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CHEMICALS LIMITEDACUTAASNew2026-08-2917:00:002026-08-29Annual General MeetingVideo Conference (VC) or Other Audio-Visual Means (OAVM)1Thursday2026-09-2411:30:00SURAT9Acutaas Chemicals LimitedAcutaas Chemicals Electrolytes Private LimitedSubsidiary CompanySale of goods or services20000000002026-09-242027-09-30From the date of this 19th Annual General Meeting till the 20th Annual General Meeting of the Company, held within the timelines prescribed under section 96 of the Companies Act 2013Acutaas Chemicals LimitedAcutaas Chemicals Electrolytes Private LimitedSubsidiary CompanyPurchase of goods or services5000000002026-09-242027-09-30From the date of this 19th Annual General Meeting till the 20th Annual General Meeting of the Company, held within the timelines prescribed under section 96 of the Companies Act 2013Acutaas Chemicals LimitedAcutaas Chemicals Electrolytes Private LimitedSubsidiary CompanyLoan3000000002026-09-242027-09-30From the date of this 19th Annual General Meeting till the 20th Annual General Meeting of the Company, held within the timelines prescribed under section 96 of the Companies Act 2013Acutaas Chemicals LimitedAcutaas Chemicals Electrolytes Private LimitedSubsidiary CompanyAny other transactionAny other transfer of resources, Services, obligations, reimbursement of expenses etc1000000002026-09-242027-09-30From the date of this 19th Annual General Meeting till the 20th Annual General Meeting of the Company, held within the timelines prescribed under section 96 of the Companies Act 2013Ordinary ResolutionAdoption of Financial StatementsAudited Standalone Financial Statements of the Company for the financial year ended on 31st March, 2026:“RESOLVED THAT the Audited Standalone Financial Statements including Balance Sheet as at March 31, 2026 and Profit & Loss Account and Cash Flow Statement for the year ended on that date together with the schedules and notes attached thereto, along with the Reports of Board of Directors and the Auditors thereon be and are hereby considered, approved and adopted.” Audited Consolidated Financial Statements of the Company for the financial year ended on 31st March, 2026: “RESOLVED THAT the Audited Consolidated Financial Statements including Balance Sheet as at March 31, 2026 and Profit & Loss Account and Cash Flow Statement for the year ended on that date together with the schedules and notes attached thereto, along with the Reports of Board of Directors and the Auditors thereon be and are hereby considered, approved and adopted.”Ordinary ResolutionIssuance/Corporate ActionDividend“RESOLVED THAT Final Dividend at the rate of 50% i.e Rs. 2.50/- (Rupees Two and fifty paise only) per equity share of the face value of Rs. 5/- (Rupees Five only) each, on 8,18,71,122 equity shares of the Company be and is hereby declared to the shareholders of the Company whose name appear in the Register of Members / list of beneficial owners as on the record date fixed for the purpose of determining the eligibility of members for final dividend, which shall be paid out of the profits of the Company for the financial year ended on March 31, 2026.”Ordinary ResolutionAppointment/Re-appointment/Removal/Ratification/Retirement/RemunerationRetirement by rotation“RESOLVED THAT Mr. Chetankumar Chhaganlal Vaghasia (DIN : 01375540), Director of the Company, who retires by rotation at this Annual General Meeting in accordance with section 152(6) of the Companies Act, 2013 and being eligible for reappointment, be and is hereby reappointed as Director of the Company, liable to retire by rotation.”Executive DirectorChetankumar Chhaganlal Vaghasia013755402026-05-012031-04-30Ordinary ResolutionAppointment/Re-appointment/Removal/Ratification/Retirement/RemunerationRatification“RESOLVED THAT pursuant to provision of Section 148(3) of the Companies Act, 2013 read with Rule 4 of Companies (Audit & Auditors) Rules, 2014 and other applicable provision of the Companies Act 2013 read with rules made thereunder including statutory modification or re- enactments thereof from time to time, and pursuant to the recommendation of the Audit Committee and approved by the Board of Directors the Company hereby ratifies the remuneration of Rs. 4,00,000/- (Rupees Four Lakhs only) excluding out of pocket expenses plus applicable taxes payable to M/s Chirag Vallabhbhai Vekariya & Co., Cost and Management Accountants (Firm’s Registration No. 001422) who have been appointed by the Board of Directors as the Cost Auditors of the Company, to conduct the cost audit of the cost records of Company for the F.Y. 2026-27. RESOLVED FURTHER THAT the Board of Directors of the Company, (including its Committees thereof), be and are hereby authorized to do all such acts, deeds, matters and things as may be deemed proper, necessary, or expedient, including filing the requisite forms or submission of documents with any authority or accepting any modifications as required by such authorities, for the purpose of giving effect to this Resolution and for matters connected therewith, or incidental thereto.”OthersCost AuditorsM/s Chirag Vallabhbhai Vekariya & Co., Cost and Management Accountants (Firm’s Registration No. 001422)2026-04-012027-03-31Ordinary ResolutionAppointment/Re-appointment/Removal/Ratification/Retirement/RemunerationRe-appointment“RESOLVED THAT pursuant to and in accordance with the provisions of Section 196, 197, 198, 203, Schedule V of the Companies Act, 2013 read with Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 and all other applicable provisions made under the Companies Act, 2013, SEBI (Listing Obligations and Disclosure Requirements), Regulations, 2015 (including any statutory modification(s) or re-enactment(s) thereof for the time being in force), Articles of Association of the Company, and upon recommendation of Nomination and Remuneration Committee and Board of Directors and in terms of Nomination & Remuneration Policy of Company, consent of the Members of the Company is hereby accorded for reappointment of Mr. Ram Mohan Lokhande (DIN 08117035) as the Whole Time Director and Key Managerial Personnel of the Company, for a period of five years starting with effect from February 08, 2027 till February 07, 2032 (“Tenure”) (both days inclusive) and payment of remuneration on the terms and conditions approved by the Board as set out in the Explanatory Statement, during his tenure as Whole Time Director of the Company, and that such remuneration shall not exceed 5% (five percent) per annum of the net profits of Company calculated as per Section 198 of the Act (“Net Profits”), being the limit of remuneration specified to any one Managing Director or Whole Time Director or Manager under Section 197 of the Act, and if there are more than one such Director, overall remuneration shall not exceed 10% (ten percent) per annum of the Net Profits to all such Directors taken together. RESOLVED FURTHER THAT the office of Mr. Ram Mohan Lokhande shall be reckoned for the purpose of arriving Directors liable to retire by rotation and as long as he functions as the Whole Time Director of the Company, he will not be paid any sitting fees for attending the meetings of the Board of Directors or any committee(s) thereof. RESOLVED FURTHER THAT for the purpose of giving effect to the foregoing resolution, the Board of Directors (which term shall be deemed to include any Committee of the Board authorized in the said behalf) be and is hereby authorised to vary and / or revise the remuneration of Ram Mohan Lokhande within limits permissible under the Companies Act 2013, and to do all such acts, deeds and things, as it may in its absolute discretion deem necessary, proper or desirable, and to settle any question, difficulty or doubt that may arise in respect of aforesaid without being required to seek any further consent or approval of the Members of Company, or otherwise to the end and intent that they shall be deemed to have given their approval thereto expressly by the authority of this resolution.”Executive DirectorRAM MOHAN LOKHANDE081170352027-02-082032-02-072Special ResolutionAppointment/Re-appointment/Removal/Ratification/Retirement/RemunerationRe-appointment“RESOLVED THAT pursuant to and in accordance with the provisions of Sections 149, 152 & 161 read with Schedule IV of the Companies Act, 2013 and the Companies (Appointment and Qualification of Directors) Rules, 2014 (including any amendments, modifications or re-enactment, rules made thereunder each as amended) (“Companies Act”) read with Regulations 17, 25 and other applicable regulations of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 as amended (“Listing Regulations”) and other applicable provisions of law, if any, and pursuant to the recommendation of the Nomination and Remuneration Committee and the Board of Directors in terms of the Nomination & Remuneration Policy and as per the provisions of the Articles of Association of the Company, Mrs. Anita Bandyopadhyay (DIN: 08672071), who was appointed as a Non-executive Independent Director for a term of five consecutive years starting from February 08, 2022 and who holds office up to February 07, 2027 and who has submitted a declaration that she meets the criteria for independence as provided under Section 149(6) of the Companies Act and Regulation 16(1) (b) of the Listing Regulations, be and is hereby re-appointed as a Non Executive & Independent Director of the Company, not liable to retire by rotation, for a second term of five consecutive years starting from February 08, 2027 till February 07, 2032. (both days inclusive). RESOLVED FURTHER THAT pursuant to the provisions of Regulation 17(6)(a) of the Listing Regulations and all other applicable provisions, Mrs. Anita Bandyopadhyay shall be entitled to receive sitting fees for attending meetings of the Board or any committees thereof and profit based commission, if any, as may be determined by the Board from time to time, which shall not exceed the limits prescribed under section 197 read with Schedule V and other applicable provisions, if any, of the Companies Act and Listing Regulations. RESOLVED FURTHER THAT the Board of Directors and the Company Secretary of the Company, be and are hereby severally authorized to take such steps and to do all such acts, deeds, matters and things as may be considered necessary, proper and expedient to give effect to this Resolution.”Non-Executive - Independent DirectorANITA BANDYOPADHYAY086720712027-02-082032-02-072Special ResolutionOthersOthersTo Grant employee stock options to the employees of subsidiary company(ies) under ‘Ami Organics Employees Stock Option Scheme 2023’“ RESOLVED THAT pursuant to the provisions of Section 62(1) (b) and other applicable provisions, if any, of the Companies Act, 2013 and the Rules made there under, Regulation 6(3)(c) of the Securities and Exchange Board of India (Share Based Employee Benefits and Sweat Equity) Regulations 2021 read with all circulars and notifications issued thereunder (“SBEBS Regulations”), the relevant provisions of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015, the relevant provisions of the Memorandum and Articles of Association of the Company and subject further to such other approvals, permissions and sanctions as may be necessary, subject to such conditions and modifications as may be prescribed or imposed while granting such approvals, permissions and sanctions, approval of the Members be and is hereby accorded, authorizing the Board of Directors of the Company (hereinafter referred to as the “Board” which term shall be deemed to include any committee, including the Nomination and Remuneration Committee which the Board has constituted to exercise its powers, including the powers, conferred by this resolution) to offer, grant, issue and transfer from time to time, in one or more tranches of such number of employee stock options available for Grants (“Options”) under the ‘Ami Organics Employees Stock Option Scheme 2023’ (“ESOS 2023”) within the limit prescribed therein to the eligible employees of subsidiary(ies) of the Company, registered in India, as may be decided by Board/ Committee under the Ami Organics Employees Stock Option Scheme 2023, exercisable into a corresponding number of equity shares of face value of I 5/- (Rupees Five only) each fully paid-up, where one employee stock Option would convert into one equity share upon exercise, on such terms and in such manner as the Board/ Committee may decide in accordance with the provisions of the applicable laws and the provisions of ESOS 2023. RESOLVED FURTHER THAT for the purpose of giving effect to the above Resolution, the Board and / or the Nomination and Remuneration Committee be and is hereby authorized to do all such acts, deeds, things and matters, and settling all such issues, questions, difficulties or doubts whatsoever that may arise and to take all such decisions with regard to the powers herein conferred to, without being required to seek further consent or approval of the Members or otherwise to the end and intent that the Members shall be deemed to have given their approval thereto expressly by the authority of this Resolution.”Special ResolutionOthersOthersApproval to advance Loan or give Guarantee or provide Security under section 185 of the Companies Act, 2013“RESOLVED THAT pursuant to Section 185, section 186 and other applicable provisions if any, of the Companies Act, 2013 (“the Act”) read with the Companies (Meetings of Board and its Powers) Rules, 2014 (including any statutory modification(s) or amendment(s) or re-enactment(s) thereof, for the time being in force) and pursuant to the applicable provisions of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 (“SEBI Listing Regulations”), as amended from time to time and in accordance with Memorandum and Articles of Association of the Company, approval of the Members of the Company be and is hereby accorded to the Board of Directors of the Company (hereinafter referred to as the “Board” which term shall include any Committee constituted by the Board or any person(s) authorized by the Board to exercise its powers, including the powers conferred by this Resolution), for having advanced and for continuing to advance, from time to time, loan(s) in one or more tranches including loan represented by way of book debt (“Loan”) , and/or giving of guarantee(s), and/ or providing of security(ies) in connection with any Loan taken/ to be taken by Acutaas Chemicals Electrolytes Private Limited (“ACEPL”) a Subsidiary of the Company, up to a sum not exceeding Rs. 1000/- million (Rupees One Thousand Million only) outstanding at any point of time on such terms and conditions as may be decided by the Board in its absolute discretion, deem beneficial and in the best interest of the Company. RESOLVED FURTHER THAT the aforesaid loans shall be utilised by ACEPL for its principal business activities and shall be advanced on such terms and conditions, including tenure, rate of interest, repayment schedule, security, if any, and other commercial terms, as may be determined by the Board, subject to the applicable provisions of the Act, rules made thereunder and the SEBI Listing Regulations. RESOLVED FURTHER THAT the Board of Directors of the Company (including any Committee thereof) be authorised to do all such acts, deeds, matters and things as it may deem fit in its absolute discretion and to take all such steps as may be required in this connection including finalising and executing necessary agreement(s), deeds and such other documents as may be required, seeking all necessary approvals to give effect to this Resolution, for and on behalf of the Company and settling all such issues, questions, difficulties or doubts whatsoever that may arise and to take all such decisions with regard to the powers herein conferred to, without being required to seek further consent or approval of the Members or otherwise to the end and intent that the Members shall be deemed to have given their approval thereto expressly by the authority of this Resolution.”Ordinary ResolutionRelated Party Transaction“RESOLVED THAT pursuant to the provisions of Regulation 23(4), 2(1)(zc) and other applicable Regulations of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 (“Listing Regulations”), the applicable provisions of the Companies Act, 2013 read with Rules made thereunder and other applicable provisions, if any, [including any statutory modification(s) or amendment(s) thereto or re-enactment(s) thereof, for the time being in force], the Company’s Policy on Related Party Transactions, and subject to such approval(s), consent(s), permission(s) as may be necessary from time to time and based on the recommendation of the Audit Committee and the approval of Board of Directors of the Company, approval of the Members be and is hereby accorded to enter into/carrying out/modify/extend or continue with the existing transaction(s)/contract(s)/arrangement(s)/agreement(s) (whether by way of an individual transaction or transactions taken together or series of transactions or otherwise), as more specifically set out in the explanatory statement and on such material terms and conditions as mentioned therein and as may be mutually agreed between the parties, with Acutaas Chemicals Electrolytes Private Limited (“ACEPL”), subsidiary and a Related Party of the Company as per Regulation 2(1)(zb) of the Listing Regulations, from the date of this 19th Annual General Meeting till the 20th Annual General Meeting of the Company, held within the timelines prescribed under section 96 of the Companies Act 2013, notwithstanding the fact that such contract(s)/arrangement(s)/ agreement(s)/transaction(s), whether individually and/or in the aggregate, may exceed the threshold as specified in Schedule XII of Listing Regulations, or any other materiality threshold as may be applicable under law / regulations from time to time, such that the aggregate value of the Related Party Transactions with ACEPL shall not breach the maximum limit of Rs. 2,900 million (Rupees Two thousand and Nine-hundred million only), provided that the said contract(s)/arrangement(s) /agreement(s)/transaction(s), shall be carried out in the ordinary course of business of the Company and at an arm’s length basis. RESOLVED FURTHER THAT the Board of Directors of the Company (including any Committee thereof) be authorised to do all such acts, deeds, matters and things as it may deem fit in its absolute discretion and to take all such steps as may be required in this connection including finalising and executing necessary contract(s), scheme(s), agreement(s) and such other documents as may be required, seeking all necessary approvals to give effect to this Resolution, for and on behalf of the Company and settling all such issues, questions, difficulties or doubts whatsoever that may arise and to take all such decisions with regard to the powers herein conferred to, without being required to seek further consent or approval of the Members or otherwise to the end and intent that the Members shall be deemed to have given their approval thereto expressly by the authority of this Resolution RESOLVED FURTHER THAT the Board (including its Committees thereof), be and is hereby authorized to delegate all or any of the powers herein conferred, to any Director, Committee or any other Officer(s) / Authorized Representative(s) of the Company to give effect to the aforesaid Resolution. RESOLVED FURTHER THAT all actions taken by the Board of Directors of the Company (including any Committee thereof) or any person so authorized by the Board/ Committee in connection with any matter referred to or contemplated in this Resolution, be approved, ratified and confirmed in all respects.”