Vital Chemtech 5th AGM Approves All Seven Resolutions

Meeting Details

Scrip Code (NSE): VITAL
Type of Meeting: 5th Annual General Meeting
Meeting Date: Monday, September 28, 2026
Meeting Time: 12:00 Noon to 12:35 P.M. (35 minutes duration)
Record Date: Tuesday, September 21, 2026
Deemed Venue: The registered office of the Company, from where the Chairman conducted the meeting.

Proposed Resolutions and Implications

Seven resolutions were proposed for shareholder approval:

1. Ordinary Resolution: Adoption of Audited Standalone and Consolidated Financial Statements for the financial year ended March 31, 2026, along with reports of the Board of Directors and Auditors.

2. Ordinary Resolution: Re-appointment of Mr. Jay Vipul Bhatt (DIN: 09363173) as a director retiring by rotation.

3. Ordinary Resolution: Ratification of remuneration payable to M/s. R J & Associates, Cost Accountants (Firm Registration Number: 004690) as Cost Auditor for FY 2026-27.

4. Ordinary Resolution: Ratification of the appointment of M/s. SCS and CO. LLP, Practicing Company Secretaries, as Secretarial Auditor for a first term of five consecutive years from FY 2025-26 to FY 2029-30.

5. Ordinary Resolution: Approval of Material Related Party Transactions with Vital Synthesis Limited for FY 2026-27. (Promoters were interested in this resolution).

6. Special Resolution: Re-appointment of Mr. Vipul Bhatt (DIN: 06716658) as Chairman and Managing Director and payment of remuneration.

7. Special Resolution: Re-appointment of Mr. Jay Bhatt (DIN: 09363173) as a Whole-time Director and payment of remuneration.

Voting Process and Methods

The voting was conducted through a combination of remote e-voting and remote electronic voting during the AGM:

Remote E-Voting Period: Commenced at 9:00 AM on Friday, September 25, 2026, and ended at 5:00 PM on Sunday, September 27, 2026, via the NSDL e-voting platform.
Remote Electronic Voting during AGM: Facility was provided for shareholders present via VC/OAVM who had not voted remotely; available until 15 minutes after the closure of the AGM.
The meeting was held entirely through Video Conferencing (VC) / Other Audio Visual Means (OAVM) using the Microsoft Teams platform, as permitted by MCA Circulars, dispensing with the requirement for physical attendance and proxies.

Key Voting Outcomes

Overall Participation

Total Shareholders on Record Date: 2,175
Total Outstanding Shares: 23,951,100
Total Votes Polled: 17,934,521
Overall Voting Percentage: 74.8797%
Shareholders Attended Meeting via VC: 26 (7 Promoters/Promoter Group, 19 Public)

Resolution-Wise Results (All resolutions passed with 100% votes in favour)

Resolution 1 (Ordinary - Financial Statements):

Votes Polled: 17,934,521 (74.8797% of outstanding shares)
Votes In Favour: 17,934,521 (100% of votes polled)
Promoter & Promoter Group: 17,587,500 votes (100% in favour)
Public Institutions: 0 votes polled
Public Non-Institutions: 347,021 votes (100% in favour)

Resolution 2 (Ordinary - Re-appointment of Jay Vipul Bhatt):

Votes Polled: 17,934,521 (74.8797% of outstanding shares)
Votes In Favour: 17,934,521 (100% of votes polled)
Promoter & Promoter Group: 17,587,500 votes (100% in favour)
Public Institutions: 0 votes polled
Public Non-Institutions: 347,021 votes (100% in favour)

Resolution 3 (Ordinary - Cost Auditor Remuneration):

Votes Polled: 17,934,521 (74.8797% of outstanding shares)
Votes In Favour: 17,934,521 (100% of votes polled)
Promoter & Promoter Group: 17,587,500 votes (100% in favour)
Public Institutions: 0 votes polled
Public Non-Institutions: 347,021 votes (100% in favour)

Resolution 4 (Ordinary - Secretarial Auditor Appointment):

Votes Polled: 17,934,521 (74.8797% of outstanding shares)
Votes In Favour: 17,934,521 (100% of votes polled)
Promoter & Promoter Group: 17,587,500 votes (100% in favour)
Public Institutions: 0 votes polled
Public Non-Institutions: 347,021 votes (100% in favour)

Resolution 5 (Ordinary - RPT with Vital Synthesis):

Promoters, being interested, did not vote on this resolution.
Votes Polled: 347,021 (1.4489% of outstanding shares)
Votes In Favour: 347,021 (100% of votes polled)
Promoter & Promoter Group: 0 votes polled
Public Institutions: 0 votes polled
Public Non-Institutions: 347,021 votes (100% in favour)
Invalid Votes: 600 (all from Promoter and Promoter Group category)

Resolution 6 (Special - Re-appointment of Vipul Bhatt as CMD):

Votes Polled: 17,934,521 (74.8797% of outstanding shares)
Votes In Favour: 17,934,521 (100% of votes polled)
Promoter & Promoter Group: 17,587,500 votes (100% in favour)
Public Institutions: 0 votes polled
Public Non-Institutions: 347,021 votes (100% in favour)

Resolution 7 (Special - Re-appointment of Jay Bhatt as WTD):

Votes Polled: 17,934,521 (74.8797% of outstanding shares)
Votes In Favour: 17,934,521 (100% of votes polled)
Promoter & Promoter Group: 17,587,500 votes (100% in favour)
Public Institutions: 0 votes polled
Public Non-Institutions: 347,021 votes (100% in favour)

Scrutinizer's Role and Findings

Name of Scrutinizer: Anjali Sangtani (Partner, SCS & CO LLP)
Firm: SCS & CO LLP, Company Secretaries
Scrutinizer's Qualification: CS
Scrutinizer's Membership Number: F14118
Date of Appointment by Board: August 31, 2026
Date of Scrutinizer's Report: September 30, 2026
The scrutinizer was appointed under Section 108 of the Companies Act, 2013 read with relevant rules.
The scrutinizer's responsibility was to ensure a fair and transparent process for remote e-voting and remote electronic voting during the AGM.
The scrutinizer consolidated the results based on reports generated from the NSDL e-voting system.
The remote e-voting was unblocked, and the electronic voting reports were received from NSDL in the presence of two independent witnesses (Ms. Ruhani Shah and Ms. Mahak Saxena) on September 28, 2026, at around 12:59 PM IST.
The scrutinizer concluded that all resolutions were passed.

Compliance Confirmation

The document and the scrutinizer's report confirm that the meeting was conducted in compliance with:

The Companies Act, 2013 and the rules made thereunder.
SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015.
Secretarial Standard-2 on General Meetings.
MCA Circulars permitting AGMs through VC/OAVM (Circular No. 14/2020 and subsequent circulars, latest being General Circular No. 3/2025).
Relevant SEBI circulars.

The notice of the AGM was dispatched via email on September 5, 2026, and was also made available on the company's website (www.vitalgroup.co.in), the NSDL e-voting website (www.evotingnsdl.com), and the websites of the stock exchanges. A newspaper advertisement was published in the Financial Express (English and Gujarati) on September 6 and 7, 2026, respectively.

Other Information

Corporate Identity Number (CIN): L24299GJ2021PLC127538
Corporate Office: B-406, Mondeal Heights, Opp. Karnavati Club, S.G. Highway, Ahmedabad, Gujarat, INDIA-380015.
Plant Address: Plot No: D-3 / 151 & 158, GIDC, Dahej III, Dist. Bharuch, Gujarat, INDIA-392 130.
Contact: +91 - 79 - 4600 5840; info@vitalgroup.co.in