
1. Adoption of Financial Statements
To receive, consider and adopt the audited financial statements for the year ended 31st March 2026 and the reports of the Board of Directors and Auditors thereon.
2. Reappointment of Director
To appoint Mr. Rushabh Mehta (DIN: 00784327) as director liable to retire by rotation under section 152(6) of the Companies Act, 2013.
Special Business
3. Approval of Related Party Transactions
Ordinary Resolution to approve contracts/arrangements/transactions with related parties with the following annual limits:
- CS Speciality Chemicals Pvt Ltd (Entity under Common Control): Intercorporate Deposits/Loans/Interest/Purchase and Sale of Goods and/or assets/Subscription to non-convertible preference shares and/or non-convertible debentures - Maximum ₹15.00 crores
- CS Fine Interchem Pvt Ltd (Entity under Common Control): Purchase and Sale of Goods and/or assets/Services/Subscription to non-convertible preference shares and/or non-convertible debentures - Maximum ₹10.00 crores
- Star Performance Chemicals Pvt Ltd (Entity under Common Control): Intercorporate Deposits/Interest - Maximum ₹1.00 crores
- Mr. Satish B. Zaveri/Mr. Sandip S. Zaveri (Promoters/Key Management Personnel): Receipt of unsecured loans/Repayment of unsecured loans/Interest - Maximum ₹10.00 crores
4. Increase Authorised Share Capital and Alteration of Memorandum of Association
Special Resolution to increase Authorised Share Capital from ₹3,25,00,000 (3.25 crores) to ₹18,25,00,000 (18.25 crores) divided into:
- 32,50,000 Equity Shares of ₹10 each aggregating ₹3,25,00,000
- 1,50,00,000 Preference Shares of ₹10 each aggregating ₹15,00,00,000
Alteration of Clause V of Memorandum of Association to reflect the new capital structure.
5. Alteration and Adoption of New Articles of Association
Special Resolution to adopt completely new set of Articles of Association aligning with Table F of Schedule I to the Companies Act, 2013, substituting the existing Articles.
6. Approval for Issue of 5% Non-Convertible Cumulative Redeemable Preference Shares
Special Resolution to issue up to 1,50,00,000 Unlisted 5% Non-Convertible Cumulative Redeemable Preference Shares of face value ₹10 each at par, aggregating ₹15,00,00,000 on private placement basis.
Key Terms of NCRPS Issue:
- Dividend Rate: 5% per annum payable on cumulative basis
- Target Subscribers: CS Specialty Chemicals Pvt Ltd and/or CS Fine Interchem Pvt Ltd and/or their nominees
- Redemption Terms: Fully redeemable after 7 years from allotment
- Call Option: Company can redeem after 2 years
- Put Option: Subscriber can require redemption after 2 years
- Notice Period: 30 days for call/put options
- Voting Rights: As per Section 47 of Companies Act, 2013
- Valuation: ₹10 per share based on valuation report by Mr. Bhavesh M. Rathod, IBBI Registered Valuer (IBBI/RV/06/2019/10708)
- Allotment Timeline: Within 60 days from receipt of application money
Voting Arrangements
- Remote e-Voting Period: 27th September 2026 (9:00 AM) to 29th September 2026 (5:00 PM)
- Service Provider: National Securities Depository Limited (NSDL)
- Alternative Voting: Physical ballot form at AGM or proxy voting
Document Availability
- Notice and accompanying documents available for inspection at registered office during working hours
- Annual Report available on company website: http://www.chemiesynth.com
- Physical copies of Annual Report will not be distributed at AGM