Krishana Phoschem Limited — Capital/Financing Update 2021

Sep 15, 2021

Registered Office: 5-O-20, Basement, R.C. Vyas Colony, Bhilwara, 311001 Rajasthan CIN: L24124RJ2004PLC019288

Tel. No. : 01482-237104 Fax No. : 01482-239638

Website: www.krishnaphoschem.com Email: secretarial@krishnaphoschem.com

NOTICE

NOTICE is hereby given that the Extra Ordinary General Meeting (EGM) of the Members of Krishana Phoschem Limited (" THE COMPANY") will be through Video Conference (VC)/ Other Audio Visual Means (OAVM) facility held on Friday, 08 th October, 2021 at 11:00 A.M. to transact the following special business:

SPECIAL BUSINESS:

1. TO APPROVE THE ISSUANCE OF FULLY PAID-UP EQUITY SHARES ON PREFERENTIAL BASIS

To consider and, if thought fit, to pass, with or without modification(s), the following as a Special Resolution:

"RESOLVED THAT pursuant to the provisions of Section 42, 62 and other applicable provisions, if any, of the Companies Act 2013 read with the rules made thereunder(including any statutory modifications) or the re-enactment thereof for the time being in force ("Act") and in accordance with the Securities and Exchange Board of India (Issue of Capital and Disclosure Requirements) Regulations, 2018, as amended (the "ICDR Regulations") and Securities and Exchange Board of India (Listing Obligation and Disclosure Requirements) Regulations, 2015, as amended (the "LODR Regulations") and other rules, regulations, guidelines notifications and circulars issued there under from time to time by the Government of India, Securities and Exchange Board of India (SEBI) and any other guidelines and clarifications issued by any other appropriate authorities, from time to time, to the extent applicable including the enabling provisions of the Memorandum and Articles of Association of the Company, and subject to such approvals, concerns, permissions and sanctions as may be necessary or required, from regulatory or other appropriate authorities and which may be agreed to by the Board of Directors of the Company (hereinafter referred to as "The Board"), the consent of the members of the Company be and is hereby accorded to the Board of the Directors of the Company to issue, offer and allot upto an aggregate of 25,00,000 (Twenty Five Lakhs) Equity Shares of the company of Rs. 10 (Rupees Ten Only) at face value of Rs. 10/- per share (including premium of Rs. 152/- per share) aggregating to Rs. 405000000 (Rupees Forty crore fifty lakhs Only) as determined in accordance with the SEBI (ICDR) Regulations, at such time or times and on such terms and conditions and in such manner as may be decided by the Board, to the following investor(the "Allottee") by way of preferential allotment basis ("Preferential Allotment"), in accordance with the SEBI (ICDR)

Regulations, 2018, the Companies Act, 2013 and other applicable laws and, on such terms and conditions as mentioned hereunder:

Details of Allottees:

S.	Name ofAllottee	Category	No. of Equity	Subscription
No.			Shares to be	Amount(in
			allotted	Rs.)
1.	Kailash Ramanlal Zaveri	Individual	771605	125000010
2.	Kishore J Gokal	NRI Individual	154325	25000650
3.	NidhiJain	Individual	21605	3500010
4.	Harshad Ganesh Kachhara	Individual	25000	4050000
5.	Bijay Singh Jain	Individual	25000	4050000
6.	Suman Jain	Individual	10000	1620000
7.	Kamal Singh Jain	Individual	25000	4050000
8.	Kamal Singh Jain HUF	Individual	10000	1620000
9.	Padma Jain	Individual	10000	1620000
10.	KusumJain	Individual	10000	1620000
11.	Deepak Jain	Individual	10000	1620000
12.	Manisha Gupta	Individual	6200	1004400
13.	Shyam Sundar Mundra	Individual	12500	2025000
14.	Shreya Mundra	Individual	6200	1004400
15.	Dilip Kumar Nemani	Individual	1850	299700
16.	Mayanak Nemani	Individual	1850	299700
17.	Prabha Nemani	Individual	6200	1004400
18.	Sapana Nemani	Individual	6200	1004400
19.	Vishnu Agarwal	Individual	6200	1004400
20.	Manju Sharma	Individual	6000	972000
21.	Raghavendra Nathani	Individual	30890	5004180
22.	Rohan Daga	Individual	15500	2511000
23.	Sunil Mohnot	Individual	3100	502200
24.	Pooja Sharma	Individual	2000	324000
25.	Jeetendra Kothari	NRI Individual	6200	1004400
26.	Subhash Satyanarayan Agarwal	Individual	20000	3240000
27.	Ashish Goel	Individual	3100	502200
28.	Ankur Swarnkar	Individual	500	81000
29.	Chandresh Jain	Individual	500	81000
30.	Gopal SinghShaktawat	Individual	500	81000
31.	Vishvdeep Jhanwar	Individual	500	81000
32.	Kanhaiya Lal Acharya	Individual	500	81000
33.	Ankit Jain	Individual	500	81000
34.	Rakesh Vishnoi	Individual	500	81000
35.	Pappula Dhananjaya Rao	Individual	500	81000
36.	Amit Kumar Mishra	Individual	500	81000
37.	Vivek Tripathi	Individual	500	81000
38.	Bhola Shankar Shukla	Individual	500	81000

39.	Abhishek Khariwal	Individual	500	81000
40.	Saurabh Gupta	Individual	500	81000
41.	Indu Sharma	Individual	500	81000
42.	Mahaveer Agarawal	Individual	500	81000
43.	Kailash Chandra Jethliya	Individual	500	81000
44.	Atul Soni	Individual	500	81000
45.	Pratibha Jain	Individual	500	81000
46.	Dinesh Kumar Rathi	Individual	500	81000
47.	Gaurav Ranka	Individual	500	81000
48.	Samta Jain	Individual	500	81000
49.	Anju Bala Logar	Individual	500	81000
50.	Harish Kumar Laddha	Individual	500	81000
51.	Sushila Inani and Gopal Inani	Individual	1500	243000
52.	Rajnee Jaketia	Individual	500	81000
53.	Varsha Bapna	Individual	500	81000
54.	Vipin Kumar Jain	Individual	500	81000
55.	Vishnu Shankar Pitti	Individual	500	81000
56.	Pallavi Sukhwal	Individual	500	81000
57.	Rahul Sharma	Individual	500	81000
58.	Deepak Toshniwal	Individual	500	81000
59.	Pushpa Devi Sankhala	Individual	2000	324000
60.	Vijay Kumar Namdharani	Individual	500	81000
61.	Madhu Pokharna	Individual	500	81000
62.	Rambabu Mundra	Individual	500	81000
63.	Sandeep Kumar Mehta	Individual	500	81000
64.	Prince Kothari	Individual	500	81000
65	Ashish Vijay	Individual	500	81000
66.	Lalit Kumar Sharma HUF	Individual	3000	486000
67.	Kalawati Jaithlia	Individual	500	81000
68.	Kailash Chandra Mohanlal Soni	Individual	500	81000
69.	Priyanka Kumari Chouhan	Individual	500	81000
70.	Rani Bansal	Individual	500	81000
71.	Artika Ranka	Individual	500	81000
72.	Jyoti Bala Kothari	Individual	500	81000
73.	Barkha Maheshwari	Individual	500	81000
74.	Divya Maheshwari	Individual	500	81000
75.	Narbda Sharma	Individual	500	81000
76.	Shruti Garg	Individual	500	81000
77.	Kavita Solanki	Individual	500	81000
78.	Pushpa Kanther	Individual	500	81000
79.	Pramod Nalpathil Sukumaran	Individual	500	81000
80.	Pintu Duggar	Individual	500	81000
81.	Anita Devra	Individual	500	81000
82.	Neelam Modi	Individual	1000	162000
83.	Nisha Ojha	Individual	500	81000
84.	Sandhya Jain	Individual	500	81000

	KRISHANA PHOSCHEM LIMITED
85.	Harshvardhan Sharma	Individual	500	81000
86	Laxmilal Modilal Zaver	Individual	15500	2511000
87.	Niranjan Lodha	Individual	62500	10125000
88	Saroj Lodha	Individual	62500	10125000
89	Visualize Tradecom PrivateLimited	Corporate	100000	16200000
90	Suswani Textiles Private Limited	Corporate	100000	16200000
91	Swastik Clothtex Private Limited	Corporate	100000	16200000
92	Shree Ambaji Weaves Private	Corporate	50000
	Limited			8100000
93	Arham Suitings Private Limited	Corporate	50000	8100000
94	Mahavir Texturising Private	Corporate	21975
	Limited			3559950
95	Shubhlaxmi Tex Fab Private	Corporate	12500
	Limited			2025000
96	Santosh Industries Limited	Corporate	375000	60750000
97	Pragya Mercantile Private Limited	Corporate	309000	50058000

RESOLVED FURTHER THAT, in accordance with the provisions of Chapter VII of the ICDR Regulations, the "Relevant Date" for the purpose of calculating the floor price for the issue of Equity Shares is 07 September, 2021, which is 30 days prior to the date of this Extraordinary General Meeting, i.e. 08 October, 2021and the floor price so calculated is Rs. 162 (Rupees One Hundred Sixty-Two Only).

RESOLVED FURTHER THAT the Preferential Allotment shall be made on the following terms and conditions: (i) The Allottee shall be required to bring in 100% of the consideration for the relevant Shares on or before the date of allotment hereof. (ii) The consideration for allotment of the relevant Shares shall be paid to the Company from the bank account of the Allottee (iii) Allotment of Shares shall only be made in dematerialized form. (iv) The Shares allotted to the Allottee shall rank pari passu inter-se with the existing equity shares of the Company in all respects (including with respect to dividend and voting rights) and shall be subject to the Memorandum of Association and Articles of Association of the Company and any applicable lock-in requirements in accordance with Regulation 167 of the SEBI (ICDR) Regulations, 2018. (v) The Shares shall be allotted within a period of 15 (fifteen) days from the date of this resolution. Where the allotment of the Shares is pending on account of pendency of any approval for the preferential issue / for such allotment by any regulatory / statutory authority, the allotment shall be completed within a period of 15 (fifteen) days from the date of such approval.

RESOLVED FURTHER THAT subject to SEBI (ICDR) Regulations, 2018 and other applicable laws, the Board be and is hereby authorized to decide, approve, vary, modify and alter the terms and conditions of the issue of the Shares, as it may, in its sole and absolute discretion deem fit within the scope of this approval of Members and expedient and to make an offer to the Allottee through offer cum application letter, without being required to seek any further consent or approval of the Members.

RESOLVED FURTHER THAT pursuant to the provisions of the Companies Act, 2013 complete record of private placement offers be recorded for the issue of invitation to subscribe to the Shares.

RESOLVED FURTHER THAT the Directors, Company Secretary and the Chief Financial Officer of the Company be and are hereby authorised severally to do all such acts, deeds, matters and things as they may in their sole and absolute discretion consider necessary, desirable or expedient for the purpose of giving effect to the above resolutions, including: (a) to make application(s) to the Stock Exchanges for obtaining in-principle approval for issuance of the subscription and listing of the Shares; (b) to file requisite documents / make declarations / filings with Ministry of Corporate Affairs, Reserve Bank of India, SEBI, Stock Exchanges and any other statutory authority for and on behalf of the Company; (c) to represent the Company before any Government / regulatory authorities; (d) to appoint any merchant bankers or other professional advisors, consultants and legal advisors, and (e) to execute and deliver any and all documents, regulatory filings, certificates or instruments (including a certified copy of these resolutions), undertakings and to do or cause to be done any and all acts, deeds or things as may be necessary, appropriate or advisable solely in order to carry out the purposes and intent of, and to give effect to the foregoing resolutions, including any forms and documents that may be required to be filed with the concerned Registrar of Companies and other concerned regulatory authorities and to resolve and settle any questions and difficulties that may arise in the proposed issue, offer and allotment of the Shares, utilization of issue proceeds, as may be required."

Place: Bhilwara

By Order of the Board of Directors Dated: 15.09.2021 For Krishana Phoschem Limited

Sd/-

Company Secretary & Compliance Officer Priyanka Bansal

NOTES:

• 1. In view of the outbreak of Covid-19 pandemic, the Ministry of Corporate Affairs ('MCA') has vide its General Circular dated January 13, 2021 read with General Circulars dated April 8, 2020, April 13, 2020 and May 5, 2020 (collectively referred to as 'MCA Circulars') permitted the holding of the Annual General Meeting/ Extra Ordinary General Meeting ('AGM/EGM') through Video Conferencing ('VC') facility or other audio visual means ('OAVM'), without the physical presence of the Members at a common venue. Further, the Securities and Exchange Board of India ('SEBI') vide its Circulars dated May 12, 2020 and January 15, 2021 ('SEBI Circulars') has also granted certain relaxations. In compliance with the applicable provisions of the Companies Act, 2013 ('the Act'), Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 ('SEBI Listing Regulations'), MCA Circulars and SEBI Circulars, the EGM of the Company is being held through VC/OAVM on Friday, October 08, 2021 at 11.00 a.m. (IST). The registered office of the Company shall be deemed to be the venue for the EGM.
• 1. Further, pursuant to the MCA and SEBI Circulars, the Notice of the EOGM is sent in electronic form only to those Members whose email addresses are registered with the Company/ Depositories. The Notice has been uploaded on the website of the Company at www.krishnaphoschem.com. The Notice can also be accessed from the websites of the Stock Exchange i.e. The National Stock Exchange of India Limited ("NSE") at www.nseindia.com and on the website of National Securities Depository Limited ("NSDL") (agency for providing the Remote e-Voting facility) i.e. www.evoting.nsdl.com.
• 1. The explanatory Statement pursuant to Section 102 of the Companies Act, 2013 in respect of the Business under Item No. 1 of the accompanying notice is annexed hereto.
• 1. Pursuant to the provisions of the Companies Act, 2013, a Member entitled to attend and vote 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 pursuant to the MCA Circulars through VC or OAVM, physical attendance of Members has been dispensed with. Accordingly, in terms of the abovementioned MCA and SEBI circulars, the facility for appointment of proxies by the Members will not be available for the EGM and hence the Proxy Form and Attendance Slip are not annexed to this Notice.
• 1. Members attending the meeting through VC or OAVM shall be counted for the purpose of reckoning the quorum under Section 103 of the Companies Act 2013.
• 1. As per the provisions of Clause 3.A.III. of the General Circular No. 20/ 2020 dated May 5, 2020, the matters of Special Business as appearing at Item No. 1 of the accompanying Notice, are considered to be unavoidable by the Board and hence, forming part of this Notice.
• 1. Members seeking any information or clarification are requested to send in written queries to the Company, in advance, before the date of the meeting by mail at secretarial@krishnaphoschem.com.
• 1. Corporate members intending to send their authorized representative to attend the EGM through VC or OAVM or to vote through remote e-voting, pursuant to Sections 112 and 113 of the Act, are requested

to send a certified copy of the board resolution to the Scrutinizer by e-mail at Sourabh.bapna12@gmail.com with a copy marked to evoting@nsdl.co.in, authorizing their representative to attend and vote on their behalf at the EGM.

• 1. In case of joint holders attending the meeting, only such joint holder who is higher in the order of name will be entitled to vote.
• 1. The Notice is being sent to all the Members, whose names appear in the Register of Members/List of Beneficial Owners, received from National Securities Depository Limited (NSDL)/Central Depository Services (India) Limited (CDSL) as on Friday, 10th September 2021 for those shareholders whose email ids are not registered with the Depositories, for procuring user id and password and Notice of EOGM are requested to provide their Mail Id at secretarial@krishnaphoschem.com.
• 1. The Members are requested to note that the Company is pleased to provide a two-way Video Conferencing Facility (VC) to view the live streaming of the proceedings of the EGM and facilitate participation of Members at the EGM through VC or asking their questions through a Chat box facility. The Members will be able to view the proceedings on NSDL's e-Voting website www.evoting.nsdl.com.
• 1. Members may use this facility by using the same login credentials as provided for remote e-Voting. Members on the day of the EGM will login through their user ID and password on e-Voting website of NSDL. The link will be available in Member login where the EVEN of Company will be displayed. On clicking this link, the Member will be able to view the webcasting of the GM proceedings. The VC Facility will be available on October 08, 2021 from 11:00 a.m. (IST) onwards till the conclusion of the Meeting.
• 1. The Members can join the EGM in the VC/OAVM mode 30 minutes before and 15 minutes after the scheduled time of the commencement of the Meeting by following the procedure mentioned in the Notice. The Members will be able to view the proceedings on NSDL's e-Voting website www.evoting.nsdl.com.The facility of participation at the EGM through VC/OAVM will be made available to at least 1,000 members on first come first served basis. This will not include large Shareholders (Shareholders holding 2% or more shareholding), Promoters, Institutional Investors, Directors, Key Managerial Personnel, the Chairpersons of the Audit Committee, Nomination and Remuneration Committee and Stakeholders Relationship Committee, Auditors etc. who are allowed to attend the EGM without restriction on account of first come first served basis.
• 1. The Ministry of Corporate Affairs (vide circular nos. 17/2011 and 18/2011 dated April 21 and April 29, 2011 respectively), has undertaken a 'Green Initiative in Corporate Governance' and allowed companies to share documents with its shareholders through an electronic mode. Members are requested to support this green initiative by registering / updating their e-mail addresses, in respect of shares held in dematerialized form with their respective Depository Participants and in respect of shares held in physical form with Link Intime India Private Limited.
• 1. Members holding shares in dematerialized form are requested to intimate all changes pertaining to their bank details such as bank account number, name of the bank and branch details, MICR code and IFSC code, mandates, nominations, power of attorney, change of address, change of name, e-mail address,

contact numbers, etc., to their depository participant (DP). Changes intimated to the DP will then be automatically reflected in the Company's records which will help the Company and the Company's Registrars and Transfer Agents, Link Intime India Private Limited to provide efficient and better services. Members holding shares in physical form are requested to intimate such changes to Link Intime India Private Limited.

1. Voting Through Electronic Means: The details of the process and manner of e-voting are explained herein below:

In compliance with Sections 108 and 110 of the Companies Act, 2013 and the Rules made thereunder, the Company has provided the facility to the Members to exercise their votes electronically and vote on all resolutions through the e-voting service facility arranged by NSDL. The instructions for electronic voting are given in this Notice. The Members may cast their votes using electronic voting systems from a place other than the venue of the Extra Ordinary General Meeting (EGM) (remote e-voting). The instructions for e-voting are given herein below. The resolutions passed by the Members through evoting are deemed to have been passed as if they have been passed at EGM.

The Members who have cast their vote by remote e-voting prior to the EGM may also attend the EGM but shall not be entitled to cast their vote again.

The remote e-voting period begins on 05th October, 2021 (9:00 A.M.) and ends 07th October, 2021 (5:00 P.M.) (IST) The remote e-voting module shall be disabled by NSDL for voting thereafter. The Members, whose names appear in the Register of Members / Beneficial Owners as on the record date (cut-off date) i.e. 01st October, 2021, may cast their vote electronically. The voting right of shareholders shall be in proportion to their share in the paid-up equity share capital of the Company as on the cut-off date, being 01st October, 2021.

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 December 9, 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 email Id in their demat accounts in order to access e-Voting facility.

Individual Shareholders1.If you are already registered for NSDL IDeAS facility, please visit theholding securities ine-Services website of NSDL. Open web browser by typing the followingdemat mode withURL: https://eservices.nsdl.com/either on a Personal Computer or on aNSDL.mobile. Once the home page of e-Services is launched, click on the"Beneficial Owner"icon under "Login" which isavailable under"IDeAS"section. A new screen will open. You will have to enter yourUser ID and Password. After successful authentication, you will be ableto see e-Voting services. Clickon "Access to e-Voting" under e-Votingservices and you willbe able to see e-Voting page. Click on optionsavailable against company name or e-Voting service provider -NSDLand you will be re-directed to NSDL e-Voting website for casting yourvote during the remote e-Voting period or joining virtual meeting &voting during themeeting.2.If the user is not registered for IDeAS e-Services, option to register isavailable at https://eservices.nsdl.com. Select "Register Online forIDeAS"Portalorclickathttps://eservices.nsdl.com/SecureWeb/IdeasDirectReg.jsp

Login method for Individual shareholders holding securities in demat mode is given below:

	KRISHANA PHOSCHEM LIMITED
	Visit the e-Voting website of NSDL. Open web browser by typing the followingURL: https://www.evoting.nsdl.com/either on a Personal Computer or on amobile. Once the home page of e-Voting system is launched, click on the icon"Login" which is available under 'Shareholder/Member' section. A new screenwill open. You will have to enter your User ID (i.e.your sixteen digit demataccount number held with NSDL),Password/OTP and a Verification Code asshown on the screen. After successful authentication, you will be redirected toNSDLDepositorysite wherein you can see e-Voting page. Click on optionsavailable against company name or e-Voting service provider -NSDL and youwill be redirected to e-Voting website of NSDL for casting your vote during theremote e-Voting period or joining virtual meeting & voting during the meeting.
Individual Shareholdersholdingsecurities indemat mode withCDSL	1.Existing users who have opted for Easi / Easiest, they can login throughtheir user id and password. Optionwill be made available to reach eVoting page without any further authentication. The URL for users tologin to Easi / Easiest are https://web.cdslindia.com/myeasi/home/loginor www.cdslindia.comandclick on New System Myeasi.
	2.After successful login of Easi/Easiest the userwill be also able to see theE Voting Menu. The Menu will have links of e-Voting service provideri.e. NSDL.Click on NSDLto cast your vote.
	3.If the user isnot registered for Easi/Easiest, option to register isavailable athttps://web.cdslindia.com/myeasi/Registration/EasiRegistration
	4.Alternatively, the user can directly access e-Voting page by providingdematAccountNumberandPANNo.fromalinkinwww.cdslindia.comhome page. The system will authenticate the user bysending OTP on registered Mobile & Email as recorded in the dematAccount. After successful authentication, user will be provided links forthe respective ESP i.e. NSDLwhere the e-Voting is in progress.
Individual Shareholders(holding securities indemat mode) loginthrough their depositoryparticipants	You can also loginusing the login credentials of your demat account throughyour Depository Participant registered with NSDL/CDSL for e-Voting facility.Once login, you will be able to see e-Voting option. Once you click on e-Votingoption, you will be redirected to NSDL/CDSL Depository site after successfulauthentication, wherein you can see e-Voting feature.Click on options availableagainst company name ore-Voting service provider-NSDLand you will beredirected to e-Voting website of NSDL for casting your vote during the remotee-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
holdingsecuritiesin	Members facing any technical issue in login can contact NSDL helpdesk by
dematmodewith	sending a requestat evoting@nsdl.co.inor call at toll free no.: 1800 1020
NSDL	990 and 1800 22 44 30
Individual Shareholders
holding securities in	Members facing any technical issue in login can contact CDSL helpdesk by
demat mode with	sending a request at helpdesk.evoting@cdslindia.comor contact at 022-
CDSL	23058738 or 022-23058542-43

B)Login Method 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?

1. 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.

2. Once the home page of e-Voting system is launched, click on the icon "Login" which is available under 'Shareholder/Member' section.

3.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.

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.

4.Your User ID details are given below:

Manner of holding shares i.e. Demat (NSDL orCDSL) or Physical	Your User ID is:
a)For Members who hold shares in demat accountwith NSDL.	8 Character DP ID followed by 8 Digit Client IDFor example if your DP ID is IN300*** and Client
	IDis12******thenyouruserIDisIN30012***.
b) For Members who hold shares in demat accountwith CDSL.	16 Digit Beneficiary IDForexampleifyourBeneficiaryIDis12**************thenyouruserIDis12**************
c) For Members holding shares in Physical Form.	EVENNumberfollowedbyFolioNumberregistered withthe companyFor example iffolio number is 001*** and EVENis 101456 then user ID is 101456001***

• 1. Password details for shareholders other than Individual shareholders are given below:
• a) If you are already registered for e-Voting, then you can user your existing password to login and cast your vote.
• 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.
• c) How to retrieve your 'initial password'?

(i) If your email ID is registered in your demat account or with the company, your 'initial password' is communicated to you on your email ID. Trace the email sent to you from NSDL from your mailbox. Open the email 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'.

(ii) If your email ID is not registered, please follow steps mentioned below in process for those shareholders whose email ids are not registered.

1. 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 evoting@nsdl.co.in 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.

1. After entering your password, tick on Agree to "Terms and Conditions" by selecting on the check box.

2. Now, you will have to click on "Login" button.

3. 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?

1. 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.

2. Select "EVEN" of company for which you wish 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 General Meeting".

3. Now you are ready for e-Voting as the Voting page opens.

4. 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.

5. Upon confirmation, the message "Vote cast successfully" will be displayed.

6. You can also take the printout of the votes cast by you by clicking on the print option on the confirmation page.

7. Once you confirm your vote on the resolution, you will not be allowed to modify your vote.

General Guidelines for shareholders

1.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 sourabh.bapna12@gmail.com with a copy marked to evoting@nsdl.co.in.

2.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.

3.In case of any queries, you may refer the Frequently Asked Questions (FAQs) for Shareholders and evoting user manual for Shareholders available at the download section of www.evoting.nsdl.com or call on toll free no.: 1800-222-990 and 1800-224-430 or send a request at evoting@nsdl.co.in

4.Any person who acquires shares of the Company and becomes a Member of the Company after the dispatch of the Notice and holding shares as on the cut-off date, i.e.01st October, 2021, may obtain the User ID and password by sending a request at evoting@nsdl.co.in or secretarial@krishnaphoschem.com. 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 may reset your password by using "Forgot User Details/Password" option available on www.evoting.nsdl.com or contact NSDL at the following Toll-free no. 1800-222-990.

Process for those shareholders whose email 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:

• 1. 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 (selfattested scanned copy of Aadhar Card) by email to secretarial@krishnaphoschem.com
• 1. 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 secretarial@krishnaphoschem.com If you are an Individual shareholders holding securities in demat mode, you are requested to refer to the login method explained at step 1 (A) i.e. Login method for e-Voting and joining virtual meeting for Individual shareholders holding securities in demat mode.
• 1. Alternatively member may send an e-mail request to evoting@nsdl.co.in for obtaining User ID and Password by proving the details mentioned in Point (1) or (2) as the case may be.
• 1. In terms of SEBI circular dated December 9, 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 email ID correctly in their demat account in order to access e-Voting facility.

The instructions for members for e-voting on the day of the EGM/AGM are as under: -

• 1. The procedure for e-Voting on the day of the EGM/AGM is same as the instructions mentioned above for remote e-voting.
• 2.Only those Members/ shareholders, who will be present in the EGM/AGM 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/AGM.

• 3.Members who have voted through Remote e-Voting will be eligible to attend the EGM/AGM. However, they will not be eligible to vote at the EGM/AGM.
• 1. 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/AGM shall be the same person mentioned for Remote e-voting.

Instructions for members for attending the AGM/EGM through VC/OAVM are as under:

1.) Member will be provided with a facility to attend the EGM/AGM 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 General 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. Please note that 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.

2.) Members are encouraged to join the Meeting through laptops for better experience. Further Members will be required to use internet with a good speed to avoid any disturbance during the meeting. Members connecting from their mobile devices or tablets or through laptop connecting via mobile hotspot may experience audio or video loss due to fluctuation in their respective network. It is therefore recommended to use stable Wi-Fi or LAN connection to attend the EGM without any interruption.

3.) Facility of joining the meeting shall be open 30 minutes before the time scheduled for the meeting and shall be closed 15 minutes after such scheduled time and will be available on first come first served basis.

• 4.) Shareholders who would like to express their views/ask questions during the meeting may register themselves as a speaker may send their request mentioning their name, demat account number/folio number, email id, mobile number at secretarial@krishnaphoschem.com.
• 5.) Shareholders who would like to express their views/have questions may send their questions in advance mentioning their name demat account number/folio number, email id, mobile number at secretarial@ krishnaphoschem.com. The same will be replied by the company suitably.

Other Instructions

• 1.) The voting rights of shareholders (for voting through remote e-Voting before the EGM and remote e-Voting during the EGM) shall be in proportion to their shares of the paid-up equity share capital of the Company as on the cut-off date, which is 01th October, 2021. 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 only shall be entitled to avail the facility of remote e-voting as well as voting at the EGM.
• 2.) Any person who is not a member as on the cutoff- date should treat this Notice for information only.
• 3.) The remote e-voting period begins on 05th October, 2021 (9:00 A.M.) and ends 07 th October, 2021 (5:00 P.M.) (IST) during this period, shareholders of the Company, holding shares in physical form or in dematerialized form, as on the cut-off date, i.e. 01th October, 2021, may cast their vote electronically. The e-voting module shall be disabled by NSDL for voting.

• 4.) Members who are registered with NSDL for e-voting can use their existing user Id and password for casting their votes.
• 5.) The Members who have cast their vote by remote e-voting prior to the EGM may also attend/ participate in the EGM through VC or OAVM but shall not be entitled to cast their vote again.
• 6.) Any person, who acquires shares of the Company and becomes a Member of the Company after dispatch of the Notice and holding shares as of the cut-off date, may obtain the login ID and password by sending a request at evoting@nsdl.co.in. However, if he/she is already registered with NSDL for remote e-voting then he/she can use his/ her existing User ID and password for casting the vote.
• 7.) Mr. Sourabh Bapna, Practicing Company Secretary (Membership No. 51505 & CP No. 19968) has been appointed as the Scrutinizer by the Board for providing facility to the Members of the Company to scrutinize remote e-Voting process before the EGM as well as remote e-Voting during the EGM in a fair and transparent manner.
• 8.) The Chairman shall, at the EGM, at the end of discussion on the resolutions on which voting is to be held, allow voting, by use of remote e-voting system for all those Members who are present during the EGM through VC/OAVM but have not cast their votes by availing the remote e-Voting facility.
• 9.) The Scrutinizer shall, immediately after the conclusion of voting at the EGM, unblock the votes cast and make, not later than 48 hours of conclusion of the EGM, a consolidated Scrutinizer's Report of the total votes cast in favour or against, if any, to the Chairman or a person authorized by him in writing, who will acknowledge the receipt of the same and declare the result of the voting forthwith.
• 10.) The results will be declared within 48 hours of conclusion of the Extra Ordinary General Meeting. The results declared along with the Scrutinizer's Report shall be placed on the Company's website www.krishnaphoschem.com and on the website of NSDL: www.evoting.nsdl.com immediately after the result is declared. The Company shall simultaneously forward the results to The National Stock Exchange of India Limited ("NSE") where the shares of the Company are listed.
• 11.) Subject to receipt of requisite number of votes, the resolutions shall be deemed to be passed on the date of EGM i.e. Friday, October 08, 2021.
• 12.) Since the EGM will be held through VC or OAVM, the Route Map is not annexed in this Notice.

Place: Bhilwara

By Order of the Board of Directors Dated: 15/09/2021 For Krishana Phoschem Limited

Sd/- Priyanka Bansal (Priyanka Bansal) Company Secretary & Compliance Officer

ANNEXURE TO NOTICE

Explanatory Statement pursuant to Section 102 of the Companies Act, 2013 and other applicable Provisions.

Item No. 1 - Issuance of Equity Shares through Preferential allotment on preferential Basis

The present authorized capital of the Company is Rs. 30.00 crore and the Issued and Paid-up Capital of the Company as on the date of this notice is Rs. 27.4 crore divided in to 27400000 Equity shares of Re.10/- each. The Company is planning for further expansion of its business activities and for the growing business of the Company, including long term capital requirements for pursuing growth plans, and for general corporate purposes. meeting other long term fund requirements including projection of new Projects. Hence huge funds are required for its expansion and other general corporate purposes.

Accordingly, the Board of Directors of the Company (the "Board") had pursuant to its resolution passed on 15th September, 2021, subject to the consent of the members, approved the issue and allotment of up to 25,00,000 equity shares of Re.10/- ( Rupees Ten only) face value ("Shares") at an issue price of Rs. 162/- (Rupees One hundred sixty two only) for a consideration not exceeding an aggregate amount of Rs.40,50,00,000/- (Rupees Forty Crore Fifty Lakhs only) each (as determined by the Board in accordance with the pricing guidelines prescribed under Regulation 164 of Chapter V of the Securities and Exchange Board of India (Issue of Capital and Disclosure Requirements) Regulations, 2018 ("ICDR Regulations")) as on the relevant date to investor i.e. 07th September, 2021 in terms of ICDR Regulations ("Investors") in the manner as recorded by the Board ("Preferential Allotment"). In terms of Sections 23, 42 and 62(1)(c) of the Companies Act, 2013 and Regulation 160 of the ICDR Regulations, approval of the members by way of a special resolution is required to issue the Shares on preferential basis.

The relevant details and other material facts in connection thereto are provided hereunder:

(1) Objects of the preferential issue

The Company is undertaking an issue and allotment of certain equity shares, the proceeds of which will be primarily used to meet the needs for the further expansion of business activities and for the growing business of the Company, including long term capital requirements for pursuing growth plans, and for general corporate purposes. meeting other long term fund requirements including projection of new Projects.

(2) Size of the preferential issue

The Company proposes to offer, issue and allot, by way of a preferential issue, up to 25,00,000 equity shares of Rs. 10/- (Rupees Ten only) face value ("Shares") at an issue price of Rs. 162/- (Rupees One hundred sixty two only) for a consideration not exceeding an aggregate amount of Rs. 405000000/- (Rupees Forty crore fifty lakh only).

(3) Price of the preferential issue

The Company proposes to offer, issue and allot Shares each at an issue price of Rs. 162/- (Rupees One hundred sixty two only) each (as determined by the Board in accordance with the pricing guidelines prescribed under the SEBI (ICDR) Regulations, 2018).

(4) Basis on which the price of the preferential issue has been arrived at

The equity shares of the Company are listed on the National Stock Exchange of India Limited ("NSE") shall hereinafter be referred to as the "Stock Exchanges"). The equity shares are frequently traded and the share prices on National Stock Exchange (NSE) being the stock exchange with higher trading volumes for the said period, have been considered for arriving at floor price of the shares to be allotted under the Preferential Allotment to the Investors in accordance with the SEBI (ICDR) Regulations, 2018. The price per Share has been arrived at in accordance with the pricing guidelines prescribed under Regulation164(1) of Chapter V of the ICDR Regulations.

Re-computation of Issue Price:

Since the Company's equity shares are frequently traded and have been listed on a recognised Stock Exchange for more than 26 weeks prior to the Relevant Date, there is no need for the Company to recompute the price of equity shares to be issued and therefore, the Company is not required to submit the undertakings specified under the relevant provisions of the SEBI ICDR Regulations.

(5) Relevant date with reference to which the price has been arrived at

The relevant date as per the relevant provisions of Chapter V of the ICDR Regulations, for the determination of the said issue price for the Shares is 07th September, 2021.

(6) The class or classes of persons to whom the allotment is proposed to be made

The Company is offering existing class of Equity Shares of face value Re. 10/- each to subscribe through preferential allotment to other than promoter.

The Shares pursuant to the preferential issue shall be allotted to the following Investor in the manner as recorded below:

S.No.	Name of Allottee	No. of Shares	Class of person
1.	Kailash Ramanlal Zaveri	771605	Individual
2.	Kishore J Gokal	154325	NRI Individual
3.	NidhiJain	21605	Individual
4.	Harshad Ganesh Kachhara	25000	Individual
5.	Bijay Singh Jain	25000	Individual
6.	Suman Jain	10000	Individual
7.	Kamal Singh Jain	25000	Individual
8.	Kamal Singh Jain HUF	10000	Individual
9.	Padma Jain	10000	Individual
10.	KusumJain	10000	Individual
11.	Deepak Jain	10000	Individual
12.	Manisha Gupta	6200	Individual
13.	Shyam Sundar Mundra	12500	Individual
14.	Shreya Mundra	6200	Individual
15.	Dilip Kumar Nemani	1850	Individual
16.	Mayanak Nemani	1850	Individual
17.	Prabha Nemani	6200	Individual
18.	Sapana Nemani	6200	Individual
19.	Vishnu Agarwal	6200	Individual

22.	Rohan Daga	15500	Individual
23.	Sunil Mohnot	3100	Individual
24.	Pooja Sharma	2000	Individual
25.	Jeetendra Kothari	6200	NRI Individual
26.	Subhash Satyanarayan Agarwal	20000	Individual
27.	Ashish Goel	3100	Individual
28.	Ankur Swarnkar	500	Individual
29.	Chandresh Jain	500	Individual
30.	Gopal SinghShaktawat	500	Individual
31.	Vishvdeep Jhanwar	500	Individual
32.	Kanhaiya LalAcharya	500	Individual
33.	Ankit Jain	500	Individual
34.	Rakesh Vishnoi	500	Individual
35.	Pappula Dhananjaya Rao	500	Individual
36.	Amit Kumar Mishra	500	Individual
37.	Vivek Tripathi	500	Individual
38.	Bhola Shankar Shukla	500	Individual
39.	Abhishek Khariwal	500	Individual
40.	Saurabh Gupta	500	Individual
41.	Indu Sharma	500	Individual
42.	Mahaveer Agarawal	500	Individual
43.	Kailash Chandra Jethliya	500	Individual
44.	Atul Soni	500	Individual
45.	Pratibha Jain	500	Individual
46.	Dinesh Kumar Rathi	500	Individual
47.	Gaurav Ranka	500	Individual
48.	Samta Jain	500	Individual
49.	Anju Bala Logar	500	Individual
50.	Harish Kumar Laddha	500	Individual
51.	Sushila Inani and Gopal Inani	1500	Individual
52.	Rajnee Jaketia	500	Individual
53.	Varsha Bapna	500	Individual
54.	Vipin Kumar Jain	500	Individual
55.	Vishnu Shankar Pitti	500	Individual
56.	Pallavi Sukhwal	500	Individual
57.	Rahul Sharma	500	Individual
58.	Deepak Toshniwal	500	Individual
59.	Pushpa Devi Sankhala	2000	Individual
60.	Vijay Kumar Namdharani	500	Individual
61.	Madhu Pokharna	500	Individual
62.	Rambabu Mundra	500	Individual
63.	Sandeep Kumar Mehta	500	Individual
64.	Prince Kothari	500	Individual
65	Ashish Vijay	500	Individual

			KRISHANA PHOSCHEM LIMITED
66.	Lalit Kumar Sharma HUF	3000	Individual
67.	Kalawati Jaithlia	500	Individual
68.	Kailash Chandra Mohanlal Soni	500	Individual
69.	Priyanka Kumari Chouhan	500	Individual
70.	Rani Bansal	500	Individual
71.	Artika Ranka	500	Individual
72.	Jyoti Bala Kothari	500	Individual
73.	Barkha Maheshwari	500	Individual
74.	Divya Maheshwari	500	Individual
75.	Narbda Sharma	500	Individual
76.	Shruti Garg	500	Individual
77.	Kavita Solanki	500	Individual
78.	Pushpa Kanther	500	Individual

79.	Pramod Nalpathil Sukumaran	500	Individual
80.	Pintu Duggar	500	Individual
81.	Anita Devra	500	Individual
82.	Neelam Modi	1000	Individual
83.	Nisha Ojha	500	Individual
84.	Sandhya Jain	500	Individual
85.	Harshvardhan Sharma	500	Individual
86	LaxmilalModilal Zaver	15500	Individual
87.	Niranjan Lodha	62500	Individual
88	Saroj Lodha	62500	Individual
89	Visualize Tradecom Private	100000	Corporate
	Limited
90	Suswani Textiles Private Limited	100000	Corporate
91	Swastik Clothtex Private Limited	100000	Corporate
92	Shree Ambaji Weaves Private	50000	Corporate
	Limited
93	Arham Suitings Private Limited	50000	Corporate
94	Mahavir Texturising Private	21975	Corporate
	Limited
95	Shubhlaxmi Tex Fab Private	12500	Corporate
	Limited
96	Santosh Industries Limited	375000	Corporate
97	Pragya Mercantile Private Limited	309000	Corporate

(7) Intention of the Promoters, Directors or Key Managerial Personnel to subscribe to the preferential issue.

None of the Promoters, Directors or key management personnel intend to subscribe to this offer.

(8) Proposed time for completion of Preferential Allotment

The Company will complete the allotment pursuant to this preferential issue within a period of 15 (fifteen) days from the date when the shareholders' resolution approving this Preferential Allotment is passed.

Where the allotment of the Shares is pending on account of pendency of any approval for the preferential issue / for such allotment by any regulatory / statutory authority, the allotment shall be completed within a period of 15 (fifteen) days from the date of such approval.

(9) Names of the proposed allottee and the percentage of post preferential issue capital that may be held by them

The names of the Investor together with their post issue capital held with them will be as set out below:

S. No.	Name of Allottee	No. of Shares	percentage of post preferential
			issuecapital
1.	Kailash Ramanlal Zaveri	771605	2.581
2.	Kishore J Gokal	154325	0.516
3.	NidhiJain	32105	0.107
4.	Harshad Ganesh Kachhara	25000	0.084
5.	Bijay Singh Jain	37000	0.124
6.	Suman Jain	26000	0.087
7.	Kamal Singh Jain	41000	0.137
8.	Kamal Singh Jain HUF	18000	0.060
9.	Padma Jain	26000	0.087
10.	KusumJain	10000	0.033
11.	Deepak Jain	30000	0.100
12.	Manisha Gupta	6200	0.021
13.	Shyam Sundar Mundra	12500	0.042
14.	Shreya Mundra	8027	0.027
15.	Dilip Kumar Nemani	15395	0.051
16.	Mayanak Nemani	10450	0.035
17.	Prabha Nemani	15667	0.052
18.	Sapana Nemani	16675	0.056
19.	Vishnu Agarwal	6200	0.021
20.	Manju Sharma	27700	0.093
21.	Raghavendra Nathani	31444	0.105
22.	Rohan Daga	15500	0.052
23.	Sunil Mohnot	3100	0.010
24.	Pooja Sharma	2000	0.007
25.	Jeetendra Kothari	24815	0.083
26.	Subhash Satyanarayan	45000
	Agarwal		0.151
27.	Ashish Goel	7100	0.024
28.	Ankur Swarnkar	600	0.002
29.	Chandresh Jain	500	0.002
30.	Gopal SinghShaktawat	595	0.002
31.	Vishvdeep Jhanwar	630	0.002
32.	Kanhaiya Lal Acharya	630	0.002
33.	Ankit Jain	500	0.002
34.	Rakesh Vishnoi	550	0.002
35.	Pappula Dhananjaya Rao	500	0.002

36.	Amit Kumar Mishra	500	0.002
37.	Vivek Tripathi	500	0.002
38.	Bhola Shankar Shukla	500	0.002
39.	Abhishek Khariwal	500	0.002
40.	Saurabh Gupta	500	0.002
41.	Indu Sharma	500	0.002
42.	Mahaveer Agarawal	750	0.003
43.	Kailash Chandra Jethliya	500	0.002
44.	Atul Soni	500	0.002
45.	Pratibha Jain	500	0.002
46.	Dinesh Kumar Rathi	500	0.002
47.	Gaurav Ranka	500	0.002
48.	Samta Jain	530	0.002
49.	Anju Bala Logar	500	0.002
50.	Harish Kumar Laddha	500	0.002
51.	Sushila Inani and Gopal	1500
	Inani		0.005
52.	Rajnee Jaketia	530	0.002
53.	Varsha Bapna	530	0.002
54.	Vipin Kumar Jain	560	0.002
55.	Vishnu Shankar Pitti	600	0.002
56.	Pallavi Sukhwal	500	0.002
57.	Rahul Sharma	625	0.002
58.	Deepak Toshniwal	1600	0.005
59.	Pushpa Devi Sankhala	2200	0.007
60.	Vijay Kumar Namdharani	500	0.002
61.	Madhu Pokharna	550	0.002
62.	Rambabu Mundra	500	0.002
63.	Sandeep Kumar Mehta	500	0.002
64.	Prince Kothari	906	0.003
65	Ashish Vijay	500	0.002
66.	Lalit Kumar Sharma HUF	3000	0.010
67.	Kalawati Jaithlia	530	0.002
68.	Kailash Chandra Mohanlal	730
	Soni		0.002
69.	Priyanka Kumari Chouhan	500	0.002
70.	Rani Bansal	500	0.002
71.	ArtikaRanka	700	0.002
72.	Jyoti Bala Kothari	700	0.002
73.	Barkha Maheshwari	500	0.002
74.	Divya Maheshwari	500	0.002
75.	Narbda Sharma	500	0.002
76.	Shruti Garg	500	0.002
77.	Kavita Solanki	500	0.002
78.	Pushpa Kanther	550	0.002
79.	Pramod Nalpathil	500	0.002

	Sukumaran
80.	Pintu Duggar	6300.002
81.	Anita Devra	500	0.002
82.	Neelam Modi	1000	0.003
83.	Nisha Ojha	500	0.002
84.	Sandhya Jain	600	0.002
85.	Harshvardhan Sharma	500	0.002
86	Laxmilal Modilal Zaver	15500	0.052
87.	Niranjan Lodha	62500	0.209
88	Saroj Lodha	62500	0.209
89	Visualize Tradecom Private	766196
	Limited		2.563
90	Suswani Textiles Private	698728
	Limited		2.337
91	Swastik Clothtex Private	1547568
	Limited		5.176
92	Shree Ambaji Weaves	57489
	Private Limited		0.192
93	Arham Suitings Private	130000
	Limited		0.435
94	Mahavir Texturising	129975
	Private Limited		0.435
95	Shubhlaxmi Tex Fab	1057692
	Private Limited		3.537
96	Santosh IndustriesLimited	3750001.254
97	Pragya Mercantile Private	309000
	Limited		1.033

(10) Change in control if any, in the Company that would occur consequent to the preferential issue

There shall be no change in the board of directors and control of the company pursuant to these preferential allotments. However, there will be a corresponding change in the shareholding pattern as well as voting rights consequent to these preferential allotments.

(11) The number of persons to whom allotment on a preferential basis has been made during the year, in terms of number of securities as well as the price

During the Current Financial Year 2021-22, no allotment of securities on preferential basis has been made by the Company.

(12) Pre and Post-Issue Shareholding Pattern The Pre and Post-Issue Shareholding Pattern of the Company is set out below:

S. No.	Category	Pre-Issue(10.09.2021)		Post Issue*
		No. of Shares	%of	No. of Shares	%of
		held	Shareholding	held	Shareholding
A	Promoters Holding
1.	Indian
	Individual	708500	2.58	708500	2.36
	Bodies Corporate	18506402	67.54	18506402	61.89
	Sub Total	19214902	70.13	19214902	64.25
2.	Foreign Promoters	0	0.00	0	0.00
	Sub TotalA	19214902	70.12	19214902	64.26
B	Non-Promoters
	Holding
1.	Institutional	0	0	0	0
	Investors
2.	Non-Institution:
3.	PrivateCorporate	4228959	15.43	5347434	17.88
	Bodies
4.	Indian Public/ HUF	3918466	14.30	5139466	17.18
5.	Others(Included	26866	0.09	187391	0.62
	NRIs)
6.	Clearing Member	10772	0.039	10772	0.036
7.	Trust	35	0.0001	35	0.0001
	Sub Total B	8185098	29.88	10685098	35.74
	Grand Total	2,74,00,000	100.00	29900,000	100.00

*The post issue paid-up capital is arrived after considering all the preferential allotments, proposed to be made under this notice and on fully diluted basis.

13. Identity of the natural persons who are the ultimate beneficial owners of the shares proposed to be allotted and / or who ultimately control the proposed allottees is as follows:

S.	Nameofthe	Category	Pre-issue	Post-issue	Name of the Ultimate
No.	Proposed		Shareholding	Shareholding	Beneficiaries / Owners
	No. Allottees and		and	and
	Category		Percentage	Percentage
1	Visualize	Corporate	666196	766196	Ramraj Sharma
	Tradecom		Equity Shares	Equity Shares
	Private Limited		2.431% of the	2.563% of
			total paid up	the total paid
			Capital	up Capital
2	Suswani Textiles	Corporate	598728	698728	Ramraj Sharma
	Private Limited		Equity Shares	Equity Shares
			2.185% of the	2.337% of
			total paid up	the total paid
			Capital	up Capital
3	Swastik Clothtex	Corporate	1447568	1547568	Siddharth Kothari
	Private Limited		Equity Shares	Equity Shares
			5.283% of the	5.176% of
			total paid up	the total paid
			Capital	up Capital
4	Shree Ambaji	Corporate	7489Equity	57489	Abhishek Khariwal
	Weaves Private		Shares	Equity Shares
	Limited		0.027 % of	0.192% of
			the total paid	the total paid
			up Capital	up Capital
5	Arham Suitings	Corporate	80000	130000	Shikha Ostwal
	Private Limited		Equity Shares	Equity Shares
			0.292% of the	0.435% of
			total paid up	thetotal paid
			Capital	up Capital
6	Mahavir	Corporate	108000	129975	Suresh Balabux Jain
	Texturising		Equity Shares	Equity Shares
	Private Limited		0.394% of the	0.435% of
			total paid up	the total paid
			Capital	up Capital
7	Shubhlaxmi Tex	Corporate	1045192	1057692	Vinay Kumar Khator
	Fab Private		Equity Shares	Equity Shares
	Limited		3.815%of	3.537% of
			the total paid	the total paid
			up Capital	up Capital
8	Santosh	Corporate	-	375000	Surendra Kumar Dugar

	Industries			Equity Shares
	Limited			1.254% of
				the total paid
				up Capital
9	Pragya	Corporate	-	309000	RISHABH DUGAR
	Mercantile			Equity Shares
	Private Limited			1.033% of
				the total paid
				up Capital

*The post issue shareholding percentage is arrived after considering all the preferential allotments proposed to be made under this notice and on fully diluted basis.

14. Contribution being made by the promoters or directors either as part of the preferential issue or separately in furtherance of objects

The promoter of the company i.e. Ostwal Phoschem India Limited already made contribution of Rs. 11.25 Crore and Promoter and Promoter Group will further made contribution of Approx Rs. 17.00 Crore in future for furtherance of the objects.

None of the Directors or Key Managerial Personnel of the Company intends to subscribe to any of the shares proposed to be issued under the Preferential Issue or otherwise contribute to the Preferential Issue or separately in furtherance of the objects specified herein above.

15.Auditor's Certificate:

A certificate from the Statutory Auditor of the Company namely Rajneesh Kanther & Associates Chartered Accountants (Firm Regn. No. 021262C), Chartered Accountants (M. No. 102162, as required under the SEBI (ICDR) Regulations, 2018, shall be made available on the day of the EGM.

16.Lock-in period:

The Shares allotted pursuant to the preferential issue will be subject to applicable lock-in and transfer restrictions in accordance with the SEBI (ICDR) Regulations, 2018.

17. Other disclosures

• (a) Report of a Registered Valuer under provisions of second proviso to Rule 13(1) of the Companies (Share Capital and Debentures) Rules, 2014, as amended, is not required for the allotment of Shares.
• (b) The justification for the allotment proposed to be made for consideration other than cash together with valuation report of the registered valuer is not applicable as the allotment of Shares is for a cash consideration.
• (c) Principle terms of assets charged as securities: NA
• (d) The proposed allottee have not sold or transferred any Ordinary Shares during the six months preceding the relevant date.

18. Undertakings

• (A)Neither the Company nor any of its Promoters or Directors is a willful defaulter.
• (B) Neither the Company nor any of its Promoters or Directors is a fugitive economic offender as defined under the SEBI (ICDR) Regulations, 2018.
• (C) The equity shares of the Company have been listed for a period of more than twenty-six weeks as on the relevant date, the provisions of Regulation 164(3) of the SEBI (ICDR) Regulations, 2018, governing re-computation of the price of shares shall not be applicable.
• (D)The Company shall re-compute the price of the relevant shares to be allotted under the Preferential Allotment in terms of the provisions of the SEBI (ICDR) Regulations, 2018, where it is required to do so.
• (E) If the amount payable on account of the re-computation of price is not paid within the time stipulated in the SEBI (ICDR) Regulations, 2018, the relevant shares to be allotted under the Preferential Allotment shall continue to be locked-in till the time such amount is paid by the allottee.
• (F) The Company is in compliance with the conditions for continuous listing of equity shares as specified in the listing agreement with the Stock Exchanges and the SEBI (LODR) Regulations, 2015, as amended and circulars and notifications issued by the SEBI thereunder.

The Directors are deemed to be interested or concerned in this resolution to the extent of their holding of equity shares of the company.

Place: Bhilwara

By Order of the Board of Directors Dated: 15.09.2021 For Krishana Phoschem Limited

Sd/- (Priyanka Bansal) Company Secretary & Compliance Officer