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NOCIL Ltd Proxy Solicitation & Information Statement 2025

Jul 14, 2025

60460_rns_2025-07-14_e7889678-ecb2-4110-bdc5-e41417882590.pdf

Proxy Solicitation & Information Statement

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Regd. Office: Mafatlal House, 3rd Floor, H. T. Parekh Marg Backbay Reclamation, Churchgate, Mumbai - 400 020, India Tel.. +91 22 6657 6100, 6636 4062 Fax +91 22 6636 4060 Website: www.nocil.com CIN :L99999MH1961PL001200.3 Emal: investorcare@@nocl.com

Date: 14th July, 2025

The Bombay Stock Exchange Limited "P.J. Towers" Dalal Street Mumbai-400 001 Scrip Code: 500730

The National Stock Exchange of India Ltd. Exchange Plaza, Bandra Kurla Complex, Bandra (East) Mumbai-400 051 Symbol: NOCIL

Dear Sir,

Sub: Newspaper Advertisement relating to Annual General Meeting

Pursuant to Regulation 30 read with Para A of Schedule III, regulation 44 and Regulation 47 of the SEBI Listing Regulations and in compliance with Section 108 of the Companies Act, 2013 we have enclosed herewith the copies of the following newspaper advertisements published for giving Notice of the 63rd Annual General Meeting ("AGM") of the Company to be held on Thursday, 7th August, 2025 at 3:00 p.m (IST) through Video Conferencing/Other Audio Visual Means, e- voting, record date for the purpose of determining eligibility for payment of final dividend for the financial year ended 31st March, 2025, if declared at the AGM and other related information.

  1. Economic Times (English Edition) dated , 12th July, 2025 and

  2. Maharashtra Times (Marathi Edition) dated 12th July, 2025

Further, the Company has also disseminated the above published information on the Company's website viz., www.nocil.com.

We request you to take the same on your records.

Thanking you,

Yours faithfully,

For NOCIL Limited

AMIT KUNDAN VYAS Digitally signed by AMIT KUNDAN VYAS Date: 2025.07.14 17:16:24 +05'30'

Amit K. Vyas Head- Legal and Company Secretary Place: Mumbai Encl: as above

THE ECONOMIC TIMES I MUMBAI I SATURDAY I 12 JULY 2025 I WWW.E '· .CONOMICTIMES.COM

NOCIL LIMITED CIN: L99999MH1961PLC012003

Regd. Office: Mafatlal House, H.T. Parekh Marg, Backbay Reclamation, Churchgate, Mumbai-400 020 Tel.No.: 91-22-66364062, Fax No.: 91-22-66364060 Website: www.nocil.com; Email: [email protected]

'Notice of 63rd Annual General Meeting and Remote E- Voting

Notice Is hereby given that the 63rd Annual General Meeting ('AGM') of the Company will be held on Thursday, 7th August 2025 at 3:00 pm (1ST) through Video Conferencing ( "VC") / Other Audio-Visual Means ("AVM") being provided by the National Securities Depositories Ltd ( NSDL) without the physical presence of the Members at a common venue, in compliance with all the applicable provisions of the Companies Act, 2013 and the Rules made thereunder and the provisions of the SEBI ( Listing Obligations & Disclosure Requirements) Regulations, 2015 and in accordance with General Circular No- 20/2020 dated May 5, 2020 and subsequent circulars issued in this regard and latest being General Circular No 09/2024 dated 19th September, 2024 issued by MCA (hereinafter referred to as "MCA Circulars") and Circular Nos SEBI/HO/CFD/CFD-PoD-2/P/CIR/2024/133 dated October 3,2024 read with Master Circular No . SEBI/HO/CFD/PoO2/CIR/P/0155 dated November 11, 2024 respectively issued by SEBI ( hereinafter referred to as "SEBI Circulars") along with other applicable Circulars issued in this regard by the MCA and SEBI, to transact the business that will be set forth in the Notice of the AGM.

Members attending the 63rd AGM through VC/OAVM will be considered for quorum under Section 103 of theAct.

As per the aforesaid MCA and SEBI Circulars, an electronic copy of the AGM Notice & the Explanatory Statement thereto together with the Notes thereon included as a part of the Annual Report of the Company for the Financial Year 2024-25 have been issued /mailed through electronic mode (e-mail) on 11th July, 2025 to all those Members whose email IDs are registered with the Company/ KFin Technologies Ltd (RTA)/ Depository Participants (DPs) as on the said date. In accordance with Regulation 36(1)(b) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 ,a letter providing a web-link for accessing the Annual Report has been sent to those members who have not registered their Email -ids .The Annual Report for the FY 2024-25, including the AGM Notice and other statutory documents are also accessible on the Company's website: www.nocil.com; BSE Limited's website: www.bseindia.com; NSE's website: www.nseindia.com; and the website of National Securities Depository Limited (NSDL) at https://www.evoting.nsdl.com/.

Remote e-Voting and e-Voting during AGM: -

Members/ Shareholders will have an opportunity to cast their votes electronically on the business items as set forth in the 63rd AGM Notice, either through remote e-Voting prior to the 63rd AGM or bye-Voting during the 63rd AGM. The detailed procedure for e-voting by the Members/Shareholders who hold shares in demat form or in the physical form, is provided in the Notice of the 63rdAGM.

Members/Shareholders may cast their votes remotely on the dates mentioned herein below (remote e- Voting). The Company has engaged the services of NSDL as the agency to provide e-Voting facility.

The remote a-voting facility will be available during the following voting period:

Commencement of remote e- voting: Monday 4th August 2025 at 9.00 am 1ST.

End of remote e- voting: Wednesday 6th August 2025 at 5.00 pm 1ST.

The remote e-voting will not be allowed beyond the aforesaid date and time and the remote e-voting module shall be forthwith disabled by NSDL upon expiry of the said period.

Members attending the 63rd AGM who have not cast votes by remote e -voting will be able to vote electronically at the AGM.

A person whose name Is recorded In the Register of Members as on the Cut- off date, that is, Thursday 31st July 2025 only shall be entitled to avail the facility of remote a-voting or for voting electronically attheAGM. Joining the AGM through VC/OAVM and e-Voting at the AGM:

Detailed instructions (step- by -step process) to enable the Members to join the AGM through VC/OAVM have been given in the AGM Notice. Members will be provided with a facility to attend the AGM through VC/OAVM through the NSDLe-Voting system. .

Book closure and Payment of Dividend

The final dividend of 2.00 per equity share of 10/- each, as recommended by the, Board of Directors of the Company for the Financial Year ended March 31, 2025, at their meeting held on 15th May 2025, if approved by the Members at their ensuing 63rd AGM convened on 7th August 2025, will be paid to the eligible Members on or after August 14, 2025. The said dividend, if approved by the Members at the 63rd AGM would be paid to all those Members whose names appear on the Company's Register of Members as on July 30, 2025. In respect of the shares held in dematerialized form the dividend will be paid to the beneficial owners of shares, as per details furnished by the Depositories as on July 30, 2025. The said dividend will be paid at par and would be electronically credited to the Bank accounts of the Members.

In view of this:

  • (1) Members holding shares in the demat mode are requested to update their Bank accounts details with their respective Depository Participants (Ops); and
  • (ii) Members holding shares in physical form are requested to submit written request in the prescribed Form , ISR- 1, Form ISR-2, Form SH-13, Form ISR-3 ,Form SH-14 (can be downloaded from the company's website: www.nocil.com) to the RTA of the Company, KFin Technologies Limited either by email to [email protected] (E-mail id of the holder registered with RTA) or by postto Selenium Tower B, Plot 31&32, Financial District, Nanakramguda, Serilingampally Mandal, Hyderabad - 500032.

Members interested in expressing their views/ask questions at the Annual General Meeting may pre-register themselves by sending a request from their registered e-mail address mentioning their names, DP ID and Client ID/folio number, PAN, and mobile number at [email protected] between Tuesday 29, July 2025 (09.00 a.m. IST) to Friday, 01 August 2025 (5.00 p.m. IST). Only those Members who have pre-registered themselves as speakers will be allowed to express their views/ask questions during the AGM. The Company reserves the rightto restrict the number of speakers depending on the availability of time for the AGM.

For NOCIL LTD

I Place : Mumbai Date, : 11th July, 2025 Sd/- Amlt K. Vyas Asst V.P (Legal) & Company Secretary