Disclosure under Regulation 30 of SEBI (LODR) Regulations, 2015
Meeting Details
This is a postal ballot process without a physical meeting. The remote e-voting period is scheduled from Friday, 21st August, 2026 (9:00 A.M.) to Sunday, 20th September, 2026 (5:00 P.M.). The cut-off date for determining shareholder eligibility is Friday, 14th August, 2026.
Proposed Resolutions and Implications
The company seeks approval for one Ordinary Resolution:
Resolution 1: Approval of transactions up to Rs. 650 crores (Rupees Six Hundred and Fifty Crores only) with Standard Greases & Technologies Private Limited, a related party, for a period of one year from 16th August, 2026 to 15th August, 2027 in terms of Regulation 23 of SEBI Listing Regulations.
The specific breakdown of proposed transactions includes:
- Purchase of Goods: Rs. 600 crores
- Sale of Lubricants: Rs. 50 crores
- Total: Rs. 650 crores
This represents 29.97% of the company's annual consolidated turnover for FY 2025-26 (Rs. 2,168.54 crores).
Voting Process and Methods
The company has engaged National Securities Depository Limited (NSDL) as its agency for providing e-voting facility. Voting will be conducted exclusively through remote e-voting with no physical polling. The e-voting module will be disabled by NSDL after the voting period ends.
Key Voting Outcomes
Voting results will be declared on Monday, 21st September, 2026, and will be:
- Displayed at the Registered Office and Corporate Office of the Company
- Intimated to NSE and BSE within 48 hours from conclusion of e-voting
- Uploaded on the company's website (www.veedolindia.com) and NSDL's website (www.evoting.nsdl.com)
The resolution will be deemed passed on 20th September, 2026 if approved by requisite majority.
Scrutinizer Appointment and Role
The Board of Directors has appointed Shri Manoj Prasad Shaw, Practicing Company Secretary, Kolkata (FCS No. 5517), as the Scrutinizer to conduct the Postal Ballot and e-voting process in a fair and transparent manner. The Scrutinizer will submit his consolidated report to the Chairman after completion of scrutiny, and his decision on the validity of votes cast will be final.
Compliance with Laws and Regulations
The notice confirms compliance with:
- Section 108 & 110 of the Companies Act, 2013
- Rule 22 of the Companies (Management and Administration) Rules, 2014
- Secretarial Standard-2 on General Meetings
- Regulation 44 of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015
- MCA and SEBI Circulars regarding e-voting facilities
Additional Financial and Operational Information
The explanatory statement provides detailed information about the related party transaction:
- Standard Greases & Technologies Private Limited (SGTPL) acquired the manufacturing business of Lubricating Oils and Greases from Standard Greases & Specialities Private Limited via NCLT order
- SGTPL is considered a related party as Directors Shri Durgesh S. Chandavarkar (Chairman) and Shri Vinod S. Vyas serve on both companies' boards
- Transactions in current financial year: Q1 - Nil, Q2 (till date) - Rs. 12.97 crores
- SGTPL's financial performance for FY 2025-26: Turnover - Nil, Profit After Tax - (Rs. 3.37 crores), Net Worth - Rs. 7.02 crores
- The Audit Committee and Board granted omnibus approval on 10th August, 2026
- Related parties shall not vote on this resolution as per Section 188(1) of Companies Act, 2013
The notice emphasizes that the transactions are in the ordinary course of business, ensure continuity of supply, and are proposed at arm's length commercial terms prevailing at the time of execution.