Meeting Details

  • Date of Meeting: Friday, August 7, 2026
  • Time of Meeting: 5:15 PM to 6:53 PM
  • Type of Meeting: 53rd Annual General Meeting (AGM)
  • Location/Format: Conducted through Video Conferencing (VC)
  • Record Date: Friday, July 31, 2026
  • Total Shareholders on Record Date: 59,342
  • Shareholders Present in Meeting: 74 (26 Promoters/Promoter Group; 48 Public)

Proposed Resolutions and Implications

The meeting transacted five items of business as per the notice dated May 30, 2026:

1. Ordinary Resolution: To receive, consider, and adopt the Audited Financial Statements (Standalone and Consolidated) for FY ended March 31, 2026, and the Reports of the Directors and Auditors thereon.

2. Ordinary Resolution: To appoint Ms. Ramya Bharathram (DIN: 06367352), who retires by rotation, as a Director.

3. Ordinary Resolution: To appoint M/s. PKF Sridharan & Santhanam LLP as Statutory Auditor of the Company.

4. Ordinary Resolution: To ratify the remuneration to Cost Auditor, M/s. GSVK and Co. (Firm Regn. No. 002371), for FY ended March 31, 2026.

5. Special Resolution: To approve payment of remuneration to Non-Executive Directors.

The implications involve standard annual approvals for financial statements, board composition, auditor appointments, and director remuneration.

Voting Process and Methods

  • Remote E-Voting: The facility was provided by Central Depository Services Limited (CDSL). It was open from 9:00 AM (IST) on August 4, 2026, to 5:00 PM (IST) on August 6, 2026.
  • E-Voting at AGM: Shareholders present at the AGM via VC who had not voted remotely were provided the facility to cast their votes electronically during the meeting. The facility remained open for 15 minutes after the meeting concluded.
  • Scrutinizer: Mr. Manoj Mimani, Practising Company Secretary (ACS No: 17083) of R M Mimani & Associates LLP (Firm Registration No. L2015MH008300), was appointed by the Board on May 30, 2026, to scrutinize the entire voting process in a fair and transparent manner.
  • Voting Method: Voting by show of hands was not permitted. All voting was conducted electronically.

Key Voting Outcomes

Resolution 1: Adoption of Financial Statements (Ordinary)

  • Total Votes Cast: 55,221,512
  • % of Votes Polled on Outstanding Shares: 45.8069%
  • Votes In Favour: 55,221,127 (99.9993% of votes polled)
  • Votes Against: 385 (0.0007% of votes polled)
  • Result: Passed

Resolution 2: Re-appointment of Ms. Ramya Bharathram (Ordinary)

  • Total Votes Cast: 55,236,860
  • % of Votes Polled on Outstanding Shares: 45.8197%
  • Votes In Favour: 55,210,377 (99.9521% of votes polled)
  • Votes Against: 26,483 (0.0479% of votes polled)
  • Result: Passed

Resolution 3: Appointment of Statutory Auditor (Ordinary)

  • Total Votes Cast: 55,236,860
  • % of Votes Polled on Outstanding Shares: 45.8197%
  • Votes In Favour: 54,293,117 (98.2915% of votes polled)
  • Votes Against: 943,743 (1.7085% of votes polled)
  • Result: Passed

Resolution 4: Ratification of Cost Auditor Remuneration (Ordinary)

  • Total Votes Cast: 55,236,860
  • % of Votes Polled on Outstanding Shares: 45.8197%
  • Votes In Favour: 55,217,775 (99.9654% of votes polled)
  • Votes Against: 19,085 (0.0346% of votes polled)
  • Result: Passed

Resolution 5: Remuneration to Non-Executive Directors (Special)

  • Total Votes Cast: 55,236,860
  • % of Votes Polled on Outstanding Shares: 45.8197%
  • Votes In Favour: 55,195,195 (99.9246% of votes polled)
  • Votes Against: 41,665 (0.0754% of votes polled)
  • Result: Passed

Participation Breakdown by Shareholder Category

  • Promoter & Promoter Group: Held 44,766,433 shares. 44,585,108 votes polled (99.595% of their holding). Voted 100% in favour on all resolutions except Resolution 3 and 5 where some public dissent was recorded.
  • Public Institutions: Held 11,196,678 shares. 9,728,122 votes polled (86.884% of their holding). Voted 100% in favour on Resolutions 1 and 4. Voted 99.9992% in favour on Resolution 2, 90.4878% in favour on Resolution 3, and 99.856% in favour on Resolution 5.
  • Public Non-Institutions: Held 64,589,663 shares. 923,630 votes polled (1.43% of their holding). Voted 99.9583% in favour on Resolution 1, 97.1406% in favour on Resolution 2, 98.0095% in favour on Resolution 3, 97.9337% in favour on Resolution 4, and 97.0053% in favour on Resolution 5.

Scrutinizer's Role, Findings, and Conclusions

  • Role: Mr. Manoj Mimani was responsible for scrutinizing the remote e-voting and e-voting at the AGM process to ensure fairness and transparency.
  • Findings: The scrutinizer verified the data downloaded from the CDSL e-voting portal. The report confirms the number of members voting and the number of shares voted for each resolution, both in favour and against.
  • Conclusions: The scrutinizer concluded that all five resolutions were passed with the requisite majority. The register and all records relating to the e-voting were handed over to the company's Managing Director/Company Secretary for safe custody.

Compliance Confirmation

The document and the proceedings affirm compliance with:

  • The Companies Act, 2013 and its relevant rules.
  • SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, specifically Regulations 30 and 44.
  • Relevant circulars issued by the Ministry of Corporate Affairs and SEBI regarding conducting AGMs through VC/OAVM.

The statutory registers were available for inspection in electronic mode as required.

Additional Financial and Operational Information from Chairman's Speech

The Chairman's speech provided context on the company's performance and challenges:

  • Operational Challenges: Cited global shocks (Ukraine War, China slowdown, Covid-19, US tariffs, Gaza conflict) impacting feedstock costs, supply chains, and project execution (Dahej and US projects).
  • Financial Impact: Company transitioned from 'zero debt' in 2021-23 to a 'high debt situation' due to large investments and depressed cash flows from existing operations.
  • Project Updates:
  • Gujarat Project (PA & Fine Chem): Plant started up last year, operating at 90-95% capacity, but relies on imported raw material.
  • US Project: Construction complete, stage-wise startup in progress. Noted positives include low US feedstock (Butane) costs, high US market prices, and strong customer demand driving domestic sourcing.
  • Malaysian Subsidiary: Maleic plant mothballed, derivatives plant operational, no longer requires parent company support.
  • Strategic Focus: Priority on working capital management, efficiency improvements, cost reduction, and debt reduction to stabilize operations in FY27 and FY28.