Polychem Ltd — AGM Information 2022

Aug 3, 2022

POLYCHEM LIMITED CIN: L24100MH1955PLC009663 REGD. OFFICE: 7. JAMSHEDJI TATAROAD. CHURCHGATE RECLAMATION. MUMBAI-400 020 Ph: 022 - 2282 0048, Fax: 022 - 2285 0606

E-mail: polychemltd@kilachand.com , Website: www.polychemltd.com

To 03.08.2022

Head Listing Compliance Bombay Stock Exchange Ltd. PhirozeJeejeebhoy Towers, Dalal Street, Mumbai - 400 001

Company Code: 506605

Dear Sir,

Sub: Notice of 65[th] Annual General Meeting of Polychem Limited

The 65[th] Annual General Meeting of the Company is scheduled to be held on Monday, 29[th] August, 2022 at 11.00 a.m. through Video Conference / other audio visual means (OAVM).

We are sending herewith a copy of Notice of 65[th] Annual General Meeting along with Explanatory Statement and E-Voting Instructions, which is sent today to all the shareholders whose email ids are registered with the Company.

Kindly take the above on record.

Thanking you,

Yours faithfully,

For POLYCHEM LIMITED.,

Digitally signed by DEEPALIBEN DEEPALIBEN VISHAL CHAUHAN VISHAL CHAUHAN Date: 2022.08.03 14:04:48 +05'30'

(DEEPALI V. CHAUHAN) COMPANY SECRETARY AND COMPLIANCE OFFICER Mem No. A38273

Polychem limited

SiXty - fifth AnnuAl RePoRt

N O T I C E

Notice is hereby given that the Sixty – Fifth Annual General Meeting of the Members of POLYCHEM LIMITED will be held on Monday, 29th August, 2022 at 11.00 a.m. via two – way Video Conferencing (‘VC’) facility or other audio video means (‘OAVM’) to transact the following business:

ORDINARY BUSINESS:

1. To receive, consider and adopt:

2. a) The audited Standalone financial statements of the Company for the financial year ended 31st March, 2022, including the audited Standalone Balance Sheet as at 31st March, 2022, the Statement of Profit and Loss and Cash Flow Statement, for the year ended on that date and the reports of the Board of Directors (the Board) and Auditors thereon.

3. b) The audited consolidated financial statements of the Company for the financial year ended 31st March, 2022, including the audited Consolidated Balance Sheet as at 31st March, 2022, the Statement of Profit and Loss and Cash Flow Statement for the year ended on that date and the report of Auditors thereon.

4. To declare dividend on equity shares.

5. To appoint a Director in place of Mr. A. H. Mehta (00005523), who retires by rotation and being eligible, offers himself for reappointment.

6. Re-appointment of Statutory Auditors

To consider and if thought fit, to pass with or without modification, the following resolution as an Ordinary Resolution:

“RESOLVED THAT pursuant to the provisions of Section 139, 142 and other applicable provisions, if any, of the Companies Act, 2013, read with the Companies (Audit and Auditors) Rules, 2014, (including any statutory modification(s) or re-enactment(s) thereof for the time being in force) and other applicable provisions if any, M/s Nayan Parikh & Co., Chartered Accountants, (Firm Registration No. 107023W), be and are hereby re-appointed as Statutory Auditors of the Company to hold office for a second term of five years, from the conclusion of this 65th Annual General Meeting till the conclusion of 70th Annual General Meeting of the Company to be held in the year 2027 at such remuneration to be decided by the Board of Directors in consultation with the said Auditors, plus applicable GST, reimbursement of travelling and out of pocket expenses incurred by them for the purpose of audit.”

Registered Office: 7, Jamshedji Tata Road, Churchgate Reclamation, Mumbai – 400 020. CIN: L24100MH1955PLC009663 Tel : 022 - 22820048 Email id : polychemltd@kilachand.com website : www.polychemltd.com

By Order of the Board of Directors

DEEPALI V. CHAUHAN Company Secretary & Compliance Officer ACS No.: 38273

Mumbai, May 26, 2022

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NOTES:

• (a) Explanatory Statement relating to business under Item no. 4 to be transacted at the meeting is annexed hereto.

• (b) In view of the global outbreak of the Covid-19 pandemic, the Ministry of Corporate Affairs (‘MCA’) has vide its General Circulars dated April 8, 2020 and April 13, 2020, January 13, 2021 and May 05, 2022 (collectively referred to as ‘MCA Circulars’) Securities and Exchange Board of India (‘SEBI’) vide its Circulars dated May 12, 2020, January 15, 2021 and May 13, 2022 (‘SEBI Circulars’) permitted the holding of the Annual General Meeting (‘AGM’ or ‘Meeting’) through Video Conferencing (‘VC’) facility or other audio visual means (OAVM), without physical presence of the Members at a common venue. In Compliance with the provisions of the Companies Act, 2013 (‘the Act’), SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 (‘Listing Regulations’) and MCA Circulars, the 65th AGM of the Company is being held through VC/OAVM on Monday, 29th August, 2022 at 11.00 a.m. The deemed venue for the 65th AGM will be place from where the chairman of the Company will conduct the meeting.

• (c) Further, pursuant to the MCA and SEBI Circulars, the Notice of the AGM along with the Annual Report for FY 2021-22 is sent in electronic form only to those Members whose email addresses are registered with the Company/ Depositories. The Notice calling the 65th AGM has been uploaded on the website of the Company at www.polychemltd.com. The Notice can also be accessed from the website of the Bombay Stock Exchange at www.bseindia.com and NSDL (agency for providing the Remote e-Voting facility) at www. evoting.nsdl.com.

• (d) Pursuant to the provisions of the Companies Act, 2013, a Member entitled to attend and vote at the AGM 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 AGM 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 AGM and hence the Proxy Form, Attendance Slip and AGM route map are not annexed to this Notice.

• (e) 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.

• (f) The Members can join the AGM 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 on page 10. The facility of participation at the AGM through VC/ OAVM will be made available for 1000 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 AGM without restriction on account of first come first served basis.

• (g) Pursuant to the provisions of Section 108 of the Companies Act, 2013 read with Rule 20 of the Companies (Management and Administration) Rules, 2014 (as amended) and Regulation 44 of SEBI (Listing Obligations & Disclosure Requirements) Regulations 2015, the Company is providing facility of remote e-voting to its Members in respect of the business to be transacted at the AGM the details of which are available on page No. 7.

• (h) Ms. Ragini Chokshi of Ragini Chokshi & Co., Practicing Company Secretary (CP 1436) has been appointed as the Scrutinizer to scrutinize the voting and remote e-voting process in a fair and transparent manner.

• (i) Institutional shareholders (i.e. other than individuals, HUF, NRI etc.) intending to send their authorised representative to attend the AGM 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 mail@raginichokshi.com with a copy marked to evoting@nsdl. co.in and polychemltd@kilachand.com, authorising their representative to attend and vote on their behalf at the AGM or they 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.

• (j) Any person, who acquires shares of the Company and becomes member of the Company after sending of the Notice and holding shares as of the 2nd cut-off date i.e. 22nd August, 2022 may obtain the login ID and password by sending an email to evoting@ nsdl.co.in or polychemltd@kilachand.com by mentioning their Folio No. / DP ID and Client ID No. However, if you are already registered with NSDL for e-voting then you can use your existing user ID and password for casting your vote. If you forget your password, you can reset your password by using “Forget User Details/Password” option available on www.evoting.nsdl.com

• (k) In case of joint holder attending the Meeting, only such joint holder who is higher in the order of names will be entitled to vote.

• (l) All documents referred to in the accompanying Notice of the AGM and the Explanatory Statement and the Register of Directors and Key Managerial Personnel and their shareholding, maintained under Section 170 of the Companies Act, 2013 will be available electronically for inspection by the members during the AGM.

• (m) Brief resume of Director proposed to be re-appointed, nature of his expertise in specific functional areas, of companies in which he holds directorships and memberships/chairmanships of Board Committees, shareholding and relationships between directors inter-se as stipulated under regulation 36(3)(a) of SEBI (LODR) Regulations, 2015 are provided on page 6.

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• (n) The Register of Members and Share Transfer Book will remain closed from Friday, 15th July, 2022 to Friday, 22nd July, 2022 (both days inclusive) for determining the names of members eligible for dividend on equity shares, if declared at the meeting.

• (o) Dividend of Rs 3/- per equity share of Rs 10/- each (30%), if declared at the Meeting, will be credited / dispatched subject to deduction of income-tax at source wherever applicable on or after 29th August, 2022 to those members whose names shall appear on the Company’s Register of Members on the book closure date.

• (p) Pursuant to the Finance Act, 2020, dividend income will be taxable in the hands of the Shareholders w.e.f. April 1, 2020 and the Company is required to deduct Tax At Source (“TDS”) from dividend paid to the Members at prescribed rates in the Income Tax Act, 1961 (‘the IT Act’). In general, to enable compliance with TDS requirements, Members are requested to complete and / or update their Residential Status, PAN, Category as per the IT Act with their Depository Participants or in case shares are held in physical form, with the Company by sending documents through email at polychemltd@kilachand.com. A communication and detailed instructions with respect to tax on dividend for the financial year ended March 31, 2022 were already sent to the members of the Company.

• (q) Members holding shares in electronic form are requested to intimate immediately any change in their bank mandates to their Depository Participants with whom they are maintaining their demat accounts. Members holding shares in physical form are requested to advise any change in their bank mandates immediately to the Company or it’s Registrar & Share Transfer Agents - Link Intime India Pvt. Ltd.

• (r) Members who have not yet registered their e-mail addresses are requested to register the same with their Depository Participants (“DP”) in case the shares are held by them in electronic form and with the RTA in case the shares are held by them in physical form.

• (s) Members are requested to note that as per Section 124(5) of the Act, the dividend which remains unpaid or unclaimed for a period of seven years from the date of its transfer to the Unpaid Dividend Account, is liable to be transferred by the Company to the “Investor Education Protection Fund” (IEPF) established by the Central Government under Section 125 of the Act. Unclaimed dividend for the financial year ended March 31, 2015 is due for transfer to IEPF in August 2022. Pursuant to IEPF Rules, the Company has uploaded the details of unpaid and unclaimed amounts for all years lying with the Company as on September 16, 2021 (date of last AGM) on the website of the Company at www.polychemltd.com and also on the website of the Ministry of Corporate Affairs. Members may approach the Company Secretary and Compliance Officer of the Company for claiming the unclaimed dividend which is yet to be transferred to IEPF by the Company.

• (t) Members are requested to note that as per Section 124(6) of the Act, read with IEPF Rules as amended, all the shares in respect of which dividend has remained unpaid/unclaimed for seven consecutive years or more are required to be transferred to Demat Account of IEPF Authority. Consequently, the details of members whose shares are due for transfer in IEPF Authority in August, 2022 is uploaded on Company’s Website, the said details are as on 31st March, 2022. In view of this, Members are requested to claim their dividends from the Company, within the stipulated timeline.

• (u) In terms of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, securities of listed companies can only be transferred in dematerialised form with effect from 1st April, 2019. In view of the above, members are advised to dematerialise shares held by them in physical form.

• (v) Pursuant to SEBI Circular dated 3rd November, 2021 for updation of KYC Details, the company has sent letters to all the members on 10th March, 2022 to update their KYC details with the RTA or Company before 31st March, 2023 failing which the folios will be freezed. KYC Letter along with Form ISR-1, ISR-2, ISR-3 and SH-13 is available on company’s website. In view of this, the members are requested to complete their KYC before 31st March, 2023.

• (w) The Company’s securities are listed on the following Stock Exchange:

**Sr. No. **	Name & Address of the Stock Exchange	Nature of Security as on 31-03-2022
1.	Bombay Stock Exchange Ltd., Phiroze Jeejeebhoy Towers, Dalal Street, Mumbai-400001.	4,04,045 Equity Shares of Rs. 10/- each.

The Company has paid Annual Listing fees for the year 2022-23 to the above Stock Exchange.

Registered Office: 7, Jamshedji Tata Road, Churchgate Reclamation, Mumbai – 400 020.

By Order of the Board of Directors

CIN: L24100MH1955PLC009663 Tel : 022 - 22820048 Email id : polychemltd@kilachand.com DEEPALI V. CHAUHAN website : www.polychemltd.com Company Secretary & Compliance Officer Mumbai, May 26, 2022 ACS No.: 38273

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Polychem limited

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ANNEXURE TO THE NOTICE

EXPLANATORY STATEMENT.

Explanatory statement for Item no. 4 is being provided in accordance with Regulation 36 (5) of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 (“Listing Regulations”).

Item No.4

To re-appoint M/s Nayan Parikh & Co., Chartered Accountants for second term of 5 years:

M/s Nayan Parikh & Co., Chartered Accountants, (Firm Registration No. 107023W), were appointed as Statutory Auditors of the Company at the 60th Annual General Meeting (AGM) held on 24th August, 2017 for a period of 5 years, upto the conclusion of 65th AGM. M/s Nayan Parikh & Co. are eligible for re-appointment for a further period of 5 years. M/s Nayan Parikh & Co. have given their consent for their re-appointment as Statutory Auditors of the Company and has issued certificate confirming that their re-appointment, if made, will be within the limits prescribed under the provisions of Section 139 of the Companies Act, 2013 (‘the Act’) and the rules made thereunder. M/s Nayan Parikh & Co. have confirmed that they are eligible for the proposed re-appointment under the Act, the Chartered Accountants Act, 1949 and the rules or regulations made thereunder. Based on the recommendations of the Audit Committee and the Board of Directors, it is hereby proposed to re-appoint M/s Nayan Parikh & Co. Chartered Accountants, having registration No. 107023W, as the Statutory Auditors of the Company for the second and final term of five consecutive years, who shall hold office from the conclusion of this AGM till the conclusion of the 70th AGM of the Company.

The remuneration proposed to be paid to the Statutory Auditors during their second and final term would be in line with the existing remuneration and shall be commensurate with the services to be rendered by them during the said tenure. The Board of Directors in consultation with the Audit Committee may alter and vary the terms and conditions of appointment, including remuneration, in such manner and to such extent as may be mutually agreed with the Statutory Auditors.

The Board recommends the resolution set out at Item No. 4 of the Notice for approval by the Members by way of an Ordinary Resolution.

None of the Directors or Key Managerial Personnel of the Company or their relatives are interested or concerned, financially or otherwise, in the resolution.

As required in terms of regulation 36(3) of SEBI (LODR) Regulations 2015, the details of the Director who is proposed to reappoint is furnished below:

appoint is furnished below:
Name of Director	Mr. A. H. Mehta
Director Identfcaton Number	00005523
Age	77 years
Qualifcaton	B.Com., F.C.A., F.C.S.
Expertse	He has been involved with the company since January 1988 and is familiar with all aspects of the Company. He was Vice President – Corporate Afairs & Company Secretary tll 29th May, 2014. He was then appointed as Dy. Managing Director on 1st June, 2014 and Re- appointed twice on 1st June, 2017 and 5th June, 2020. He has experience in audit, accountancy, secretarial, legal & Admn., Taxaton etc with the Company and Sandeep Holdings and Tandon Singapore Pte. Ltd.
Other Directorship as on 31st March, 2022 (Excluding Private Companies)	1. Gujarat Poly Electronics Limited 2. Environmental Purifers Limited 3. Sun Tan Trading Company Limited
No. of Equity Shares held	5 Equity Shares of Rs 10/-each
Relatonship with other Directors	None of the Directors are related to Mr. A. H. Mehta

Registered Office:

7, Jamshedji Tata Road, Churchgate Reclamation, Mumbai – 400 020. CIN: L24100MH1955PLC009663 Tel: 022-22820048 Email to: polychemltd@kilachand.com Website: www.polychemltd.com Mumbai, May 26, 2022.

By Order of the Board of Directors

DEEPALI V. CHAUHAN Company Secretary & Compliance Officer ACS No.: 38273

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E-VOTING INSTRUCTIONS FOR MEMBERS FOR REMOTE E-VOTING & JOINING GENERAL MEETING:

1. The remote e-voting period begins on Thursday, 25th August, 2022, at 09:00 A.M. and ends on Sunday, 28th August, 2022 at 05:00 P.M. The remote e-voting module shall be disabled by NSDL for voting thereafter.

2. The Members, whose names appear in the Register of Members as on cut-off date i.e. 22nd August, 2022, may cast their vote electronically.

• 3 . The voting rights of members shall be in proportion to their shares of the paid up share capital of the Company as on the cut-off date of 22nd August, 2022.

How do I vote electronically using NSDL e-Votng 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

Step 2: Cast your vote electronically and join General Meeting on NSDL e-Voting system.

→ STEP 1: ACCESS TO NSDL E-VOTINg SySTEM A) Login method for e-Votng and joining virtual meetng for Individual shareholders holding securites 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. Login method for Individual shareholders holding securites in demat mode is given below:

Type of shareholders	Login Method
Individual Shareholders holding securites in demat mode with NSDL.	1. ExistngIDeASuser can visit the e-Services website of NSDL Viz. htps://eservices.nsdl.com either on a Personal Computer or on a mobile. On the e-Services home page click on the“Benefcial Owner”i con under“Login”which is available under‘IDeAS’ secton , this will prompt you to enter your existng User ID and Password. Afer successful authentcaton, you will be able to see e-Votng services under Value added services. Click on“Access to e-Votng”under e-Votng services and you will be able to see e-Votng page. Click on company name or e-Votng service provider i.e. NSDL and you will be re-directed toe-Votng website of NSDLfor castng your vote during the remote e-Votng period or joining virtual meetng & votng during the meetng. 2. If you are not registered for IDeAS e-Services, opton to register is available at htps://eservices.nsdl.com. Select“Register Online for IDeAS Portal”or click at htps://eservices.nsdl.com/SecureWeb/IdeasDirectReg.jsp 3. Visit the e-Votng website of NSDL. Open web browser by typing the following URL: htps://www.evotng.nsdl.com/ either on a Personal Computer or on a mobile. Once the home page of e-Votng system is launched, click on the icon “Login” which is available under ‘Shareholder/Member’ secton. 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 Verifcaton Code as shown on the screen. Afer successful authentcaton, you will be redirected to NSDL Depository site wherein you can see e-Votng page. Click on company name ore-Votng service provider i.e. NSDLand you will be redirected to e-Votng website of NSDL for castng your vote duringthe remote e-Votng period orjoiningvirtual meetng& votngduringthe meetng.
Individual Shareholders holding securites in demat mode with CDSL	1. Existng users who have opted for Easi / Easiest, they can login through their user id and password. Opton will be made available to reach e-Votng page without any further authentcaton. The URL for users to login to Easi / Easiest arehtps://web.cdslindia.com/myeasi/home/loginor www.cdslindia.com and click on New System Myeasi. 2. Afer successful login of Easi/Easiest the user will be also able to see the E Votng Menu. The Menu will have links of e-Votng service provider i.e. NSDL.Click onNSDLto cast your vote. 3. If the user is not registered for Easi / Easiest, opton to register is available at htps://web.cdslindia.com/myeasi/ Registraton/EasiRegistraton 4. Alternatvely, the user can directly access e-Votng page by providing demat Account Number and PAN No. from a link in www.cdslindia.com home page. The system will authentcate the user by sending OTP on registered Mobile & Email as recorded in the demat Account. Afer successful authentcaton, user will be provided links for the respectve ESP i.e. NSDLwhere the e-Votngis inprogress.

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Type of shareholders

Login Method

Individual Shareholders (holding securites in demat mode) login through their depository partcipants

1. You can also login using the login credentals of your demat account through your Depository Partcipant registered with NSDL/CDSL for e-Votng facility. 2. Once logged-in, you will be able to see e-Votng opton. Click on e-Votng opton, you will be redirected to NSDL/CDSL Depository site afer successful authentcaton, wherein you can see e-Votng feature. 3. Click on company name or e-Votng service provider i.e. NSDL and you will be redirected to e-Votng website of NSDL for castng your vote during the remote e-Votng period or joining virtual meetng & e-votng during the meetng.

Important note: Members who are unable to retrieve User ID/ Password are advised to use Forget User ID and Forget Password option available at respective websites.

Helpdesk for Individual Shareholders holding securities in demat mode for any technical issues related to login through Depository i.e. NSDL and CDSL.

Depository i.e. NSDL and CDSL.
Login type	Helpdesk details
Individual Shareholders holding securites in demat mode with NSDL	Members facing any technical issue in login can contact NSDL helpdesk by sending a request at evotng@nsdl.co.inor call at toll free no.: 1800 1020 990 and 1800 22 44 30
Individual Shareholders holding securites in demat mode with CDSL	Members facing any technical issue in login can contact CDSL helpdesk by sending a request at helpdesk.evotng@cdslindia.com or contact at 022- 23058738 or 022- 23058542-43

• 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-Votng website?

• Visit the e-Voting website of NSDL. Open web browser by typing the following URL: htps://www.evotng.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, 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.

• Your User ID details are given below:

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 Benefciary ID For example if your Benefciary 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

1. Password details for shareholders other than Individual shareholders are given below:

2. a) If you are already registered for e-Voting, then you can user your existing password to login and cast your vote.

3. 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’?

  • (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 the process for those shareholders whose email ids are not registered.

• 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.evotng.nsdl.com.

• b) Physical User Reset Password ?” (If you are holding shares in physical mode) option available on www.evotng.nsdl.com.

• c) If you are still unable to get the password by aforesaid two options, you can send a request at evotng@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.

• 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.

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 mail@csraginichokshi.com with a copy marked to evoting@nsdl.co.in. or they 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.

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 e-voting user manual for Shareholders available at the download section of www.evoting.nsdl.com or call on toll free no.: 1800 1020 990 and 1800 22 44 30 or send a request `to Mr. Anubhav Saxena (NSDL Official) at evoting@nsdl.co.in

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 (self attested scanned copy of Aadhar Card) by email to polychemltd@kilachand.com .

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Polychem limited

SiXty - fifth AnnuAl RePoRt

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 polychemltd@kilachand.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.

2. Alternatively shareholder/members may send a request to evoting@nsdl.co.in for procuring user id and password for e-voting by providing above mentioned documents.

3. 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 AGM ARE AS UNDER:-

1. The procedure for e-Voting on the day of the AGM is same as the instructions mentioned above for remote e-voting.

2. Only those Members/ shareholders, who will be present in the 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 AGM.

3. Members who have voted through Remote e-Voting will be eligible to attend the AGM. However, they will not be eligible to vote at the AGM.

4. The details of the person who may be contacted for any grievances connected with the facility for e-Voting on the day of the AGM shall be the same person mentioned for Remote e-voting.

INSTRUCTIONS FOR MEMBERS FOR ATTENDING THE AGM THROUGH VC/OAVM ARE AS UNDER:-

1. Member will be provided with a facility to attend the 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.

3. Further Members will be requir ed to allow Camera and use Internet with a good speed to avoid any disturbance during the meeting.

4. 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.

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 polychemltd@kilachand.com. The same will be replied by the company suitably.

6. Shareholders, who would like to be the speaker shareholder at the AGM shall send their request at least four days in advance mentioning their name demat account number/folio number, email id, mobile number at polychemltd@kilachand.com.

OTHER INSTRUCTIONS:

1. The Scrutinizer shall, immediately after the conclusion of voting at the AGM, unblock the votes cast through remote e-Voting (votes cast during the AGM and votes cast through remote e-Voting) and make, not later than 2 working days of conclusion of the AGM, a consolidated Scrutinizer’s Report of the total votes cast in favour or against, if any, to the Chairman or a person authorised by him in writing, who shall countersign the same.

2. The result declared along with the Scrutinizer’s Report shall be placed on the Company’s website www.polychemltd.com and on the website of NSDL https://www.evoting.nsdl.com/ immediately. The Company shall simultaneously forward the results to BSE, where the shares of the Company are listed.

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