Syncom Formulations (India) Ltd. — AGM Information 2023

Oct 26, 2023

SYNCOM/SE/2023-24 26th October, 2023

Online filing at: www.listing.bseindia.com and https://neaps.nseindia.com/NEWLISTINGCORP/login.jsp

To, BSE Limited Phiroze Jeejeebhoy Tower, Dalal Street, Mumbai (M.H.) 400 001 BSE CODE:524470

To, National Stock Exchange of India Limited Exchange Plaza, C-1, Block G, Bandra Kurla Complex, Bandra (E), Mumbai- 400051 NSE SYMBOL: SYNCOMF

Subject: Submission of the Minutes of the 35thAnnual General Meeting held on 26th September, 2023.

Dear Sir/Ma'am,

With reference to the Regulation 30 read with Schedule III of SEBI (LODR) Regulation, 2015, we hereby submit the detailed Minutes of the 35thAnnual General Meeting of company held on Tuesday, 26th September 2023 at 3:00 P.M. (IST) and concluded at 3:38 P.M. (IST) through Video Conferencing (VC)/Other Audio Visual Means (OAVM) for which purpose the Registered office situated at 7, Niraj Industrial Estate, off Mahakali caves Road, Andheri (East), Mumbai(M.H.) 400 093 shall be deemed as the Venue for the meeting.

You are requested to please take on record the above said document for your reference and further needful.

Thanking You, Yours Faithfully, For, SYNCOM FORMULATIONS (INDIA) LIMITED VAISHALI AGRAWAL Digitally signed by VAISHALI AGRAWAL Date: 2023.10.26 16:15:12 +05'30'

VAISHALI AGRAWAL COMPANY SECRETARY & COMPLIANCE OFFICER Encl: a/a

MINUTE BOOK		PAGE iaivesccsrcoomcatscctecstaens
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(*VC/OAVM") FOR WHICH THE VENUE FOR THE MEETING.	PURPOSE THE SITUATED AT 7, NIRAJ INDUSTRIAL ESTATE, OFF MAHAKALI CAVES ROAD, ANDHERI (EAST), MUMBAI, 400093 (M.H.) SHALL BE DEEMED AS	REGISTERED OFFICE
I. DIRECTORS:	PRESENCE IN THE MEETING THORUGH VC/OAVM:
1. Mr. Kedarmal Shankarlal Bankda 2. Mrs. Rinki Ankit Bankda	: Chairman &Whole-time Director : Whole-time Director
3. Mr. Krishna Das Neema 4. Mr. Vinod Kumar Kabra	: Independent Director : Independent Director
5. Mr. Praveen Jindal	: Independent Director
6. Mrs. Ruchi Jindal 7. Mr. Ritesh Kumar Lunkad	: Woman Independent Director : Additional Independent Director
I. OFFICERS IN PRESENCE: 1. Mrs. Vaishali Agrawal 2. Mr. Ankit Kedarmal Bankda	: CS and Compliance Officer
	: CFO (KMP)
IIL. SPECIAL INVITEE: CS (Dr.) D.K, Jain 1.	: Secretarial Auditor
CA Manish Mittal (Authorized — 2.	: Statutory Auditor
Representative of M/s Sanjay Mehta & Associates)
CS Anish Gupta 3.	: Scrutinizer for remote E-Voting and
	E-Voting at AGM
LEAVE OF ABSENCE:	Leave of Absence was granted to Mr. Vijay Shankarlal Bankda, Managing Director
	from attending the meeting on his request due to his health issues and Mr, Ankit Jain,
request due to his pre-occupation.	Additional Independent Director of the company from attending the meeting on his
CHAIRMAN OF THE MEETING:
	Mr. Kedarmal Shankarlal Bankda, Chairman of the Board occupied the Chair for the
Scrutinizer and Special Invitees present at the 35" AGM	Meeting. The Chairman occupied the Chair and welcomed all the Directors, Members,	of the company.
NUMBER OF MEMBERS	AS ON THE CUTOFF
REQUIREMENT OF QUORUM FOR THE AGM:		DATE AND
As per records made available	by M/s. Ankit Consultancy Transfer Agent on the Cut-off date i.e. 19" September, 2023 there were 229430 (Two	Pvt. Ltd., the Share
required to constitute the valid quorum for the 35" AGM.	Lakhs Twenty Nine Thousand Four Hundred Thirty) members of the Company who were entitled to attend and vote at the 35"AGM and minimum 30 members were

PRESENCE OF QUORUM: At the 35"AGM total 68 (Sixty Eight) Members were present through Video Conferencing and participated at the AGM.

BOOKS & STATUTORY REGISTER: CS informed that the Register of Director and Key Managerial Personnel and their shareholding and Share Transfer Book and the Register of Members along with other statutory books, as required under provisions of the Companies Act, 2013 have been available online for inspection of the members,

PROCEEDINGS AT THE AGM: As per Article 102 of the Article of Association of the Company Mr. Kedarmal Shankarlal Bankda, Chairman of the Company occupied the Chair for the Meeting. The requisite quorum being present, the Chairman called the meeting in order. The Chairman informed the Members that the meeting is being held through Video Conferencing/ Other Audio Visual Means ("VC"OAVM") in accordance with the circulars and guidelines issued by MCA and SEBI. He introduced the members of the Board and other officials present at the meeting.

The Chairman of the Audit Committee Mr. Krishna Das Neema was also present at the meeting to respond to the Queries related to Books of Accounts, etc., Mr. Vinod Kumar Kabra, Independent Director Mr. Praveen Jindal, Independent Director, Mrs. Ruchi Jindal, Woman Independent Director, Mr. Ritesh Kumar Lunkad, Additional Independent Director, CFO Ankit Kedarmal Bankda, CS Vaishali Agrawal Company Secretary and Compliance Officer, PCS Anish Gupta, Scrutinizer, Secretarial Auditor CS (Dr.) D. K. Jain and CA Manish Mittal, Authorized Representative of M/s Sanjay Mehta & Associates, Statutory Auditors were also present at the AGM.

Thereafter the Company Secretary informed the Members that, this time only Electronic copies of the Annual Report for financial year 2022-23 have been sent to those members whose E-mail ID's were registered with the Company or Depository Participant(s).

With the permission of the Members present at the Meeting the Chairman declared that the Notice of the 35"Annual General Meeting, Independent Auditors Report on financial statements of the company and observation made by the Secretarial Auditor and management comments are taken as read,

Thereafter the CS requested the Members to consider and cast the e-votes on the ordinary and special businesses, if not done so as mentioned in the Notice of AGM from Item No. 1 to 5 and on the instructions of the Chairman the CS read out the following Agenda Items one by one.

eG = a

HELD AT

Type of Item No. Resolution
Adoption 1. Ordinary Audited Standalone and of the Financial Statements containing the Balance Sheet as at 31* March, 2023, the Statement of changes in Loss and Cash Flow for the financial year ended 31 March, 2023 and the Reports of the Boards and Auditors thereon as on that date.	consolidated Equity, Profit &
Appointment 2. Ordinary director place Shri of of in a Shankarlal Bankda (DIN: 00023050), who is liable to retire by rotation at this Annual General Meeting and being eligible offers himself for re-appointment	Kedarmal
3. Ordinary remuneration Auditor Ratification of Cost of the	of the
company for the year 2023-24. Appointment of Shri Ritesh Kumar Lunkad (DIN: 4. Special as a Non-Executive Independent Director of the Company.	10275445)

CS further informed that the Company has provided e-voting facility to its members whose names appeared in the Register of Members as on cut-off date i.e. 19" September, 2023 to cast their votes on the resolutions proposed to be passed at 35"Annual General Meeting through remote e-voting. The e-voting commenced from Saturday, 23 September, 2023 at 9:00 A.M. (LS.T.) and ended on Monday, 25" September, 2023 at 5:00 P.M. (I.S.T.) and voting at this Annual General Meeting shall be conducted by way of E-Voting therefore the members present at the Meeting who have not casted their votes through remote e-voting were requested to cast their votes through E-Voting at AGM.

She further informed that the Company has appointed CS Anish Gupta (FCS 5733, CP 4092) Practicing Company Secretary as scrutinizer to scrutinize the remote e- voting as well as E-voting at AGM in a fair and transparent manner.

She offered an opportunity to the members of the Company to ask their queries if any on the agenda item of the notice, financial statements and the business activities.

She further informed that the company had received request from eight shareholders 1.Mr. Rama Ratilal Kachalia 2.Mrs. Yogesh V Vesvikar 3. Mr. Somil Neema 4. Mr. Vijay Kumar 5. Mr. Naresh Ratilal Kachalia 6.Mr. Anil Champaklal Parekh 7. Mr. Bimal Kumar Agrawal, 8. Mrs. Leena Satish Shah

for seeking opportunity to speak at AGM. Thereafter, Company Secretary invited speakers one by one to ask queries which were replied through e-mail suitably.

CS considered and informed to the members that the results of the Meeting would be announced within 2 (two) working days from the conclusion of the Annual General Meeting upon receipt of report from Scrutinizer and the same shall be posted on the website of the Company, BSE and CDSL. The date of passing of resolutions would be the date of AGM i.e.26"September, 2023. CHAIRMAN'S| >> INITIALS i HELD AT

PAGE -

CONCLUSION OF THE MEETING:

Thereafter being no other business, the Meeting was declared as concluded by the Chairman, Mr. Kedarmal Shankarlal Bankda at 3:38 P.M. on 26" September, 2023, with a vote of thanks to the Chair given by CS Vaishali Agrawal.

SCRUTINISERS REPORT:

After receiving the Scrutinizers and Consolidated Report on Remote E-voting and Evoting at AGM for the 35"Annual General Meeting dated 26" September, 2023, the Chairman declared the following results, on the basis of report submitted by the scrutinizer on 28" September, 2023 for the 35"Annual General Meeting and also declared that the date of the passing of the resolutions shall be considered as the date of the Annual General Meeting, i.e. 26" September, 2023 as under for all the purposes.

DECLARATION OF RESULTS FOR THE BUSINESSES PROPOSED AT THE 35™ ANNUAL GENERAL MEETING

ORDINARY BUSINESS BY ORDINARY RESOLTION

INITIALS

					declared that the date of the passing of the resolutions shall be considered as the date of the Annual General Meeting, i.e. 26" September, 2023 as under for all the purposes.
	With due	consideration 2023 at 3:00 P.M.	35™ ANNUAL GENERAL MEETING of the following results for the 35"Annual General	Scrutinizer's	DECLARATION OF RESULTS FOR THE BUSINESSES PROPOSED AT THE Report, the Meeting held on Tuesday,	Chairman	declared 26" Sept.,	the
					ORDINARY BUSINESS BY ORDINARY RESOLTION
	Item No. Statement	Adoption 1: of changes	in "RESOLVED THAT	of the Audited Equity and Cash the	Standalone and Statements for the year ended 31" March, 2023, the Statement of Profit & Loss, Flow 31March, 2023 and the Reports of the Boards and Auditors thereon. Standalone and Financial statements containing the Balance Sheet as at 31 March, 2023,	Consolidated for the financial Consolidated	Financial year ended	Audited
		Boards' and Directors	Statement of Profit & Loss Account, Cash Flow Statement and change in Equity Statement for the year ended 31' Auditors' Corporate on considered, and adopted."	Report thereon	and the Governance be	March, 2023 Report of the and are	along with the Board hereby received,	of
			The Results of the Voting are as under:
		Resolution required: (Ordinary/ Special)			Ordinary
resolution?			Whether promoter / promoter group are interested In the Agenda / No
Categ ory	[Mode of Voting	[No. Shares held	of No. polled	Polled outstanding shares= (2)/ (1y]*100	of votes ] % of Votes No. of Votes— on in favor	No. Votes against	of % of Votes % — in favor on Votes votes polled (4/2)}* 100	of against on votes polted (5)/2)] *100
		aw	Q)	(3)	@)	(5)	(6)	"
	Prom E-Voting
	[Poll	475347599	435292460 0	1.57% 0	435292460 0	0	0 10.00%	0
	Postal		0	0	0	0	0 0	0 0
	Prom Ballot Total	475347599	435292460	NST%	435292460	0}	100.0%	0
oter and oter rou
Institu	Public E-Voting [Poll	0	0 0	0 0	0 0	0 ain 0	0 0	a= 0 0

	MINUTE BOOK						PAGE
HELD AT
	Ballot
Non	Total Public E-Voting Poll	0 464652401	0 3012935 0	0 0.69% 0	0 1345714 0	0 1467221 0	0 51.30% 0	0 48.70% 0
Institu tions	[Postal Ballot Total	464652401	0 3012935	0 0.69%	0 1545714	0 1467221	0 51.30%	0 48.70%
Total		940000000	438305395 Based on the aforesaid results, given by the Scrutinizer, Chairman declared that	46.63%	436838174	1467221	99.67%	0.33%
		Companies liable to retire by rotation.	Resolution No. 1 was passed by requisite Majority as an Ordinary Resolution. Item No. 2: Appointment of Director in place of Shri Kedarmal Shankarlal Bankda (DIN: 00023050), who is liable to retire by rotation at this Annual General Meeting and being eligible offers himself for re-appointment: "RESOLVED THAT pursuant to the provisions of Section 152 of the Act, 2013, (DIN:00023050), Director of the Company who retires by rotation at this meeting, be and is hereby re-appointed as Director of the Company, The Results of the Voting were as under:	Shri	Kedarmal	Shankarlal	Bankda
		Resolution required: (Ordinary/ Special) Whether promoter / promoter group	interested are	In the Agenda 7 No	Ordinary
resolution? ry	Catego Mode Voting	of No. of Shares No. held	polled	Polled — on in favor outstanding shares=[(2)/ (1) #100	of votes % of Votes No. of Votes— No.	Votes - against	of % of Votes favor votes polled 100	% of in Votes on against 'on votes polled av) 16/2)

The Results of the Voting were as under: Resolution required: (Ordinary/ Special) Ordinary Whether promoter / promoter group are interested In the Agenda 7 | No resolution? Catego | Mode of | No. of Shares | No. of votes | % of Votes | No. of Votes—|No. of | % of |% of ry Voting held polled Polled — on | in favor Votes -| Votes in | Votes outstanding against favor on | against shares=[(2)/ votes 'on votes (1) #100 polled polled av) | 16/2) 100 * 100 a) Q) (3) (4) (5) (6) 7) Promot | E-Voting 435292460 3% 435292460 0 | 100,00% 0 erand [Poll 475347599 0 0 0 0 0 0 Promot | Postal 0 0 0 0 0 0 er Ballot Group [Total 475347599 | 435292460 37% 435292460 0} 100.00% 0 Public |_E-Voting 0 0 0 0 0 0 Instituti: [Poll 0 0 0 0 0 0 0 ons Postal 0 0 0 0 0 0 Ballot Total 0 0 0 0 0 0 0 Public | E-Voting 2952173 0.63% 1482572 | 1469601 | 50.22% | 49.78% Non 464652401 Instituti | Poll 0 0 0 0 0 0 oat. Postal 0 0 0 0 0 0 Ballot Total 464652401 2952173 0.63% 1482572 | 1469601 | 50.22% | 49.78% Total 940000000 [438244633 6.02% 43675032 | 1469601 | 99.66% | 0.34%

Based on the aforesaid results, given by the Scrutinizer, Chairman declared that Resolution No. 2 was passed by requisite Majority as an Ordinary Resolution.

MINUTE BOOK

"RESOLVED THAT pursuant to the provisions of Section 148(3) and all other applicable provisions, if any, of the Companies Act, 2013 read with the Companies (Audit and Auditors Rules) 2014, including any statutory modifications(s) or re-enactment thereof for the time being in force, the members of the Company do hereby ratify the payment of remuneration of Rs.50,000/- (Rupees Fifty Thousand Only), plus applicable taxes and reimbursement of out of pocket expenses at actuals to M/s M. Goyal & Co., (Firm Registration No. 000051) as appointed by the Board of Directors of the Company upon the recommendation of the Audit Committee, as the Cost Auditors to conduct the audit of the cost records of the Company for the Financial Year 2023-24, be and is hereby ratified.

HELD AT	BOOK					PAGE
	Item No.	Ratification 3 company for the Financial Year 2023-24. "RESOLVED THAT pursuant all other applicable provisions, if any, of the Companies Act, 2013 read with the Companies (Audit and Auditors	the of	remuneration	Cost of to the provisions of Section 148(3) and Rules) 2014, including any	Auditor	the of
		statutory modifications(s) or re-enactment thereof for the time being in force, the members of the Company do hereby ratify the payment of remuneration of applicable taxes and reimbursement of out of pocket expenses at actuals to M/s M. Goyal & Co., (Firm Registration No. 000051) as appointed by the Board of Directors of the Company upon the recommendation of the Audit Committee, as the Cost Auditors to conduct the audit of the cost records of the Company for the Financial Year 2023-24, be and is hereby ratified. The Results of the Voting were as under:	Rs.50,000/-	(Rupees	Thousand Fifty	Only),	plus
	[Resolution required: (Ordinary/ Special)	Whether promoter / promoter group are interested In the Agenda 7]		No	[Ordinary
resolution? Categor Mode ly	Voting	Shares No. of No. of held	votes % of polled	of Polled outstandings hares= 1@y * 100	Votes No.of Votes- No. on in favor	Votes = against	of % of Votes % of Votes in favor on against votes polled (ay/2)* 100	on votes polled (5)(2)1* 100 "
		a	Q)	@)	(4)	6)	©
Promote E-Voting rand Promote Postal	Poll	475347599	435292460 0 0	91.57% 0 0	435292460 0 0	0 0 0	10.00% 0 0
rGroup Ballot	Total	475347599	435292460	91.57%	435292460	0}	100,00%
Public Institutio ns	E-Voting [Poll Postal	0	0 0 0	0 0 0	0 0 0	0 0 0	0 0 0
	Ballot Total	0	0	0	0	0	0
Public Non Institutio	E-Voting oir	464652401	2994090	0.64%	Ts91371	1402719	53,15%	76.85%
ns	Postal Ballot		0 0	0 0	0 0	0 0
	Total	464652401	2994090	0.64% 46.63%	436883831	1402719	33:15%	46.85%
Total		'940000000	438286550		436883831	1402719	99.68%	032%

Yaz a

MINUTE BOOK
HELD AT

SPECIAL BUSINESS BY SPECIAL RESOLUTION:

Item No.4: Appointment of Shri Ritesh Kumar Lunkad (DIN: 10275445) as a Non-Executive Independent Director of the Company

"RESOLVED THAT pursuant to the provisions of section 149, 152 read with the provisions of Schedule IV of the Companies Act, 2013 and the Companies (Appointment and Qualification of Directors) Rules, 2014 and other applicable provisions if any of the Companies Act, 2013 and the SEBI (LODR), Regulations, 2015 (including any statutory modifications or re-enactment thereof for the time being in force),as recommended by Nomination and Remuneration Committee and approved by the Board of Directors, Shri Ritesh Kumar Lunkad (DIN: 10275445), who was appointed by the Board of Directors as an Additional Director under the category of Non-Executive Independent Director and to holds office until the date of this Annual General Meeting be and is hereby appointed as a Director under the category of Non-Executive Independent Director, who shall not liable to retire by rotation, to hold office for a First term of 5 (Five) consecutive years w.e.f. 14" August, 2023.

	Director by	and to rotation, to RESOLVED	(DIN: 10275445), who was appointed by the Board of Directors as an Additional Director under the category of Non-Executive Independent holds office Meeting be and is hereby appointed as a Director under the category of Non-Executive Independent Director, who shall not liable to retire hold office years w.e.f. 14" August, 2023. FURTHER Company be and are hereby authorized to do all acts and take such	until the for a THAT the	date of this First term of 5 Board of	Annual (Five) consecutive directors of	General the
	resolution."		steps as may be necessary, proper or expedient to give effect to this
			The Results of the Voting were as under:
	Resolution required: (Ordinary/ Special)		Whether promoter / promoter group are interested In the Agenda/ resolution? _ No		Special
		of No. Shares	votes % of No. of polled	of Polled outstanding	Votes No. of Votes—] on in favor	No. Votes against	of %of Votes % — in favor on Votes votes	of against on votes
Categor Mode	Voting	held		shares=[(2)/(1 "100			polled [4y21*	potted
		a	Q)	(3)	(4)	(8)	100 )	16/2) * 100
								@)
rand	Promote E-Voting Poll	475347599	435292460 0	H57% 0	435292460 0	0 0	__100.00% 0
			0	0	0	0	0
	Total E-Voting	475347599	435292460 0	157% 0	435292460 0	0 0	100.00% 0
	[Poll	0	0	0	0	0	0
	Postal		0	0	0	0	0
	Ballot Total E-Voting	0	0 3014015	0 0.65%	0 1596487 __	0 1417528	0 52.97%
Promote Postal rGroup Ballot Public Institutio ns Public Tease a	Poll Postal	soteoet	0 0	0 0	0 0	0 0	0 0
	Ballot Total	464652401	3014015,	0.65%	1596487	__1417528	___\$297%	47.03% 47.03%

Based on the aforesaid results, given by the Scrutinizer, Chairman declared that Resolution No. 4 was passed by requisite Majority as an Special Resolution.

Item No.5: Appointment of Shri Ankit Jain (DIN: 05341403) as a Non-Executive Independent Director of the Company

"RESOLVED THAT pursuant to the provisions of section 149, 152 read with the provisions of Schedule IV of the Companies Act, 2013 and the Companies (Appointment and Qualification of Directors) Rules, 2014 and other applicable provisions if any of the Companies Act, 2013 and the SEBI (LODR), Regulations, 2015 (including any statutory modifications or re-enactment thereof for the time being in force),as recommended by Nomination and Remuneration Committee and approved by the Board of Directors, Shri Ankit Jain (DIN: 05341403), who was appointed by the Board of Directors as an Additional Director under the category of Non-Executive Independent Director and to holds office until the date of this Annual General Meeting be and is hereby appointed as a Director under the category of Non-Executive Independent Director, who shall not liable to retire by rotation, to hold office for a First term of 5 (Five) consecutive years w.e.f. 14" August, 2023.

of % — Votes in Votes favor on against on yotes
polled 1@yA2)) (5)2)]*
100
@)
46.88%
46.88%

Based on the aforesaid results, given by the Scrutinizer, Chairman declared that Resolution No. 5 was passed by requisite Majority as a Special Resolution.

The Chairman instructed to the Company Secretary to forward the results of the voting for the AGM to the BSE, NSE, CDSL, NSDL and host the same on the website of the Company and comply with all the requirements and procedure as required under the Companies Act, 2013 and the SEBI (LODR) Regulations, 2015.

VOTE OF THANKS:

Being no other business, the Chairman concluded the meeting, and CS gave thanks to all the members and Board members and invitees for participating in the meeting. ^a

Place: Indore Kedarmal Shankarlal Bankda Date: 26" September, 2023 Chairman & Whole-time Director DIN: 00023050

CHAIRMAN'S

INITIALS