Meeting Particulars
- Meeting Type: 47th Annual General Meeting
- Meeting Date: Friday, 11th September, 2026
- Meeting Location: Registered office of the Company at SP-460, Matsya Industrial Area, Alwar, Rajasthan-301030
Proposed Resolutions and Implications
The AGM considered 11 resolutions covering various corporate matters:
1. Ordinary Resolution: Consider and adopt the Audited Financial Statement for FY ended 31st March, 2026 with reports of Board of Directors and Auditors
2. Ordinary Resolution: Appointment of Ms. Srishti Dhir (DIN: 06496679) as Director who retires by rotation
3. Ordinary Resolution: Re-appointment of M/s. Nemani Garg Agarwal & Co., Chartered Accountants as Statutory Auditors
4. Ordinary Resolution: Ratification and confirmation of remuneration of Cost Auditors for FY 2026-27
5. Special Resolution: Approval for payment of remuneration to Shri Ajay Virmani (DIN: 00758726), Managing Director
6. Special Resolution: Approval for payment of remuneration to Shri Madhav Dhir (DIN: 07227587), Whole Time Director
7. Special Resolution: Re-appointment and payment of remuneration to Shri Deepak Mathur (DIN: 07092786) as Whole Time Director
8. Special Resolution: Increase in borrowing limit under section 180(1)(c) of Companies Act, 2013
9. Special Resolution: Approval under Section 180(1)(a) for Creation/Modification of Mortgage/Charge over company properties
10. Special Resolution: Approval of increase in limit of managerial remuneration payable to Managing Director, Whole Time Directors, etc.
11. Special Resolution: Approval for Lords Chloro Alkali Employee Stock Option Scheme - 2026
Voting Process and Methods
The voting was conducted through multiple methods:
- Remote E-Voting: Conducted through National Securities Depository Limited (NSDL) from Monday, 7th September, 2026 at 09:00 AM to Thursday, 10th September, 2026 at 05:00 PM
- Poll Voting: Conducted during the AGM with physical ballot boxes
- Postal Ballot: Not applicable for this meeting
The cut-off date for determining shareholders entitled to vote was 4th September, 2026. Information about e-voting was published in three newspapers: Jansatta (Hindi Daily), Lokmat (Jaipur Daily), and Financial Express (English Daily) on 13th August, 2026.
Key Voting Outcomes
Overall Participation
- Total Outstanding Shares: 28,653,861
- Total Votes Polled: 23,932,156 shares (83.5216% participation)
- All 11 resolutions were passed with requisite majorities
Resolution-wise Breakdown
Resolution 1 - Adoption of Financial Statements
- Total Votes: 23,932,148 in favor, 8 against (100.0000% approval)
- Promoter Group: 21,480,556 votes (100% in favor)
- Public Institutions: 1,497 votes (100% in favor)
- Public Non-Institutions: 2,450,095 votes (99.9997% in favor)
Resolution 2 - Appointment of Ms. Srishti Dhir
- Total Votes: 2,450,720 in favor, 880 against (99.9641% approval)
- Promoter Group: 0 votes (interested party, votes not counted)
- Public Institutions: 1,497 votes (100% in favor)
- Public Non-Institutions: 2,449,223 votes (99.9641% in favor)
Resolution 3 - Re-appointment of Statutory Auditors
- Total Votes: 23,930,226 in favor, 829 against (99.9965% approval)
- Promoter Group: 21,480,556 votes (100% in favor)
- Public Institutions: 1,497 votes (100% in favor)
- Public Non-Institutions: 2,448,173 votes (99.9661% in favor)
Resolution 4 - Ratification of Cost Auditors' Remuneration
- Total Votes: 23,931,800 in favor, 356 against (99.9985% approval)
- Promoter Group: 21,480,556 votes (100% in favor)
- Public Institutions: 1,497 votes (100% in favor)
- Public Non-Institutions: 2,449,747 votes (99.9855% in favor)
Resolution 5 - Remuneration to Managing Director Ajay Virmani
- Total Votes: 23,779,766 in favor, 2,390 against (99.9900% approval)
- Promoter Group: 21,480,556 votes (100% in favor)
- Public Institutions: 1,497 votes (100% in favor)
- Public Non-Institutions: 2,297,713 votes (99.8961% in favor)
Resolution 6 - Remuneration to Whole Time Director Madhav Dhir
- Total Votes: 2,449,260 in favor, 2,340 against (99.9046% approval)
- Promoter Group: 0 votes (interested party, votes not counted)
- Public Institutions: 1,497 votes (100% in favor)
- Public Non-Institutions: 2,447,763 votes (99.9045% in favor)
Resolution 7 - Re-appointment of Whole Time Director Deepak Mathur
- Total Votes: 23,929,817 in favor, 2,339 against (99.9902% approval)
- Promoter Group: 21,480,556 votes (100% in favor)
- Public Institutions: 1,497 votes (100% in favor)
- Public Non-Institutions: 2,447,764 votes (99.9045% in favor)
Resolution 8 - Increase in Borrowing Limit
- Total Votes: 23,931,791 in favor, 365 against (99.9985% approval)
- Promoter Group: 21,480,556 votes (100% in favor)
- Public Institutions: 1,497 votes (100% in favor)
- Public Non-Institutions: 2,449,738 votes (99.9851% in favor)
Resolution 9 - Creation/Modification of Mortgage/Charge
- Total Votes: 23,931,791 in favor, 365 against (99.9985% approval)
- Promoter Group: 21,480,556 votes (100% in favor)
- Public Institutions: 1,497 votes (100% in favor)
- Public Non-Institutions: 2,449,738 votes (99.9851% in favor)
Resolution 10 - Increase in Managerial Remuneration Limit
- Total Votes: 23,929,816 in favor, 2,340 against (99.9902% approval)
- Promoter Group: 21,480,556 votes (100% in favor)
- Public Institutions: 1,497 votes (100% in favor)
- Public Non-Institutions: 2,447,763 votes (99.9045% in favor)
Resolution 11 - Employee Stock Option Scheme 2026
- Total Votes: 23,931,317 in favor, 829 against (99.9965% approval)
- Promoter Group: 21,480,556 votes (100% in favor)
- Public Institutions: 1,497 votes (100% in favor)
- Public Non-Institutions: 2,449,264 votes (99.9662% in favor)
Participation Breakdown by Shareholder Category
Promoter and Promoter Group
- Shares Held: 21,480,556 (74.96% of total)
- Votes Polled: 21,480,556 (100% participation)
- Voting Method: Entirely through e-voting
Public Institutions
- Shares Held: 47,232 (0.16% of total)
- Votes Polled: 1,497 (3.1695% participation)
- Voting Method: Entirely through e-voting
Public Non-Institutions
- Shares Held: 7,126,073 (24.87% of total)
- Votes Polled: 2,450,103 (34.3822% participation)
- Voting Method: Primarily e-voting (2,448,049 votes) with minimal poll voting (2,054 votes)
Scrutinizer's Role and Findings
Awanish K Dwivedi, Proprietor of Awanish Dwivedi & Associates, Company Secretaries, was appointed as Scrutinizer by the Board of Directors in their meeting held on 27th July, 2026. The scrutinizer:
- Monitored the electronic voting process through NSDL's secured link
- Supervised the physical polling process during the AGM
- Locked the ballot box after polling concluded
- Opened and scrutinized poll papers on 11th September, 2026
- Reconciled poll papers with records maintained by Registrar and Transfer Agents, M/s Alankit Assignments Limited
- Downloaded e-voting details from NSDL website
- Certified that no member who used remote e-voting cast votes again at the AGM
- Confirmed all resolutions passed with requisite majority
The scrutinizer's report was signed on 14th September, 2026, and will remain in safe custody until the Chairman signs the minutes of the AGM.
Compliance Confirmation
The voting process and disclosure comply with:
- Section 108 and 109 of the Companies Act, 2013
- Rule 20 of the Companies (Management and Administration) Rules, 2014
- Regulation 44 of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015
Additional Information
The document notes specific instances where promoter votes were not counted due to interest in certain resolutions:
- Resolution 2 (Ms. Srishti Dhir appointment): Promoter group votes (21,480,556 shares) not counted
- Resolution 6 (Mr. Madhav Dhir remuneration): Promoter group votes (21,480,556 shares) not counted
- Resolution 5 (Mr. Ajay Virmani remuneration): 150,000 shares held by Mr. Virmani not counted