Meeting Details
- Type of Meeting: Postal Ballot through remote e-voting only
- Board Meeting Date: October 31, 2026
- Notice Date: October 31, 2026
- Cut-off Date: November 5, 2026 (for determining shareholder eligibility)
- Voting Period: November 7, 2026 (9:00 AM IST) to December 6, 2026 (5:00 PM IST)
- Result Declaration: By December 8, 2026 (within 2 working days of voting conclusion)
Proposed Resolutions and Implications
Resolution 1: Ordinary Resolution
To consider and approve Material Related Party Transaction(s) proposed to be entered into by and between the Company and Neogen Morita New Materials Limited, a step-down subsidiary of the Company.
- Transaction Type: Granting Corporate Guarantee, Securities or indemnities regarding loans/credit facilities
- Amount: Up to ₹500 Crore
- Tenure: Period commencing from December 8, 2026 till December 7, 2027
- Purpose: To enable NML to avail credit facilities at competitive rates for CAPEX, working capital, and general corporate purposes
Resolution 2: Ordinary Resolution
To consider and approve Material Related Party Transaction(s) proposed to be entered into by and between Neogen Ionics Limited (wholly owned subsidiary) and Neogen Morita New Materials Limited (step-down subsidiary).
- Total Amount: Up to ₹2,024 Crore comprising:
- Granting of Unsecured Loans and advances: ₹200 Crore
- Interest on Inter-corporate deposits: ₹24 Crore
- Corporate Guarantee: ₹500 Crore
- Sale of goods: ₹500 Crore
- Purchase of goods: ₹500 Crore
- Leasing of property: ₹50 Crore
- Availing/rendering services: ₹50 Crore
- Infrastructure sharing: ₹100 Crore
- Purchase/Sale of Assets: ₹100 Crore
- Tenure: Period commencing from December 8, 2026 till December 7, 2027
Voting Process and Methods
- Voting Method: Remote e-voting only (no physical polling)
- Service Provider: MUFG Intime India Private Limited (formerly Link Intime India Private Limited)
- Scrutinizer: CS Devendra Deshpande (FCS 6099), Proprietor of M/s. DVD & Associates
- Eligibility: Members whose names appear on Register of Members/list of Beneficial Owners as on November 5, 2026
- Notification: Sent only through electronic mode to registered email addresses
Key Voting Outcomes
The voting results will include:
- Total votes cast
- Percentage in favor and against each resolution
- Participation breakdown by shareholder category (Promoters, Public, Institutions)
- Scrutinizer's report and conclusions
Scrutinizer's Role and Findings
CS Devendra Deshpande is appointed to conduct the postal ballot and e-voting process in a fair and transparent manner. The scrutinizer will:
- Submit report to the Chairman after completion of scrutiny
- Ensure the voting process complies with applicable regulations
- Announce results within 2 working days from conclusion of e-voting
Compliance with Laws and Regulations
The notice confirms compliance with:
- Sections 108 and 110 of the Companies Act, 2013
- Rules 20 and 22 of the Companies (Management and Administration) Rules, 2014
- Secretarial Standard on General Meetings (SS-2)
- Regulation 44 of SEBI LODR Regulations, 2015
- Various MCA Circulars and SEBI Circular dated October 3, 2024
- SEBI Master Circular dated January 30, 2026 on Industry Standards for RPT approvals
Additional Financial and Legal Information
Rationale for Transactions
- NML is engaged in Specialty Chemicals including Battery chemicals
- NML has undertaken a project for producing 3,000 MTPA of Electrolyte salts at Pakhajan
- Transactions enable operational interdependence and integrated activities between group companies
- All transactions are in ordinary course of business and on arm's length basis
Financial Impact
- Resolution 1 represents 58.01% of the company's annual consolidated turnover
- Resolution 2 components range from 2.78% to 58.01% of consolidated turnover
- NML financial performance (FY 2025-2026): Turnover ₹0, Profit After Tax ₹-0.79 Crore, Net Worth ₹-0.69 Crore
Document Availability
- Notice available on company website: https://neogenchem.com/wp-content/uploads/notice-pb-q3-26-27.pdf
- Results will be available on: https://neogenchem.com/announcements/
- Documents also available on BSE and NSE websites