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India Glycols Ltd — Proxy Solicitation & Information Statement 2025
Oct 17, 2025
61672_rns_2025-10-17_7e816e6c-dcd6-48df-bcf6-04531cf7a9db.pdf
Proxy Solicitation & Information Statement
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IGL/SE/2025-26/55
17[th ] October, 2025
The Manager (Listing) BSE Limited 1[st] Floor, New Trading Ring, Rotunda Building, P.J. Towers, Dalal Street, Mumbai- 400 001 Scrip Code: 500201
The Manager (Listing) National Stock Exchange of India Limited Exchange Plaza, C-1, Block G, Bandra Kurla Complex, Bandra (East) Mumbai – 400 051 Symbol: INDIAGLYCO
Dear Sirs ,
Sub: Notice of 01/2025-26 Extraordinary General Meeting and Intimation of E-Voting facility.
Further to our letter bearing no. IGL/SE/2025-26/53 dated 16[th] October, 2025 and pursuant to the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 ("SEBI Listing Regulations"), kindly find enclosed herewith Notice of the 01/2025-26 Extraordinary General Meeting ("EGM") of the Members of the Company scheduled to be held on Wednesday, 12[th] November, 2025 at 11:00 A.M. (IST) through Video Conferencing/ Other Audio Visual Means (“VC/OAVM”) in accordance with relevant circulars issued by the Ministry of Corporate Affairs (“MCA”).
In compliance with the applicable provisions of the Companies Act, 2013 read with MCA Circulars, the EGM Notice along with login details for joining the EGM through VC/ OAVM facility including e-voting, is being sent only through electronic mode to those Members whose names appear in the Register of Members/ Beneficial Owners maintained by the Depositories as on Friday, 10[th] October, 2025, and whose e-mail addresses are registered with the Company/RTA/Depositories and is also available on the Company’s website at https://www.indiaglycols.com/wpcontent/uploads/noticeegm.pdf.
As per Section 108 of the Companies Act, 2013 read with Rule 20 of the Companies (Management & Administration) Rules, 2014 and Regulation 44 of the SEBI Listing Regulations, the Company is providing the facility to cast vote by electronic means (Remote e-voting prior to EGM and e-voting during the EGM) on resolution set out in the Notice of 01/2025-26 EGM to those Members, who are holding shares either in physical or in electronic form as on the cut-off date i.e. Wednesday, 5[th] November, 2025. The remote e-voting will commence on Saturday, 8[th] November, 2025 (9:00 A.M.) and end on Tuesday, 11[th] November, 2025 (5:00 P.M.). Detailed instructions for, inter-alia, remote e- voting prior to EGM and evoting at the EGM and for participation in the EGM are mentioned in the said Notice.
This is for your information and record.
Thanking you, Yours truly, For India Glycols Limited Digitally signed by ANKUR JAIN ANKUR JAIN Date: 2025.10.17 17:17:16 +05'30' Ankur Jain Head (Legal) & Company Secretary Encl: A/a
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INDIA GLYCOLS LIMITED CIN: L24111UR1983PLC009097
Registered Office : A-1, Industrial Area, Bazpur Road, Kashipur-244713, Distt. Udham Singh Nagar, Uttarakhand Phone : +91 5947-269000, 269500 Fax : +91 5947-275315, 269535 Website : www.indiaglycols.com, E-Mail : [email protected]
NOTICE OF 01/2025-26 EXTRAORDINARY GENERAL MEETING
NOTICE is hereby given that 01/2025-26 Extraordinary General Meeting (“EGM”) of the Members of India Glycols Limited ( “the Company” ) will be held on Wednesday, 12[th] November, 2025, at 11:00 A.M. (IST) through Video Conferencing (“VC”)/ Other Audio Visual Means (“OAVM”), to transact the following business:
SPECIAL BUSINESS:
1. To approve Issuance of Equity Shares on Preferential Basis
To consider and if thought fit, to pass, the following resolution as a SPECIAL RESOLUTION:
“RESOLVED THAT pursuant to the provisions of Sections 23, 42, 62(1)(c) and other applicable provisions, if any, of the Companies Act, 2013 (hereinafter referred to as “the Act”) read with the Companies (Prospectus and Allotment of Securities) Rules, 2014, as amended and the Companies (Share Capital and Debentures) Rules, 2014, as amended and other relevant rules made thereunder (including any statutory modification(s) thereto or re-enactment thereof for the time being in force), enabling provisions in Memorandum and Articles of Association of the Company, provisions of the uniform listing agreement entered into by the Company with BSE Limited (“BSE”) and National Stock Exchange of India Limited (“NSE”) , where the shares of the Company are listed (“Stock Exchanges”) , and in accordance with the guidelines, rules and regulations of the Securities and Exchange Board of India (“ SEBI ”), as amended including the SEBI (Issue of Capital and Disclosure Requirements) Regulations, 2018, as amended (“ SEBI ICDR Regulations ”), the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 (“ SEBI Listing Regulations ”), as amended, the SEBI (Substantial Acquisition of Shares & Takeovers) Regulations, 2011 (“ SEBI Takeover Regulations ”) as amended, the Foreign Exchange Management Act, 1999 (“ FEMA ”), as amended and in accordance with other applicable rules, regulations, circulars, notifications, clarifications and guidelines issued thereon, from time to time, by Ministry of Corporate Affairs (“ MCA ”), Reserve Bank of India (“ RBI ”) and / or any other competent authorities, and subject to the approvals, consents, permissions and / or sanctions, as may be required from the Government of India (“ GOI ”), SEBI, Stock Exchanges, and any other relevant statutory, regulatory, governmental authorities or departments, institutions or bodies and subject to such terms, conditions, alterations, corrections, changes, variations and/or modifications, if any, as may be prescribed by any one or more or all of them in granting such approvals, consents, permissions and / or sanctions and which may be agreed to by the Board of Directors of the Company (hereinafter referred to as the “ Board ” which term shall be deemed to include any Committee, which the Board has constituted to exercise one or more of its powers, including the powers conferred hereunder), the consent of the Members of the Company be and is hereby accorded, to create, issue, offer and allot, on a preferential basis up to 51,03,765 (Fifty One Lakh Three Thousand Seven Hundred Sixty Five) Equity shares of face value of ₹5/- (Rupees Five only) each (“ Equity Shares ”) for cash, at a price of ₹915/- (Rupees Nine Hundred Fifteen only) per equity share (including a premium of ₹910/- (Rupees Nine Hundred Ten only) per equity share), determined in accordance with the provisions of Chapter V of SEBI ICDR Regulations, for an aggregate amount of up to ₹4,66,99,44,975/- (Rupees Four Hundred Sixty Six Crore Ninety Nine Lakh Forty Four Thousand Nine Hundred Seventy Five only), on such terms and conditions and in such manner as may be finalized by the Board, to the below mentioned persons/entities belonging to the “Promoter and Promoter Group” and “Non-Promoter” category (“ Proposed Allottees ”) in the manner as follows:
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Category No. of Equity Total Amount
(Promoter / Shares of face including
Sr. No. Name of the Proposed Allotees Promoter value of ₹5/- each premium (in ₹)
Group/ Non- to be allotted (up (up to)
Promoter) to)
1 Kashipur Holdings Limited Promoter 21,85,790 1,99,99,97,850
2 360 One Pipe Fund Non-Promoter 7,10,380 64,99,97,700
3 360 One Special Opportunities Fund-Series 12 Non-Promoter 4,80,870 43,99,96,050
4 Founders Collective Funds Non-Promoter 2,73,220 24,99,96,300
5 Shri Anirudha Bubna Non-Promoter 2,73,220 24,99,96,300
6 QRG Investments and Holdings Limited Non-Promoter 2,18,575 19,99,96,125
7 360 One Special Opportunities Fund-Series 13 Non-Promoter 1,74,860 15,99,96,900
8 Tilak Investment Private Limited Non-Promoter 1,63,930 14,99,95,950
9 360 One Private Equity Fund-Series 2 Non-Promoter 1,63,930 14,99,95,950
10 Negen Undiscovered Value Fund Non-Promoter 1,63,930 14,99,95,950
11 360 One Special Opportunities Fund-Series 11 Non-Promoter 1,09,285 9,99,95,775
12 Kama Reality (Delhi) Limited Non-Promoter 54,640 4,99,95,600
13 Rose Farms (Delhi) LLP Non-Promoter 54,640 4,99,95,600
14 Shri Sandip Somany Joint with Smt. Sumita Somany Non-Promoter 43,715 3,99,99,225
15 Smt. Ritu Jain Non-Promoter 21,855 1,99,97,325
16 Shri Shashvat Somany Joint with Shri Sandip Somany Non-Promoter 10,925 99,96,375
Total 51,03,765 4,66,99,44,975
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RESOLVED FURTHER THAT the “ Relevant Date ” , as per the provisions of Chapter V of the SEBI ICDR Regulations for the purpose of determining the minimum issue price of the Equity Shares proposed to be allotted to the above mentioned
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allottee is Monday, 13[th] October, 2025 i.e., being the 30[th] day prior to the date of the Extraordinary General Meeting of the shareholders of the Company scheduled to be held on Wednesday,12[th] November, 2025.
RESOLVED FURTHER THAT subject to receipt of such approvals as may be required under applicable law, consent of the Members be and is hereby accorded to record the name and other details of the Proposed Allottees and to issue a private placement offer cum application letter in Form PAS-4, to the Proposed Allottees inviting them to subscribe to the Shares in accordance with the provisions of the Act.
RESOLVED FURTHER THAT the aforesaid issue of Equity shares shall be subject to the following terms and conditions:
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(a) The Equity shares to be issued and allotted shall be fully paid up and rank pari-passu with the existing equity shares of the Company in all respects (including with respect to dividend and voting powers) from the date of allotment thereof and be subject to the requirements of all applicable laws and shall be subject to the provisions of the Memorandum of Association and Articles of Association of the Company.
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(b) The Equity Shares shall be allotted by the Company to the Proposed Allottees in dematerialized form within a period of 15 (Fifteen) days from the date of receipt of Members approval, provided that, where the issue and allotment of the said Equity Shares is pending on account of pendency of approval of any Regulatory Authority (including, but not limited to BSE, NSE and/or SEBI) or the Government of India, the issue and allotment shall be completed within a period of 15 (Fifteen) days from the date of receipt of last of such approvals.
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(c) The price determined above shall be subject to appropriate adjustments as permitted under the rules, regulations, and laws, as applicable from time to time.
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(d) The entire pre-preferential equity shareholding of the Proposed Allottees, if any, shall be subject to lock-in as per Regulation 167(6) of the SEBI ICDR Regulations.
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(e) The Equity Shares to be allotted shall be subject to locked in for such period as specified in the provisions of Chapter V of SEBI ICDR Regulations and any other applicable law for the time being in force.
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(f) The Equity Shares to be issued & allotted to the Proposed Allottees pursuant to the Preferential Issue shall be listed and traded on the stock exchange where the existing equity shares of the Company are listed, subject to the receipt of necessary regulatory permissions and approvals, as the case may be.
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(g) The Equity shares to be offered/issued and allotted shall not be sold, transferred, hypothecated, or encumbered in any manner during the period of lock-in provided under the SEBI ICDR Regulations except to the extent and in the manner permitted thereunder.
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(h) The Proposed Allottees shall, on or before the date of allotment of equity shares, pay an amount equivalent to 100% of the consideration for the Equity Shares to be allotted in line with the requirements of Regulation 169(1) of the SEBI ICDR Regulations.
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(i) The consideration for allotment of Equity Shares shall be paid to the Company from the bank account of the Proposed Allottees.
RESOLVED FURTHER THAT for the purpose of giving effect to this resolution and for the purpose of issue and allotment of the Equity Shares and listing thereof with the Stock Exchanges, the Board be and are hereby authorized on behalf of the Company to take all actions and to do all such acts, deeds, matters and things as it may in its absolute discretion consider necessary, desirable or expedient, including without limitation, circulation of the Private Placement Offer Letter in Form PAS4 as prescribed under the Act, to make application to Stock Exchanges for obtaining of in-principle approval, listing of shares, filing of requisite documents with the Registrar of Companies, National Securities Depository Limited (NSDL), Central Depository Services (India) Limited (CDSL) and/ or such other authorities as may be necessary for the purpose, to resolve and settle any questions and difficulties that may arise in the proposed issue, offer and allotment of the said equity shares, utilization of issue proceeds, signing of all deeds and documents as may be required in due compliance of the applicable rules and regulations, without seeking any further approval/ consent of the Members of the Company to the end and intent that they shall be deemed to have given their approval thereto and for matters connected therewith or incidental thereto expressly by the authority of this Resolution.”
RESOLVED FURTHER THAT all actions taken by the Board or committee(s) duly constituted for this purpose in connection with any matter(s) referred to or contemplated in the foregoing resolution be and are hereby approved, ratified, and confirmed in all respects.”
By Order of the Board For India Glycols Limited
Place: Noida Date: 16[th] October, 2025 Registered Office: A-1, Industrial Area, Bazpur Road, Kashipur-244713, District Udham Singh Nagar, Uttarakhand
Ankur Jain Head (Legal) and Company Secretary
CIN: L24111UR1983PLC009097 Telephone no: +91-5947-269000, 269500 Fax: +91-5947-275315, 269535 Website: www.indiaglycols.com E-mail: [email protected]
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NOTES:
- The Ministry of Corporate Affairs (“MCA”) has vide its General Circular No’s. 14/2020, 17/2020 and 03/2025 dated 8[th] April, 2020, 13[th] April, 2020, and 22[nd] September, 2025, respectively, and other connected circulars (hereinafter collectively referred to as “MCA Circulars”) permitted the Companies to conduct Extra Ordinary General Meeting (“EGM”) through Video Conferencing (“VC”)/ Other Audio Visual Means (“OAVM”) facility, without the physical presence of the Members at a common venue. Further, SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 (“SEBI Listing Regulations”) has also provided the relaxation from the applicability of Regulation 44(4) of the SEBI Listing Regulations for the general meetings held only through electronic mode. Accordingly, in compliance with the applicable provisions of the Companies Act, 2013 (“the Act”) read with above MCA circulars and SEBI Listing Regulations, the EGM of the Company is being convened and conducted through VC/OAVM without the physical presence of the members at a common venue. Hence, Members can attend and participate in the ensuing EGM through VC/OAVM only. The deemed venue for the EGM shall be the Registered Office of the Company at A-1, Industrial Area, Bazpur Road, Kashipur - 244713, Distt. Udham Singh Nagar, Uttarakhand.
2. Pursuant to the provisions of the Act, a Member entitled to attend and vote at the EGM is entitled to appoint a proxy to attend and vote on his/her behalf and the proxy need not be a Member of the Company. Since this EGM is being held through VC/OAVM facility, requirement of physical attendance of Members has been dispensed with. Accordingly, in terms of the MCA Circulars and the SEBI Listing Regulations, the facility for appointment of proxies by the Members will not be available for the EGM and hence, the proxy form, attendance slip and route map of the EGM venue are not annexed to this Notice.
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Corporate Members intending to appoint their representatives for the purpose of voting through remote e-voting, participation in the EGM through VC/OAVM facility and e-voting during the EGM, are requested to send to the Company a certified copy of the relevant Board Resolution authorizing their representatives. The said resolution/authorisation should be sent to the scrutinizer through its registered e-mail address to [email protected] with a copy marked to [email protected].
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An Explanatory Statement pursuant to Section 102 of the Act, setting out all material facts in respect of Special Business to be transacted at the EGM is annexed hereto and form part of this Notice.
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The Members can join the EGM through VC/OAVM 15 minutes before and after the scheduled time of the commencement of the Meeting by following the procedure mentioned in the Notice. The facility for joining the EGM through VC/OAVM will be available for 1,000 Members on first come first served basis. However, this number does not include the large shareholders (i.e. Shareholders holding 2% or more shareholding), Promoters, Institutional Investors, Directors, Key Managerial Personnel, the Chairpersons of the Audit, Nomination and Remuneration and Stakeholders’ Relationship Committee, Auditors etc. who are allowed to attend the EGM without restriction on account of first come first served basis in terms of the MCA Circulars.
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Members attending the EGM through VC/OAVM will be counted for the purpose of reckoning quorum under Section 103 of the Act.
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In case of joint holders attending the EGM, the Member whose name appears as the first holder in the order of names as per the Register of Members of the Company will be entitled to vote.
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In compliance with the applicable provisions of the Act read with MCA Circulars, the Notice convening the EGM along with login details for joining the EGM through VC/ OAVM facility including e-voting, is being sent only through electronic mode to those Members whose names appear in the Register of Members/ Beneficial Owners maintained by the Depositories as on Friday, 10[th] October, 2025 , and whose e-mail addresses are registered with the Company/RTA/Depositories unless any Member has requested for a hard copy of the same.
To obtain copy of EGM Notice through electronic mode, the Members are requested to register/update their e- mail IDs by following the below procedure: -
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(i) Members holding shares in physical mode are requested to register/update their e-mail addresses by writing to the RTA at 179-180, DSIDC Shed, 3[rd] Floor, Okhla Industrial Area, Phase – 1 New Delhi – 110020 or e-mail at [email protected] along with the copy of the signed request letter mentioning the name, folio number and address of the Member, self-attested copy of the PAN card, self-attested copy of Aadhar Card and copy of share certificate (front & back).
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(ii) Members holding shares in dematerialized mode are requested to register/update their e-mail addresses by following the process mentioned above for Physical Holding and send 16 digit DPID & Client ID in place of Folio No. along with scanned copy of self-attested Client Master copy or consolidated Demat Account Statement.
However, for permanent registration of e-mail address, Members should contact their respective Depository Participants.
After successful registration of the e-mail address, a copy of the Notice along with the Remote E-voting user ID and password will be sent to your registered e-mail address.
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In case of any queries/difficulties in registering the e-mail address or any other matter related to this Notice, Members may write to the Company at [email protected] .
In line with the MCA Circulars, the Notice convening the EGM has been uploaded on the website of the Company at www.indiaglycols.com under Investor Relations Section and can also be accessed from the websites of the Stock Exchanges i.e. BSE Limited and the National Stock Exchange of India Limited at www.bseindia.com and www.nseindia.com, respectively and the same is also available on the website of NSDL (agency for providing the Remote e-Voting facility) i.e. www.evoting.nsdl.com.
- All documents referred to in the Notice EGM and the Explanatory Statement shall be made available electronically for inspection by the Members upto the date of EGM. Members who wish to inspect the same may write to the Company at [email protected] by mentioning their name and Folio No./DPID and Client ID.
10. Voting through electronic means and joining of EGM electronically:
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I. In compliance with the provisions of Section 108 of the Act and Rule 20 of the Companies (Management and Administration) Rules, 2014, as amended, Regulation 44 of SEBI Listing Regulations, as amended and MCA Circulars, the Company is pleased to provide the Members facility to exercise their right to vote by electronics means on all the resolutions set forth in the notice convening the EGM. The facility of casting the votes by the Members using an electronic voting system from a place other than venue of the EGM (“remote e-voting”) as well as e-voting facility on the day of EGM will be provided by National Securities Depository Limited (“NSDL”). Resolution passed by Members through remote e-voting is deemed to have been passed as if the same has been passed at the EGM.
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II. The Members who have casted their vote by remote e-voting prior to the EGM may also attend/participate in the EGM through VC/OAVM but shall not be entitled to cast their vote again at the EGM.
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III. The remote e-voting period will commence on Saturday, 8[th] November, 2025 (9:00 A.M.) and end on Tuesday, 11[th] November, 2025 (5:00 P.M.). During this period, Members of the Company, holding shares either in physical form or in dematerialized form, as on the cut-off date of Wednesday, 5[th] November, 2025, may cast their vote by remote e-voting. The remote e-voting module shall be disabled by NSDL for voting thereafter. Once the vote on a resolution is cast by the Member, he/she shall not be allowed to change it subsequently or cast the vote again.
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IV. Members can opt for only one mode of voting i.e. remote e-voting or e-voting system at the EGM.
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V. The process and manner for remote e-voting and attending EGM are as under:
How do I vote electronically using NSDL e-Voting system?
The way to vote electronically on NSDL e-Voting system consists of “Two Steps” which are mentioned below.
Step 1: Access to NSDL e-Voting system
A) Login method for e-Voting and joining virtual meeting for Individual shareholders holding securities in demat mode.
- In terms of SEBI circular dated 9[th] December, 2020 on e-Voting facility provided by Listed Companies, Individual shareholders holding securities in demat mode are allowed to vote through their demat account maintained with Depositories and Depository Participants. Shareholders are advised to update their mobile number and e-mail id in their demat accounts in order to access e-Voting facility.
Login method for Individual shareholders holding securities in demat mode is given below.
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Type of shareholders Login Method
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| Type of shareholders | Login Method |
|---|---|
| Individual Shareholders holding securities in demat mode with NSDL. |
1. For OTP based login you can click onhttps://eservices.nsdl.com/SecureWeb/evoting/evotinglogin.jsp.You will have to enter your 8-digit DP ID,8-digit Client Id, PAN No., Verification code and generate OTP. Enter the OTP received on registered email id/mobile number and click on login. After successful authentication, you will be redirected to NSDL Depository site wherein you can see e-Voting page. Click on company name or e-Voting service provider i.e. NSDL and you will be redirected to e-Voting website of NSDL for casting your vote during the remote e-Voting period or joining virtual meeting & voting during the meeting. 2. Existing IDeAS user can visit the e-Services website of NSDL Viz. https://eservices.nsdl.com either on a Personal Computer or on a mobile. On the e-Services home page click on the “Beneficial Owner” icon under “Login” which is available under ‘IDeAS’ section, this will prompt you to enter your existing User ID and Password. After successful authentication, you will be able to see e-Voting services under Value added services. Click on “Access to e-Voting” under e-Voting services and you will be able to see e-Voting page. Click on company name or e- Voting service provider i.e. NSDL and you will be re-directed to e-Voting website of NSDL for casting your vote during the remote e-Voting period or joining virtual meeting & voting during the meeting. 3. If you are not registered for IDeAS e-Services, option to register is available at https://eservices.nsdl.com.Select “Register Online for IDeAS Portal” or click athttps://eservices.nsdl.com/SecureWeb/IdeasDirectReg.jsp 4. Visit the e-Voting website of NSDL. Open web browser by typing the following URL: https://www.evoting.nsdl.com/ either on a Personal Computer or on a mobile. Once the home page of e-Voting system is launched, click on the icon “Login” which is available under ‘Shareholder/Member’ section. A new screen will open. You will have to enter your User ID (i.e. your sixteen-digit demat account number hold with NSDL), Password/OTP and a |
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Verification Code as shown on the screen. After successful authentication, you will be redirected to NSDL Depository site wherein you can see e-Voting page. Click on company name or e-Voting service provider i.e. NSDL and you will be redirected to e-Voting website of NSDL for casting your vote during the remote e-Voting period or joining virtual meeting & voting during the meeting.
Shareholders/Members can also download NSDL Mobile App “NSDL Speede” facility by scanning the QR code mentioned below for seamless voting experience.
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Individual Shareholders 1. holding securities in demat mode with CDSL
Users who have opted for CDSL Easi / Easiest facility, can login through their existing user id and password. Option will be made available to reach e-Voting page without any further authentication. The users to login Easi /Easiest are requested to visit CDSL website www.cdslindia.com and click on login icon & New System Myeasi Tab and then use your existing my easi username & password.
After successful login the Easi / Easiest user will be able to see the e-Voting option for eligible companies where the evoting is in progress as per the information provided by company. On clicking the evoting option, the user will be able to see e-Voting page of the e-Voting service provider for casting your vote during the remote e-Voting period or joining virtual meeting & voting during the meeting. Additionally, there is also links provided to access the system of all e-Voting Service Providers, so that the user can visit the e-Voting service providers’ website directly.
If the user is not registered for Easi/Easiest, option to register is available at CDSL website www.cdslindia.com and click on login & New System Myeasi Tab and then click on registration option.
Alternatively, the user can directly access e-Voting page by providing Demat Account Number and PAN No. from a e-Voting link available on www.cdslindia.com home page. The system will authenticate the user by sending OTP on registered Mobile & Email as recorded in the Demat Account. After successful authentication, user will be able to see the e-Voting option where the evoting is in progress and able to directly access the system of all e-Voting Service Providers.
Individual Shareholders You can also login using the login credentials of your demat account through your Depository Participant (holding securities in registered with NSDL/CDSL for e-Voting facility. upon logging in, you will be able to see e-Voting option. Click on demat mode) login e-Voting option, you will be redirected to NSDL/CDSL Depository site after successful authentication, wherein you through their can see e-Voting feature. Click on company name or e-Voting service provider i.e. NSDL and you will be redirected depository participants to e-Voting website of NSDL for casting your vote during the remote e-Voting period or joining virtual meeting & voting during the meeting.
Important note: Members who are unable to retrieve User ID/ Password are advised to use Forget User ID and Forget Password option available at abovementioned website.
Helpdesk for Individual Shareholders holding securities in demat mode for any technical issues related to login through Depository i.e. NSDL and CDSL .
Login type Helpdesk details
Individual Shareholders holding Members facing any technical issue in login can contact NSDL helpdesk by sending a request at securities in demat mode with NSDL [email protected] or call at 022 - 4886 7000
Individual Shareholders holding Members facing any technical issue in login can contact CDSL helpdesk by sending a request at securities in demat mode with CDSL [email protected] or contact at toll free no. 1800 21 09911
B) Login Method for e-Voting and joining virtual meeting for shareholders other than Individual shareholders holding securities in demat mode and shareholders holding securities in physical mode.
How to Log-in to NSDL e-Voting website?
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Visit the e-Voting website of NSDL. Open web browser by typing the following URL: https://www.evoting.nsdl.com/ either on a Personal Computer or on a mobile.
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Once the home page of e-Voting system is launched, click on the icon “Login” which is available under ‘Shareholder/Member’ section.
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A new screen will open. You will have to enter your User ID, your Password/OTP and a Verification Code as shown on the screen.
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Alternatively, if you are registered for NSDL eservices i.e. IDEAS, you can log-in at https://eservices.nsdl.com with your existing IDEAS login. Once you log-in to NSDL eservices after using your log-in credentials, click on e-Voting and you can proceed to Step 2 i.e. Cast your vote electronically .
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Your User ID details are given below:
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| Manner of holding shares i.e. Demat (NSDL or CDSL) or Physical |
Your User ID is: |
|---|---|
| a) For Members who hold shares in demat account with NSDL. |
8 Character DP ID followed by 8 Digit Client ID For example if your DP ID is IN300 and Client ID is 12 then your user ID is IN30012**. |
| b) For Members who hold shares in demat account with CDSL. |
16 Digit Beneficiary ID For example if your Beneficiary ID is 12** then your user ID is 12** |
| c) For Members holding shares in Physical Form. |
EVEN Number followed by Folio Number registered with the company For example if folio number is 001 and EVEN is 101456 then user ID is 101456001 |
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Password details for shareholders other than Individual shareholders are given below:
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a) If you are already registered for e-Voting, then you can user your existing password to login and cast your vote.
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b) If you are using NSDL e-Voting system for the first time, you will need to retrieve the ‘initial password’ which was communicated to you. Once you retrieve your ‘initial password’, you need to enter the ‘initial password’ and the system will force you to change your password.
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c) How to retrieve your ‘initial password’?
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(i) If your e-mail ID is registered in your demat account or with the company, your ‘initial password’ is communicated to you on your e-mail ID. Trace the e-mail sent to you from NSDL from your mailbox. Open the e-mail and open the attachment i.e. a .pdf file. Open the .pdf file. The password to open the .pdf file is your 8 digit client ID for NSDL account, last 8 digits of client ID for CDSL account or folio number for shares held in physical form. The .pdf file contains your ‘User ID’ and your ‘initial password’.
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(ii) If your e-mail ID is not registered, please follow steps mentioned below in process for those shareholders whose e-mail ids are not registered.
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If you are unable to retrieve or have not received the “Initial password” or have forgotten your password:
-
a) Click on “ Forgot User Details/Password ?”(If you are holding shares in your demat account with NSDL or CDSL) option available on www.evoting.nsdl.com.
-
b) “Physical User Reset Password?” (If you are holding shares in physical mode) option available on www.evoting.nsdl.com.
-
c) If you are still unable to get the password by aforesaid two options, you can send a request at [email protected] mentioning your demat account number/folio number, your PAN, your name and your registered address etc.
-
d) Members can also use the OTP (One Time Password) based login for casting the votes on the e-Voting system of NSDL.
-
After entering your password, tick on Agree to “Terms and Conditions” by selecting on the check box.
-
Now, you will have to click on “Login” button.
-
After you click on the “Login” button, Home page of e-Voting will open.
- Step 2: Cast your vote electronically and join General Meeting on NSDL e Voting system:
- How to cast your vote electronically and join General Meeting on NSDL e Voting system?
-
After successful login at Step 1, you will be able to see all the companies “EVEN” in which you are holding shares and whose voting cycle and General Meeting is in active status.
-
Select “EVEN” of India Glycols Limited to cast your vote during the remote e-Voting period and casting your vote during the General Meeting. For joining virtual meeting, you need to click on “VC/OAVM” link placed under “Join Meeting”.
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Now you are ready for e-Voting as the Voting page opens.
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Cast your vote by selecting appropriate options i.e. assent or dissent, verify/ modify the number of shares for which you wish to cast your vote and click on “Submit” and also “Confirm” when prompted.
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Upon confirmation, the message “Vote cast successfully” will be displayed.
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You can also take the printout of the votes cast by you by clicking on the print option on the confirmation page.
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Once you confirm your vote on the resolution, you will not be allowed to modify your vote.
General Guidelines for shareholders
- Institutional shareholders (i.e. other than individuals, HUF, NRI etc.) are required to send scanned copy (PDF/JPG Format) of the relevant Board Resolution/ Authority letter etc. with attested specimen signature of the duly authorized signatory(ies) who are authorized to vote, to the Scrutinizer by e-mail to [email protected] with a copy marked to [email protected] Institutional shareholders (i.e. other than individuals, HUF, NRI etc.) can also upload their Board Resolution/Power of Attorney/Authority Letter etc. by clicking on “Upload Board Resolution/Authority Letter” displayed under “ e-Voting ” tab in their login/
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-
It is strongly recommended not to share your password with any other person and take utmost care to keep your password confidential. Login to the e-voting website will be disabled upon five unsuccessful attempts to key in the correct password. In such an event, you will need to go through the “Forgot User Details/Password?” or “Physical User Reset Password? option available on
-
www.evoting.nsdl.com to reset the password .
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In case of any queries, you may refer the Frequently Asked Questions (FAQs) for Shareholders and e-Voting user manual for Shareholders available at the download section of https://www.evoting.nsdl.com or call at 022 - 4886 7000 or send a request to Ms. Pallavi Mhatre, Senior Manager, National Securities Depository Ltd., 3[rd] Floor, Naman Chamber, Plot C-32, G-Block, Bandra Kurla Complex, Bandra East, Mumbai, Maharashtra - 400051 at the designated e-mail address: [email protected] or at telephone no. 022- 48867000.
Process for those shareholders whose e-mail ids are not registered with the depositories for procuring user id and password and registration of e mail ids for e-voting for the resolutions set out in this notice :
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In case shares are held in physical mode, please provide Folio No., Name of shareholder, scanned copy of the share certificate (front and back), PAN (self attested scanned copy of PAN card), AADHAR (self attested scanned copy of Aadhar Card) by e-mail to [email protected] or to the RTA at [email protected].
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In case shares are held in demat mode, please provide DPID-CLID (16 digit DPID + CLID or 16 digit beneficiary ID), Name, client master or copy of Consolidated Account statement, PAN (self attested scanned copy of PAN card), AADHAR (self attested scanned copy of Aadhar Card) to [email protected] or to the RTA at [email protected]. If you are an Individual shareholder holding securities in demat mode, you are requested to refer to the login method explained at step 1 (A) above i.e. Login method for e-Voting and joining virtual meeting for Individual shareholders holding securities in demat mode.
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Alternatively, shareholders/members may send a request to [email protected] for procuring user id and password
-
for e-voting by providing above mentioned documents.
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In terms of SEBI circular dated 9[th] December, 2020 on e-Voting facility provided by Listed Companies, Individual shareholders holding securities in demat mode are allowed to vote through their demat account maintained with Depositories and Depository Participants. Shareholders are required to update their mobile number and e-mail ID correctly in their demat account in order to access e-Voting facility.
Process and manner for e-voting on the day of the EGM
-
The procedure for e-Voting on the day of the EGM is same as the instructions mentioned above for remote e-voting.
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Only those Members/Shareholders, who will be present in the EGM through VC/ OAVM facility and have not casted their vote on the Resolutions through remote e-Voting and are otherwise not barred from doing so, shall be eligible to vote through e-Voting system in the EGM.
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Members who have voted through Remote e-Voting will be eligible to attend the EGM. However, they will not be eligible to vote at the EGM.
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The details of the person who may be contacted for any grievances connected with the facility for e-Voting on the day of the EGM shall be the same person mentioned for Remote e-voting.
Process and manner for attending the EGM through VC/OAVM:
-
Member will be provided with a facility to attend the EGM through VC/OAVM through the NSDL e-Voting system. Members may access by following the steps mentioned above for Access to NSDL e-Voting system. After successful login, you can see link of “VC/OAVM link” placed under “Join meeting” menu against company name. You are requested to click on VC/OAVM link placed under Join General Meeting menu. The link for VC/OAVM will be available in Shareholder/Member login where the EVEN of Company will be displayed. The Members who do not have the User ID and Password for e-Voting or have forgotten the User ID and Password may retrieve the same by following the remote e-Voting instructions mentioned in the notice to avoid last minute rush.
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Member who need assistance before or during the EGM, can contact NSDL on no. at 022-4886 7000 or send a request to Ms. Pallavi Mhatre – Senior Manager, NSDL at [email protected].
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Members are encouraged to join the Meeting through Laptops for better experience.
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Further, Members will be required to allow Camera and use Internet with a good speed to avoid any disturbance during the meeting.
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Please note that Participants Connecting from Mobile Devices or Tablets or through Laptop connecting via Mobile Hotspot may experience Audio/Video loss due to fluctuation in their respective network. It is therefore recommended to use Stable Wi-Fi or LAN Connection to mitigate any kind of aforesaid glitches.
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Members who would like to express their views or ask questions during the EGM may register themselves as a speaker by sending their request from their registered e-mail address mentioning their name, demat account number/folio number, e-mail id, mobile number at [email protected] from Thursday, 6[th] November, 2025 (9:00 A.M.) to Saturday, 8[th] November, 2025 (5:00 P.M.).
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Those Members who have registered themselves as a speaker will only be allowed to express their views/ask questions during the EGM. The Company reserves the right to restrict the number of speakers depending on the availability of time for the EGM.
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Members may submit their queries, if any, on any agenda item proposed in this notice at least 7 days prior to the date of the EGM from their registered e-mail address, mentioning their name, DP ID and Client ID number/ folio number and mobile number at Company’s e-mail address at [email protected] or write to the Company’s Head Office at Plot No. 2-B, Sector-126, Distt. Gautam Budh Nagar, Noida-201304, Uttar Pradesh. Such queries by the Members shall be suitably replied by the Company.
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The voting rights of Members shall be in proportion to their share in the paid up equity share capital of the Company as on the cut-off date of Wednesday, 5[th] November, 2025 . A person who is not a Member as on the cut-off date should treat this notice for information only.
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Any person, who acquires shares of the Company and becomes Member of the Company after the Company sends the Notice of the EGM and holds shares as on the cut-off date i.e. Wednesday, 5[th] November, 2025 may obtain the User ID and password by sending a request at [email protected] or to the RTA at [email protected]. However, if you are already registered with NSDL for remote e-voting then you can use your existing user ID and password for casting your vote. If you forgot your password, you can reset your password by using “Forgot User Details/ Password?” or “Physical User Reset Password?” option available on www.evoting.nsdl.com.
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A person, whose name is recorded in the register of Members or in the register of beneficial owners maintained by the Depositories as on the cut-off date i.e . Wednesday, 5[th] November, 2025 , only shall be entitled to avail the facility of remote e-voting or voting at the EGM through e-voting system.
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Shri Ashish Saxena (C.P. No. 7096) of Ashish Saxena & Co., Company Secretaries, having their office at 403, Grand Plaza, Raj Nagar Extension, Ghaziabad, Uttar Pradesh-201017 has been appointed as the Scrutinizer to scrutinize the remote e-voting process and casting voting through e-voting system during the EGM in a fair and transparent manner.
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The Chairman shall, at the EGM, at the end of discussion on the resolution on which voting is to be held, allow voting with the assistance of Scrutinizer, by use of e-voting system for all those Members who are participating in the EGM but have not cast their votes by availing the remote e-voting facility.
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The Scrutinizer shall, after the conclusion of voting at the EGM, unblock the votes cast through remote e-voting and e- voting system at the EGM, in the presence of at least two witnesses not in the employment of the Company and shall make a consolidated scrutinizer’s report of the total votes cast in favour or against, invalid votes, if any, and whether the resolution has been carried or not, and such Report shall then be submitted to the Chairman or a person authorized by him in writing, within two working days of the EGM, who shall countersign the same and declare the result of the voting forthwith.
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The Results declared along with the report of the Scrutinizer shall be placed on the website of the Company www.indiaglycols.com and on the website of NSDL www.evoting.nsdl.com and the results shall also be simultaneously communicated to the BSE Limited (BSE) and the National Stock Exchange of India Limited (NSE).
19. MEMBERS ARE REQUESTED TO :
- a. Note that the SEBI Master Circular No. SEBI/HO/MIRSD/MIRSD-PoD/P/CIR/2025/91 dated 23[rd] June 2025 has prescribed, inter-alia , Common and Simplified norms for processing investor’s service request by Registrar and Share Transfer Agents (“RTAs”) and norms for furnishing PAN, KYC details (i.e. Contact details- Postal address with PIN, Mobile Number, E-mail address, Bank account details - bank and branch name, bank account number, IFS Code etc. and Specimen Signature) and Nomination details. Also, linkage of PAN with Aadhaar has been made mandatory.
In view of the above, it is mandatory to furnish PAN, KYC details and Nomination details by holders of physical securities to the RTA. Accordingly, in pursuance to the above circular and provisions of Section 72 of the Act, the facility for making nomination is available for the Members in respect of the shares held by them. Members holding shares in physical form are requested to submit their PAN, KYC details and Nomination details by sending duly filled and signed Form ISR-1 (request for registering/change/updation of PAN, KYC details), ISR-2 (signature of shareholder), SH-13 (nomination), SH-14 (cancellation/variation in nomination), ISR-3 (opting out of Nomination) to the RTA at 179-180, DSIDC Shed, 3[rd] Floor Okhla Industrial Area, Phase – 1 New Delhi – 110020 or e-mail at [email protected].
Further, effective from 1[st] April, 2024, SEBI has mandated that the shareholders, who hold shares in physical mode and who have not updated the above information/documents in their folio shall, inter-alia, be eligible to get dividend only through electronic mode after updating the above informations/documents in their folio. The Company has made relevant intimations to the members from time to time. Accordingly, the Shareholders are requested to update the same.
SEBI has also mandated that the listed companies shall henceforth issue the securities in dematerialized form only while processing the service requests such as transmission, transposition, Issue of duplicate securities certificate, Claim from Unclaimed Suspense Account, renewal/exchange of securities certificate, endorsement, sub-
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division/splitting of securities certificate, consolidation of securities certificates/ folios of securities. Accordingly, Members are requested to make service requests by submitting a duly filled in and signed Form ISR-4.
Any service requests or complaints received from the Members, are being processed by the RTA on receipt of prescribed documents/details.
The requisite forms are available on the website of the Company at www.indiaglycols.com under Investor Relations Section and are also available on the website of the Company’s RTA.
In view of the above, Members holding shares in physical form are requested to consider converting their holdings to demat mode.
-
b. Immediately notify any change of address, e-mail address, change of name, contact numbers, bank details, bank mandates, nominations, power of attorney etc. and their PAN to their DP with whom they maintain their demat account. Non-resident Indian Members are requested to inform the RTA/ respective DP, immediately of change in their residential status on return to India for permanent settlement and the particulars of their bank account maintained in India with complete name, branch, account type, account number and address of the bank with pin code number, if not furnished earlier.
-
c. Note that in order to receive faster communication and enable the Company to serve the Members better and to support the “Green Initiative”, Members are requested to register/update their e-mail address(es) by sending the same along with the name, address, Folio No. / DPID & Client ID, shares held:
-
I. To the RTA in the prescribed form mentioned at point (a) above for shares held in physical form and; II. To their respective Depository Participants in respect of shares held in demat mode.
Upon registration of the e-mail address(es), the Company proposes to send Notices, Annual Report and other documents/communications to those Members via electronic mode/e-mail.
-
SEBI had mandated that effective from 1[st] April, 2019, securities of listed companies can only be transferred in dematerialized form. Therefore, the Company has not been accepting any request for transfer of shares in physical form w.e.f. 1[st] April, 2019.
-
SEBI vide its Circular SEBI/HO/MIRSD/MIRSD-PoD/P/CIR/2025/97 dated 2[nd] July, 2025 has decided to open a special window only for re-lodgement of transfer deeds, which were lodged prior to 1[st] April, 2019 and rejected/ not attended due to deficiency in the documents/process or otherwise and could not be re-lodged upto 31[st] March, 2021. The special window shall remain open for a period of six months from 7[th] July, 2025 fill 6[th] January, 2026.
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During this special window period re-lodgement of legally valid and complete documents for transfer of physical shares (including those requests that are pending with the listed company/ RTA as on date) will be considered and the shares that are re-lodged for transfer shall be issued only in demat mode after following due process prescribed by SEBI. Eligible Shareholders may submit their transfer requests along with requisite documents within the stipulated period to the Company's Registrar and Share Transfer Agent, M/s MCS Share Transfer Agent Limited (‘RTA) at [email protected] or to the Company at [email protected] .
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Pursuance to the letter dated 16[th] July, 2025 issued by Investor Education and Protection Fund Authority (“IEPFA’), Ministry of Corporate Affairs ("MCA”), the Company has initiated a 100 Days' Campaign - “Saksham Niveshak” from 28[th] July, 2025 to 6[th ] November, 2025, with an objective to create awareness among the Shareholders to update their KYC details (i.e., PAN, bank mandates, contact information & nomination and specimen signature] and to claim any unpaid unclaimed dividends.
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Shareholders may note that pursuant to the provisions of the Investor Education and Protection Fund (“IEPF”) Rules, equity shares on which dividends remain unclaimed for-a continuous period of seven years are mandatorily liable to be transferred to the IEPF. In order to avoid such transfer, Shareholders are advised to claim their unpaid/ unclaimed dividends, by submitting the requisite documents to the Company's RTA at [email protected] or to the Company at [email protected] .
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SEBI vide its Master Circular SEBI/HO/OIAE/OIAE_IAD-3/P/ CIR/2023/195 dated 31[st] July, 2023 (updated as on 28[th] December 2023), has introduced Online Dispute Resolution (“ODR”), which is in addition to the existing SCORES platform which can be utilized by the investors and the Company for dispute resolution. Please note that the investors can initiate dispute resolution through the ODR portal only after exhausting the option to resolve dispute with the Company and on the SCORES platform. The SMART ODR portal can be accessed at https://smartodr.in/login.
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EXPLANATORY STATEMENT PURSUANT TO SECTION 102 OF THE COMPANIES ACT, 2013
The following statement sets out all the material facts related to Special Business mentioned under item No. 1 of the Notice dated 16[th] October, 2025.
ITEM NO. 1
The Board of Directors of the Company (“the Board”) at its Meeting held on 16[th] October, 2025, subject to necessary approval(s), in terms of provisions of Section 23, 42 and 62 of the Companies Act, 2013 (“the Act”) read with the applicable rules made thereunder and Chapter V of the Securities and Exchange Board of India (Issue of Capital and Disclosure Requirements) Regulations, 2018, as amended (the “SEBI ICDR Regulations), has approved the proposal to create, issue, offer and allot up to 51,03,765 (Fifty One Lakh Three Thousand Seven Hundred Sixty Five) Equity Shares of face value of ₹5/- (Rupees Five only), for Cash consideration by way of preferential basis at a price of ₹915/- (Rupees Nine Hundred Fifteen only) (including a premium of ₹910/- (Rupees Nine Hundred Ten only) per Equity Share), for an aggregate amount of up to ₹4,66,99,44,975/- (Rupees Four Hundred Sixty Six Crore Ninety Nine Lakh Forty Four Thousand Nine Hundred Seventy Five only), to persons/entities belonging to the “Promoter & Promoter Group and Non-Promoter” category as detailed in the Resolution No. 1 of this Notice and as mentioned in the Explanatory Statement of this Notice.
The details of the issue and other particulars as required in terms of Section 23, 42 and 62 of the Act read with Rule 14(1) of the Companies (Prospectus and Allotment of Securities) Rules, 2014 and Regulation 163 of the SEBI ICDR, Regulations are set forth below:
I Objects of the Preferential Issue
The proceeds of the issue of aforementioned Equity Shares will be utilized by the Company in the following manner:
| S. N. Description of Object |
Amount (in₹Crore) |
|---|---|
| 1. To augment the fund requirement towards Working Capital of the Company |
350.25 |
| 2. General Corporate Purposes* |
116.74 |
| Total | 466.99 |
Tentative timelines for utilization of issue proceeds from the date of receipt of funds
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Particulars Estimated utilization of Issue Tentative timelines for
Proceeds (in ₹Crore) utilization of issue proceeds from
the date of receipt of funds
To augment the fund requirement towards 350.25 Latest by 31 [st] March, 2026
Working Capital of the Company
General Corporate Purposes 116.74 Latest by 31 [st] March, 2026
Total 466.99
----- End of picture text -----*
*The fund to be used for General Corporate Purposes (GCP) shall not exceed 25% of the funds to be raised through the preferential issue, as per NSE Circular NSE/CML/2022/56 and BSE Notice No. 20221213-47, dated 13[th] December, 2022.
Note : While the amounts proposed to be utilised against each of the objects have been specified above, there may be a deviation of 10% depending upon future circumstances, in terms of NSE Circular NSE/CML/2022/56 and BSE Notice No. 20221213-47, dated 13[th] December, 2022, as the objects are based on management estimates and other commercial and technical factors. Accordingly, the same is dependent on a variety of factors such as financial, market and sectoral conditions, business performance and strategy, competition and other external factors, which may not be within the control of the Company.
Interim Use of Proceeds
Our Company, in accordance with the policies formulated in accordance with the applicable laws and guidelines and description as given in this Notice, will have the flexibility to deploy the proceeds. Pending utilization of the proceeds from the Preferential Issue, the Company may invest such proceeds in deposits in scheduled commercial banks and government securities as permitted under applicable laws.
II Monitoring of Utilization of Funds
Given that the issue size exceeds ₹100 Crore (Rupees One Hundred Crore only), in terms of Regulation 162A of the SEBI ICDR Regulations, the Company will appoint Monitoring Agency to monitor the use of the proceeds of this Preferential Issue. The Monitoring Agency shall submit its report to the Company in the format specified in the SEBI ICDR Regulations on a quarterly basis or at such frequency at may be required, till 100% (one hundred percent) of the proceeds of the Preferential Issue have been utilized.
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III Particulars of the offer including date of passing of board resolution, kind of securities offered, maximum number of specified securities to be issued:
The Board of Directors of the Company at their meeting held on 16[th] October, 2025 , had subject to approval of the Members of the Company and such other approvals as may be required, approved the proposal to create, issue, offer and allot up to 51,03,765 (Fifty One Lakh Three Thousand Seven Hundred Sixty Five) Equity Shares of face value of ₹5/- (Rupees Five only), for Cash consideration by way of preferential basis at a price of ₹915/- (Rupees Nine Hundred Fifteen only) (including a premium of ₹910/- (Rupees Nine Hundred Ten only) per Equity Share), for an aggregate amount of up to ₹4,66,99,44,975/-, (Rupees Four Hundred Sixty Six Crore Ninety Nine Lakh Forty Four Thousand Nine Hundred Seventy Five only) determined in terms of Chapter V of SEBI ICDR Regulations in the following manner:
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Sr. Name of the Proposed Allotees Category No. of Total Amount
No. (Promoter / Equity including
Promoter Shares of premium (in ₹)
Group/ Non- face value (up to)
Promoter) of ₹5/- each
to be
allotted (up
to)
1 Kashipur Holdings Limited Promoter 21,85,790 1,99,99,97,850
2 360 One Pipe Fund Non-Promoter 7,10,380 64,99,97,700
3 360 One Special Opportunities Fund-Series 12 Non-Promoter 4,80,870 43,99,96,050
4 Founders Collective Funds Non-Promoter 2,73,220 24,99,96,300
5 Shri Anirudha Bubna Non-Promoter 2,73,220 24,99,96,300
6 QRG Investments and Holdings Limited Non-Promoter 2,18,575 19,99,96,125
7 360 One Special Opportunities Fund-Series 13 Non-Promoter 1,74,860 15,99,96,900
8 Tilak Investment Private Limited Non-Promoter 1,63,930 14,99,95,950
9 360 One Private Equity Fund-Series 2 Non-Promoter 1,63,930 14,99,95,950
10 Negen Undiscovered Value Fund Non-Promoter 1,63,930 14,99,95,950
11 360 One Special Opportunities Fund-Series 11 Non-Promoter 1,09,285 9,99,95,775
12 Kama Reality (Delhi) Limited Non-Promoter 54,640 4,99,95,600
13 Rose Farms (Delhi) LLP Non-Promoter 54,640 4,99,95,600
14 Shri Sandip Somany Joint with Smt. Sumita Somany Non-Promoter 43,715 3,99,99,225
15 Smt. Ritu Jain Non-Promoter 21,855 1,99,97,325
16 Shri Shashvat Somany Joint with Shri Sandip Somany Non-Promoter 10,925 99,96,375
Total 51,03,765 4,66,99,44,975
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In respect of the Equity Shares proposed to be allotted, an amount equivalent to 100% of the consideration for the Equity shares shall be payable on or before the date of allotment of Equity Shares.
IV The intent of the promoters, directors, key management personnel, or senior management of the issuer to subscribe to the offer.
Except as follows, none of the Promoters, Directors, Key Management Personnel (“KMP”) or Senior Management of the Issuer intent to subscribe to the offer under Item No. 1:
| S.N. | Name | Category | No. of Equity Shares |
|---|---|---|---|
| 1. | Kashipur HoldingsLimited | Promoter | 21,85,790 |
- V The Shareholding Pattern of the Issuer before and after the Preferential Issue.
The shareholding pattern of the Company before and after the proposed preferential issue is likely to be as follows:
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Post issue
Pre-Issue Shareholding
Shareholding
Structure [(1)]
Equity Structure [(2) & (3)]
Shares to
Category
be
No. of
No. of Shares % age allotted % age
Shares
(A) Promoter Shareholding
(1) Indian
(a) Individuals & HUF 57,51,732 9.29 - 57,51,732 8.58
(b) Bodies Corporate 3,20,30,332 51.73 21,85,790 3,42,16,122 51.05
Sub Total (A)(1) 3,77,82,064 61.01 21,85,790 3,99,67,854 59.63
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Post issue
Pre-Issue Shareholding
Shareholding
Structure [(1)] Equity Structure [(2) & (3)]
Shares to
Category
be
No. of
No. of Shares % age allotted % age
Shares
- - - - -
(2) Foreign Promoters
- - - - -
Sub Total (A)(2)
Total Promoter shareholding A=A1+A2 3,77,82,064 61.01 21,85,790 3,99,67,854 59.63
(B) Public Shareholding
B1) Institutional Investors
Indian 8,47,282 1.37 22,95,050 31,42,332 4.69
Foreign 16,01,020 2.59 - 16,01,020 2.39
B2) Central Govt./Stat Govt./POI 200 0.00 - 200 0.00
B3) Non-Institutional Investors
Individuals 1,72,90,464 27.92 3,49,715 1,76,40,179 26.32
Body Corporate 18,58,021 3.00 2,73,210 21,31,231 3.18
Others (Including NRI) 25,43,949 4.11 - 25,43,949 3.80
Total Public Shareholding
B=B1+B2+B3 2,41,40,936 38.99 29,17,975 2,70,58,911 40.37
C) Non-Promoter - Non-Public - -
Grand Total (A+B+C) 6,19,23,000 100.00 51,03,765 6,70,26,765 100.00
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Notes:
-
The pre-issue shareholding pattern is as on the latest BENPOS date i.e. 10[th] October, 2025 .
-
These percentages have been calculated on the basis of post-preferential share capital of the Company i.e. ₹33,51,33,825 divided into 6,70,26,765 Equity Shares of face value of ₹5/- each.
-
Post shareholding structure may change depending upon any other corporate action in between.
VI Proposed time limit within which the allotment shall be completed:
As required under the SEBI ICDR Regulations, preferential allotment of the said equity shares shall be completed within a period of 15 (fifteen) days from the date of passing of special resolution at Item No. 1. Provided that where the allotment is pending on account of receipt of any approval or permission from any regulatory authority, if applicable, the allotment shall be completed within a period of 15 (fifteen) days from the date of receipt of such approvals or permissions.
VII Number of persons to whom allotment on preferential basis has already been made during the year, in terms of number of securities as well as price:
Not Applicable, since the Company has not made any allotment on a preferential basis during the year.
- VIII The identity of the natural persons who are the ultimate beneficial owners of the securities proposed to be allotted and/or who ultimately control the proposed allottee(s):
Identity of the ultimate beneficial owners of the securities proposed to be allotted:
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Sr. Name of the Proposed Allottees Category Name of Ultimate Beneficial
No. Owners
Shri Uma Shankar Bhartiya
1 Kashipur Holdings Limited Promoter
Smt. Jayshree Bhartiya
2 360 One Pipe Fund Non-Promoter Shri Charanjit Singh
3 360 One Special Opportunities Fund-Series 12 Non-Promoter Shri Sandeep Maheshwari
4 Founders Collective Funds Non-Promoter Dr. Shikha Bagai
Not Applicable as allottee is a
5 Shri Anirudha Bubna Non-Promoter
Natural person
Shri Anil Rai Gupta
6 QRG Investments and Holdings Limited Non-Promoter
Smt. Vinod Gupta
7 360 One Special Opportunities Fund-Series 13 Non-Promoter Shri Sandeep Maheshwari
8 Tilak Investment Private Limited Non-Promoter Shri Raj Vardhan Kejriwal
9 360 One Private Equity Fund-Series 2 Non-Promoter Shri Sandeep Maheshwari
10 Negen Undiscovered Value Fund Non-Promoter Shri Jigar Dinesh Shah
11 360 One Special Opportunities Fund-Series 11 Non-Promoter Shri Sandeep Maheshwari
ABR Family Trust through
12 Kama Reality (Delhi) Limited Non-Promoter Shri Ashish Bharat Ram
Shri Kartik Bharat Ram
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Sr. Name of the Proposed Allottees Category Name of Ultimate Beneficial
No. Owners
Shri Arun Bharat Ram
13 Rose Farms (Delhi) LLP Non-Promoter Shri Ashish Bharat Ram
Shri Kartik Bharat Ram
Shri Sandip Somany Joint with Smt. Sumita Not Applicable as allottee is a
14 Non-Promoter
Somany Natural person
Not Applicable as allottee is a
15 Smt. Ritu Jain Non-Promoter
Natural person
Shri Shashvat Somany Joint with Shri Sandip Not Applicable as allottee is a
16 Non-Promoter
Somany Natural person
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IX The percentage of post preferential issue capital that may be held by the allottee(s) pursuant to the preferential issue.
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Pre-Issue Post issue
Equity
Shareholding Shareholding
Shares
Name of the Proposed Allottees Structure [(1)] Structure [(2) & (3)]
to be
No. of % No. of %
allotted
Shares age Shares age
Kashipur Holdings Limited 3,11,76,582 50.35 21,85,790 3,33,62,372 49.77
360 One Pipe Fund - - 7,10,380 7,10,380 1.06
360 One Special Opportunities Fund-Series 12 - - 4,80,870 4,80,870 0.72
Founders Collective Funds - - 2,73,220 2,73,220 0.41
Shri Anirudha Bubna - - 2,73,220 2,73,220 0.41
QRG Investments and Holdings Limited - - 2,18,575 2,18,575 0.33
360 One Special Opportunities Fund-Series 13 - - 1,74,860 1,74,860 0.26
Tilak Investment Private Limited - - 1,63,930 1,63,930 0.24
360 One Private Equity Fund-Series 2 - - 1,63,930 1,63,930 0.24
Negen Undiscovered Value Fund 5,31,118 0.86 1,63,930 6,95,048 1.04
360 One Special Opportunities Fund-Series 11 - - 1,09,285 1,09,285 0.16
Kama Reality (Delhi) Limited - - 54,640 54,640 0.08
Rose Farms (Delhi) LLP - - 54,640 54,640 0.08
Shri Sandip Somany Joint with Smt. Sumita Somany 32,880 0.05 43,715 76,595 0.11
Smt. Ritu Jain 1,370 0.00 21,855 23,225 0.03
Shri Shashvat Somany Joint with Shri Sandip Somany 2,000 0.00 10,925 12,925 0.02
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Notes:
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The pre-issue shareholding pattern is as on the latest BENPOS date i.e. 10[th] October, 2025 .
-
These percentages have been calculated on the basis of post-preferential share capital of the Company i.e. ₹33,51,33,825 divided into 6,70,26,765 Equity Shares of face value of ₹5/- each.
-
Post shareholding structure may change depending upon any other corporate action in between.
X Consequential changes in the Voting Rights, change in control, and change in the Management, if any, in the issuer consequent to the preferential issue:
As a result of the proposed preferential issue of Equity Shares, there will be no change in the control or management of the Company. However, voting rights will change in tandem with the shareholding pattern.
XI Lock-in Period:
-
(a) Equity Shares to be allotted shall be under lock-in for such period as may be prescribed under Chapter V of the SEBI ICDR Regulations.
-
(b) The entire pre-preferential shareholding, if any, of the Proposed Allottees, in the Company, shall be locked-in as per Chapter V of the SEBI ICDR Regulations.
XII Issue price and Relevant Date:
In terms of Regulation 161 of SEBI ICDR Regulations, the Relevant Date for determining the floor price for the Preferential Allotment of the Equity Shares has been reckoned as Monday, 13[th] October, 2025.
The Equity Shares of the Company are listed on the National Stock Exchange of India Limited (“NSE”) and BSE Limited (“BSE”) (collectively “ Stock Exchanges ”). The Equity Shares of the Company are frequently traded within the meaning of explanation provided in Regulation 164(5) of Chapter V of the SEBI ICDR Regulations, 2018 and NSE
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being the Stock Exchange with higher trading volumes for the said period, has been considered for pricing in compliance with Regulation 164 of Chapter V of SEBI ICDR Regulations, 2018.
In terms of Regulation 164 of Chapter V of the SEBI ICDR Regulations, the minimum price at which equity shares to be issued shall not be less than higher of the following:
-
a) ₹914.77/- each- being the Average of 90 Trading days volume weighted average price of the equity shares of the Company quoted on the Stock Exchange preceding the Relevant Date; or
-
b) ₹899.71 /- each- being the Average of 10 Trading days volume weighted average price of the equity shares of the Company quoted on the Stock Exchange preceding the Relevant Date.
-
c) Price as determined in accordance with the methodology prescribed in the Articles of Association of the Company: Not Applicable as the Articles of Association of the Company are silent on the determination of a floor price/ minimum price of the shares issued on preferential basis ;
Accordingly, the minimum issue price of Equity Shares on a Preferential basis shall be at a price of ₹914.77/- each. However, the Board of Directors of the Company has decided on the issue of Equity Shares at an Issue Price of ₹ 915/- (Rupees Nine Hundred Fifteen Only) each, which is higher than the above-mentioned prices.
XIII Undertakings:
-
None of the Company, its Directors or Promoters are categorized as willful defaulter(s) or a fraudulent borrower by any bank or financial institution or consortium thereof, in accordance with the guidelines on willful defaulters issued by Reserve Bank of India. Consequently, the undertaking required under Regulation 163(1)(i) is not applicable.
-
None of its Directors or Promoters are fugitive economic offenders as defined under the SEBI ICDR Regulations.
-
As the equity shares have been listed on a recognized Stock Exchange for a period of more than 90 trading days as on the Relevant Date, the provisions of Regulation 164(3) of SEBI ICDR Regulations governing re-computation of the price of shares shall not be applicable. Consequently, the undertaking required under Regulation 163(1)(g) and Regulation163(1)(h) is not applicable.
-
None of the proposed allottees have sold or transferred any Equity Shares during the 90 trading days preceding the relevant date.
XIV Disclosures specified in Schedule VI of ICDR Regulations, whether the issuer or any of its promoters or directors is a wilful defaulter or fraudulent borrower:
Not Applicable, since none of the Directors or Promoters are categorized as wilful defaulter(s) or a fraudulent borrower by any bank or financial institution or consortium thereof, in accordance with the guidelines on wilful defaulters issued by Reserve Bank of India.
XV The current and proposed status of the allottee(s) post the preferential issues namely, promoter or nonpromoter:
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Sr. No. Name of the Proposed Allottees Current Status Post Status
1 Kashipur Holdings Limited Promoter Promoter
2 360 One Pipe Fund Non-Promoter Non-Promoter
3 360 One Special Opportunities Fund-Series 12 Non-Promoter Non-Promoter
4 Founders Collective Funds Non-Promoter Non-Promoter
5 Shri Anirudha Bubna Non-Promoter Non-Promoter
6 QRG Investments and Holdings Limited Non-Promoter Non-Promoter
7 360 One Special Opportunities Fund-Series 13 Non-Promoter Non-Promoter
8 Tilak Investment Private Limited Non-Promoter Non-Promoter
9 360 One Private Equity Fund-Series 2 Non-Promoter Non-Promoter
10 Negen Undiscovered Value Fund Non-Promoter Non-Promoter
11 360 One Special Opportunities Fund-Series 11 Non-Promoter Non-Promoter
12 Kama Reality (Delhi) Limited Non-Promoter Non-Promoter
13 Rose Farms (Delhi) LLP Non-Promoter Non-Promoter
14 Shri Sandip Somany Joint with Smt. Sumita Somany Non-Promoter Non-Promoter
15 Smt. Ritu Jain Non-Promoter Non-Promoter
16 Shri Shashvat Somany Joint with Shri Sandip Somany Non-Promoter Non-Promoter
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XVI Practicing Company Secretary’s Certificate:
The certificate from M/s A Sehgal & Associates, Practicing Company Secretaries, certifying that the preferential issue of Equity Shares is being made in accordance with requirements of Chapter V of SEBI ICDR Regulations has been obtained considering the said preferential issue. The copy of said certificate shall be available for inspection by the - members and the same may be accessed on the Company’s website viz; https://www.indiaglycols.com/wp content/uploads/PCSCertificate.pdf.
XVII Details of the Directors, Key Managerial Persons, or their relatives, in any way, concerned or interested in the said resolution:
Save and except as provided below, none of the Directors or key managerial personnel or their relatives are in any way concerned or interested, financially or otherwise, in the resolution set out in item no. 1 of this Notice:
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S. No. Name of the Nature of Interest Number of
Proposed Securities to
Allottee be allotted
1 Kashipur Holdings Shri Uma Shankar Bhartia, Smt. Jayshree Bhartia and Smt. Pragya Bhartia 21,85,790
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| S. No. Name of the Proposed Allottee Nature of Interest Number of Securities to be allotted |
S. No. Name of the Proposed Allottee Nature of Interest Number of Securities to be allotted |
S. No. Name of the Proposed Allottee Nature of Interest Number of Securities to be allotted |
S. No. Name of the Proposed Allottee Nature of Interest Number of Securities to be allotted |
|---|---|---|---|
| 1 | Kashipur Holdings | Shri Uma Shankar Bhartia, Smt. Jayshree Bhartia and Smt. Pragya Bhartia | 21,85,790 |
| Limited (“KHL”) | Barwale, Directors of the Company, along with their relatives, to the extent of their shareholding in KHL, are interested in the proposed allotment of shares to KHL, as set out in the Resolution at Item No. 1 of this Notice. Additionally, Shri Uma Shankar Bhartia, Smt. Jayshree Bhartia, Smt. Pragya Bhartia Barwale and Smt. Pooja Jhaver (relative of these directors) also hold directorship and shareholding in KHL. |
The approval of the Members of the Company is accordingly being sought by way of a Special Resolution under Sections 42, and 62(1)(c) of the Act, read with the rules made thereunder, and Regulation 160 of the SEBI ICDR Regulations.
The Board of Directors believe that the proposed Preferential Issue is in the best interest of the Company and its Members. Accordingly, the Board recommends the resolution as set out at Item No. 1 of this Notice, for approval of the Members, as a Special Resolution for the issue and allotment of Equity Shares on a preferential basis to the Proposed Allottees.
By Order of the Board For India Glycols Limited
Place: Noida Date: 16[th] October, 2025
Ankur Jain Head (Legal) and Company Secretary
Registered Office: A-1, Industrial Area, Bazpur Road, Kashipur-244713, District Udham Singh Nagar, Uttarakhand CIN: L24111UR1983PLC009097 Telephone no: +91-5947-269000, 269500 Fax: +91-5947-275315, 269535 Website: www.indiaglycols.com E-mail: [email protected]
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