Chemiesynth (Vapi) Ltd

AGM Details

• Date and time: 30 September 2026 at 11:00 AM.
• Mode: physical AGM at the registered office.
• Record date: 23 September 2026; shareholders on record: 539.
• Meeting end: 11:30 AM.
• Total resolutions put to vote: 18.

Key resolutions

• Adoption of annual financial statements and reports.
• Director rotation/appointment by rotation.
• Increase in authorized share capital and alteration of MOA.
• Alteration of Articles of Association.
• Approval of ESOP scheme totaling 5% of share capital.
• Approval of related party transactions with group entities and promoters.

Voting results

• All resolutions passed at the AGM.

Director changes

• Director rotation/appointment approved.

Material related party transactions

• Approval of related party transactions with group and promoter entities.

Other material approvals

• Capital structure amendments and ESOP approval confirmed.

AGM Details

• Held on 30 Sep 2026 at 11:00 AM; physical meeting at registered office with e-voting.
• E-voting window: 27-29 Sep 2026; shareholder cut-off date: 23 Sep 2026.

Key Resolutions

• Adopt financial statements for year ended 31 Mar 2026.
• Reappoint Rushabh Mehta as director, liable to retire by rotation.
• Approve related party transactions with group promoters up to set limits.
• Increase authorised share capital and amend MOA to reflect new capital.
• Alter Articles of Association to adopt new Table F and NCRPS provisions.
• Approve issue of 5% unlisted NCRPS on private placement up to ₹15 crore.

Voting Results

• Adoption of financial statements: voting results not disclosed.
• Reappointment of Rushabh Mehta: voting results not disclosed.
• RPT approvals: voting results not disclosed.
• Capital increase and MOA alteration: voting results not disclosed.
• AOA alteration: voting results not disclosed.
• NCRPS issue: voting results not disclosed.

RPT Details

• CS Specialty Chemicals Pvt Ltd (Common Control): intercorporate deposits/loans; max ₹15 cr.
• CS Fine Interchem Pvt Ltd (Common Control): purchase/sale of goods/assets; max ₹10 cr.
• Star Performance Chemicals Pvt Ltd (Common Control): deposits/interest; max ₹1 cr.
• Promoters Satish B. Zaveri & Sandip S. Zaveri: unsecured loans; max ₹10 cr.

Director Changes

• Rushabh Mehta reappointed as director; liable to retire by rotation.

AGM Details

• Date and time: 30 September 2026, 11:00 AM to 11:30 AM.
• Mode: Physical AGM at the registered office with electronic voting.
• e-Voting window: 27–29 September 2026; cut-off 23 September 2026.

Key Resolutions

• Ordinary: Adopt financial statements for year ended 31 March 2026.
• Ordinary: Reappoint Rushabh Mehta as director liable to rotate.
• Special: Approve related party transactions with group companies and promoters; max annual limits.
• Special: Increase authorized share capital; amend MOA to ₹18.25 crore; 32.5 lakh equity, 15 lakh pref.
• Special: Alter Articles of Association to align with Act and include NCRPS provisions.
• Special: Approve offer and issue of unlisted 5% NCRPS up to ₹15 crore; private placement.

Voting Results

• Ordinary: Adoption outcome not disclosed.
• Ordinary: Rushabh Mehta reappointment outcome not disclosed.
• Special: RPTs with related parties outcome not disclosed.
• Special: Capital increase outcome not disclosed.
• Special: AOA alteration outcome not disclosed.
• Special: NCRPS private placement outcome not disclosed.

Director Changes

• Reappointment of Rushabh Mehta as director liable to retire by rotation.

Material Related Party Transactions

• CS Speciality Chemicals Pvt Ltd: intercorporate deposits/loans/interest; max ₹15 crore.
• CS Fine Interchem Pvt Ltd: purchase/sale of goods/assets/services; max ₹10 crore.
• Star Performance Chemicals Pvt Ltd: intercorporate deposits/interest; max ₹1 crore.
• Mr. Satish B. Zaveri and Mr. Sandip S. Zaveri: unsecured loans/repayment/interest; max ₹10 crore.

Capital & Governance Approvals

• Board authorized to file MGT-14 and ROC forms to implement resolutions.

Other Approvals

• Board authorized to finalize documents and execute filings with ROC/regulators.

Chemiesynth (Vapi) Limited — Trading window closure from Oct 1, 2026 until 48 hours after the unaudited half-year 2026 results for the period ended Sep 30, 2026 (board to approve results on/before Nov 14, 2026).

AGM details

• 40th AGM scheduled for 30 September 2026 at 11:00 IST in Vapi.
• Web-link with complete AGM details and annual report available on the company's website.
• Cut-off date for sending the link to members without registered emails is 23 September 2026.

KYC and physical shareholding

• Reminder to update KYC details under SEBI circular, and dematerialize physical securities.
• Physical-holdings with incomplete PAN or contact data face electronic payments only.
• KYC update forms ISR-1, ISR-2, ISR-3, SH-13, SH-14 referenced; updates through Purva Sharegistry.

Financial snapshot

• Gross income rose to 21,44,87,091 from 18,89,91,288.
• Profit before depreciation and tax: 37,20,137.
• Profit before tax: (1,04,81,876).
• Profit after tax: (98,92,882).
• Capital expenditure: 3,05,55,956.

Capital & governance actions

• RPT approvals with group/promoters up to ₹15cr, ₹10cr, ₹1cr, ₹5cr.
• Increase authorised share capital to ₹18.25cr; MOA Clause V amended.
• Adoption of new Articles of Association; NCRPS provisions included.
• Private placement of 5% NCRPS up to ₹15cr; 7-year redemption; 5% dividend.

Shareholding & dividends

• Equity capital: 30.7 million shares at ₹10 each.
• Dividend: no dividend declared for FY2025-26.
• Promoters: Satish B Zaveri 38.82%; Sandip S Zaveri 15.89%; United Phosphorus Ltd 30%.
• Total promoter stake: 62.09%.

Governance & controls

• Board strength: five directors; two independent; MD manages day-to-day.
• Audit Committee: three members; chaired by independent director Jigna Prajapati; five meetings.
• CFO change: Parimal Desai passed away; Suresh Lad appointed 5 Dec 2025.
• Secretarial auditors: Nitin Sarfare; renewal for five years.

Operations & outlook

• Industry outlook: agrochemicals CAGR 6-8% projected 2026-2029.
• Risks: regulatory costs, raw-material price volatility, R&D intensity.
• Energy, safety, and process improvements prioritized; focus on efficiency.

Liquidity & working capital

• Borrowings: non-current ₹80,350k; current ₹79,893k.
• Trade payables: ₹28,259k; MSME ₹12,208k.
• Cash at year-end: ₹195k.

AGM Details

• Date and time: 30 September 2026, 11:00 AM; mode: physical at Vapi venue; book closure: 24–30 September 2026.

AGM resolutions

• Ordinary: Adoption of Board and Auditors' reports and accounts.
• Ordinary: Reappointment of Rushabh Mehta as director liable to retirement by rotation.
• Special: Approval of related party transactions with group companies and promoters within thresholds.
• Special: Increase authorised share capital and alter MOA capital clause.
• Special: Alteration and adoption of a new Articles of Association.
• Special: Approval for issue of 5% NCRPS via private placement up to INR 15 crore.

AGM date corrections

• Share Transfer Book Closure corrected to 24/09/2026 to 30/09/2026 (inclusive).
• Benpose Date corrected to 28/08/2026.
• Relates to 40th AGM book closure; other contents unchanged.