Syncom Formulations (India) Ltd. — AGM Information 2023

Aug 29, 2023

(@] Syncom Formulations (India) Limited ~----------AWHO-GMP&ISO9001·2000CertifiedCompany----------

CIN No.: 124239MH19868PL.C047759

SYNCOM/SE/2023-24

29" August, 2023

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

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

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

Sub: Filing of the Notice of 35" Annual General Meeting to be held on 26"September, 2023.

Dear Sir/Ma'am,

We are pleased to submit a copy of the Notice of the 35" Annual General Meeting of the Company to be held on Tuesday, the 26day of September, ²⁰²³ at 3:00 P.M. through Video Conferencing ('VC')/Other Audio Visual Means ("OAVM') for which purpose the Registered Office of the Company situated at 7, Niraj Industrial Estate, Off Mahakali Caves Road, Andheri (East) Mumbai (M.H.) 400093 shall be deemed as the venue for the meeting and the proceedings ofthe AGM shall be deemed to be made thereat.

We are also in process to file the aforesaid Notice of 35Annual General Meeting in XBRL format within the stipulated time and same shall also be hosted at the website ofthe company.

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

Thanking you, Yours faithfully, For, SYNCOM FORMULA LIMITED r co CS VAISHALI AGRAWA COMPANY SECRETAR COMPLIANCE OFFICER Encl: Notice of³⁵ th Annual GeneralMeeting. VAISHALI AGRAWA L Digitally signed by VAISHALI AGRAWAL Date: 2023.08.29 15:46:35 +05'30'

Regd. 0#. 1,Nra naustralEstaleOf aneali Caves Road, Aachen (Easy MUMBAI-40 093, INDA le91.022.30887744.54 Far 91022.30887755 Email: sfl87@syncomtommulations cam Wots 256257. SetPITKAIPUR Dg.Ona. MP. • ⁴⁵⁴ 775, NDOA. Tel. 91-0722-403122 ⁴⁰⁷⁰³⁹ Fa, 91-07292.2544 £mail assistant2@sfl.in ^C orp. 0. ²⁰⁷ S/st Nap a. NearSa#et Ou. NDOR ^{E 4 52 0 1 8} N0A el^{9 1} -0 ^{7 3 1 27004} 58,Email : finance@sflt.in Website : http://Www.sfil.ln

CIN No.: L24239MH1988PLC047759

NOTICE FOR THE 35TH ANNUAL GENERAL MEETING

Notice is hereby given that the 35Annual General Meeting of Members of SYNCOM FORMULATIONS (INDIA) LIMITED ('SYNCOM') will be held on Tuesday, the 26" day of September, 2023 at 3:00 P.M. (1ST) through Video Conferencing ("VC"yOther Audio-Visual Means ("OAVM") for which purposes the Registered office ofthe company situated at 7, Niraj Industrial Estate, OffMahakali Caves Road Andheri (East) Mumbai (M.H.) ⁴⁰⁰⁰⁹³ shall be deemed as the venue for the Meeting and the proceedings ofthe ³⁵thAnnual General Meeting shall be deemed to be made thereat, to transact the following businesses:

ORDINARY BUSINESSES:

• I. To receive, consider, approve and adopt the Standalone and Consolidated Audited Financial Statements containing the Balance Sheet as at 31March, 2023, the Statement of Profit & Loss and Cash Flow and Changes in Equity and notes thereto ofthe company for the financial year ended 31" March, ²⁰²³ and the Reports ofthe Boards and Auditors thereon as on that date.
• 1. To appoint a 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 himselffor re-appointment.

SPECIAL BUSINESSES:

1. To ratify the remuneration of Cost Auditor of the company for the Financial Year 2023-24: To consider and, ifthought fit, to pass with or without modification(s), the following resolution as an Ordinary Resolution:

"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) ^{20 I} 4, including any statutory modifications(s) or re-enactment thereof for the time being in force, the members ofthe Company do hereby ratify the payment ofremuneration of Rs.50,000/- (Rupees Fi fly Thousand Only), plus applicable taxes and reimbursement of out of pocket expenses at actuals to Mis M. Goyal & Co., (Firm Registration No. 000051) as appointed by the Board of Directors of the Company upon the recommendation ofthe Audit Committee, as the Cost Auditors to conduct the audit ofthe cost records ofthe Company for the Financial Year 2023-24, be and is hereby ratified.

1. Approve and confirm the Appointment of Shri Ritesh Kumar Lunkad (DIN: 10275445) as an Non-Executive Independent Director of the Company:

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

"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 ofthe Companies Act, 2013 and the SEBI (LODR), Regulations, ²⁰¹⁵ (including any statutory modifications or re-enactment thereoffor 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 ofthis Annual General Meeting be and is hereby appointed as ^a Director under the category ofNon-Executive Independent Director, who shall not liable to retire by rotation, to hold office for ^a First term of5 (Five) consecutive years w.e.f. 14 August, 2023.

RESOLVED FURTHER THAT the Board of directors of the Company be and are hereby authorized to do all acts and take such steps as may be necessary, proper or expedient to give effect to this resolution."

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1. Approve and confirm the Appointment of Shri Ankit Jain (DIN: 05341403) as an Independent Director ofthe Company:

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

"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, ^{20 I 5} (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 ofNon-Executive Independent Director and to holds office until the date ofthis Annual General Meeting be and is hereby appointed as ^a Director under the category ofNon-Executive Independent Director, who shall not liable to retire by rotation, to hold office for ^a First term of5 (Five) consecutive years w.e.f. 14" August, 2023.

RESOLVED FURTHER THAT the Board of Directors of the Company be and are hereby authorized to do all acts and take such steps as may be necessary, proper or expedient to give effect to this resolution."

Place: Indore

Date: 14August, ²⁰²³ Syncom Formulations (India) Limited CIN: L24239MH1988PLC047759 Registered Office: 7, Niraj Industrial Estate, OfT Mahakali Caves Road, Andheri (East) Mumbai (M.H.) 400093 Notes:

By~r er:~•:::•: ^P "'' {ft.,ass. VS CO! 'ANY SECRETARY <8/ COMPLIANCE OFFICER O> ° ACS: 51833

• I. Pursuant to the Circular No. 14/2020 dated 8April, 2020, Circular No.17/2020 dated 13April, ²⁰²⁰ issued by the Ministry ofCorporate Affairs (MCA) followed by Circular No. 20/2020 dated 5 May, 2020, Circular No. 2/2021 dated 13 January, 2021, Circular No. 2/2022 dated 5 May, ²⁰²² and Circular No. 10/2022 dated 28" December, 2022 (Collectively referred as MCA Circulars) read with Rules and circulars made thereunder and Master Circular dated 1" July, ²⁰²³ and the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 ("Listing Regulations") , physical attendance ofthe Members to the AGM venue is not required and Annual General Meeting (AGM) be held through Video Conferencing (VC) or Other Audio Visual Means (OAVM). Hence, Members can attend and participate in the ensuing AGM through VC/OAVM only and no physical presence at the meeting is required. ·
• 1. Pursuant to MCA Circular No. 14/2020 dated 8"April, 2020, the facility to appoint proxy to attend and cast vote for the members is not available for this AGM. However, in pursuance of Section ¹¹² and Section ¹¹³ ofthe Companies Act, ²⁰ l3, representatives ofthe members such as the President ofIndia or the Governor
• ofa State or body corporate can attend the AGM through VC/OAVM and cast their votes through e-voting. 3. The Members can join the AGM in the VC/OAVM mode 15 minutes before and after the scheduled time of the commencement of the Meeting by following the procedure mentioned in the Notice. The facility of participation at the AGM through VC/OAVM will be made available for 1000 members on first come first served basis. However, this number does not include the large Shareholders holding 2% or more share capital, Promoters, Institutional Investors, Directors, Key Managerial Personnel, the Chairpersons of the Audit Committee, Nomination and Remuneration Committee and Stakeholders Relationship Committee, Auditors, Secretarial Auditors, Scrutinizers, etc. who are allowed to attend the AGM without restriction on account offirst come first served basis.
• 1. The attendance ofthe Members attending the AGM through VC/OAVM will be counted for the purpose of reckoning the quorum under section ¹⁰³ ofthe Companies Act, 2013.
• 1. Pursuant to the'provisions of Section ¹⁰⁸ ofthe Companies Act, 2013 read with Rule ²⁰ ofthe Companies (Management and Administration) Rules, 2014 (as amended) and Regulation ⁴⁴ of SEBI (Listing Obligations & Disclosure Requirements) Regulations 2015 (as amended), and MCA Circulars, the Company is providing facility ofremote e-voting to its Members in respect ofthe business to be transacted at the AGM. For this purpose, the Company has entered into an agreement with Central Depository Services (India) Limited (CDSL) for facilitating voting through electronic means, as the authorized e-Voting's agency. The facility of casting votes by ^a member using remote e-voting as well as thee-voting system on the date ofthe AGM will be provided by CDSL.
• 1. The Notice calling the AGM along with complete Annual Report is being sent only through electronic mode to those Members whose email addresses are registered with the Company/ Depositories and has also been uploaded on the website of the Company. In line with the MCA Circular, the Notice along with Annual Report has been uploaded on the website ofthe Company at www.sfil.in. The Notice and Annual Report can also be accessed from the websites ofthe Stock Exchange BSE Limited at wyyw.bseindia.com and National Stock Exchange of India Limited at www.nseindia.com. The AGM Notice is also disseminated on the website of CDSL (agency for providing the Remote e-Yoting facility and e-voting system during the AGM) i.e. www.evotingindia.com. However, if any specific request received from the members for demanding ofthe physical copy ofthe Annual Report will be provided by the company.
• 1. The recorded transcript of the forthcoming AGM shall also be made available on the website of the Company www.sfil.in as soon as possible after the Meeting is over.
• 1. This AGM has been convened through VC/OAVM in compliance with applicable provisions of the Companies Act, 2013 read with MCA Circular.
• 1. Members joining the meeting through YC, who have not already cast their vote by means of remote evoting, shall be able to exercise their right to vote through e-voting at the AGM. The Members who have cast their vote by remote e-voting prior to the AGM may also join the AGM through VC but shall not be entitled to cast their vote again.
• 1. The Explanatory Statement pursuant to section ^{I 02} ofthe Companies Act, 2013, which sets out details relating to special business i.e. Items No. ³ to5 set out in the Notice, is annexed thereto.
• 1. The company has notified closure ofRegister of Members and Share Transfer Books from 20" September, 2023, Wednesday to 26" September, 2023, Tuesday (both days inclusive) for the purpose of Annual General Meeting.
• 1. The voting rights ofmembers shall be in proportion to their shares ofthe paid-up equity share capital ofthe Company as on the cut-off date 19" September, 2023, Tuesday.
• 1. CS Anish Gupta, Company Secretary in Whole-time Practice (M. No. FCS 5733 & C.P. No. 4092) Designated Partner of YKMG & Associates LLP (Fim Registration No AAN-5436) have been appointed as the Scrutinizer for providing facility to the members ofthe Company to scrutinize the voting at the 35 AGM and remote e-voting process in a fair and transparent manner.
• 1. Members desirous of obtaining any infonnation concerning Accounts and Operations ofthe Company are requested to address their questions in writing to the Company at least ⁷ (Seven) days before the date ofthe Meeting at its email ID finance@sfil.in so that the information required may be made available at the Meeting.
• 1. The Members are requested to:
• a. Quote their ledger folio number in all their correspondence.
• b. Send their Email address to us for prompt communication and update the same with their DP to receive softcopy ofthe Annual Report ofthe Company.
• 1. Members are requested to notify immediately any change in their address and also intimate their active E-Mail ID to their respective Depository Participants (DPs) in case the shares are held in d-mat form and in respect ofshares held in physical form to the Registrar and Share Transfer Agent (RTA) Ankit Consultancy Pvt. Ltd., Plot No. 60, Electronic Complex, Pardeshipura, Indore (M.P.) 452010 having email Id inyestor@ankitonline._com, and compliance@ankitonline.com to receive the soft copy ofall communication and notice ofthe meetings etc., ofthe Company.
• 1. The report on the Corporate Governance and Management Discussion and Analysis also form part to the report ofthe Board Report.
• 1. The Register of Directors and Key Managerial Personnel and their shareholding, and the Register of Contracts or Arrangements in which the directors are interested, maintained under the Companies Act, 2013 will be available for inspection by the Members electronically during the 35" AGM. Members seeking to inspect such documents can send an email to finance@sfil.in.
• 1. Pursuant to the Investors Education and Protection Fund Authority (Accounting, Audit, Transfer and Refund) Rules, 2016 (Rules), the Company has, during the financial year 2022-23 transferred all the equity shares in respect of which (Dividend year ²⁰¹ 4-15) dividend has not been claimed/encashed for ⁷ (Seven) or more consecutive years to the Investor Education and Protection Fund Authority (IEPF) ofthe Central Government as on the due date oftransfer.
• 1. The Company shall further transfer to the IEPF Authority all the shares in respect of which dividend had remained unpaid or unclaimed for ⁷ (seven) consecutive years or more as for the dividend declared in the year ²⁰ 15-16 on the due date oftransfer. The details of shares transferred/unpaid dividend to the IEPF Authority areposted on the website ofthe Company at http://www.sfil.in. The said details have also been uploaded on the website of the IEPF Authority and the same can be accessed through the ^I ink: http://www.iepf.gov.in/.Members may note that the shares as well as the unclaimed dividend so transferred to the IEPF authority can be claimed back from the IEPF Authority as per the procedure prescribed under _..%. the Rules. _', ✓~:-..o1;~\

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• 1. Members who have not encashed the dividend for the years 2015-16, 2016-17 and 2021-22 are requested to approach to the Company for obtaining duplicate dividend warrants/Cheque. Please note that the amount remained unpaid or unclaimed for the year 2015-16 for a period upto ⁷ years shall be transferred to the IEPF of the Central Government and no claim in respect thereof shall be entertained by the Company thereafter. stApril, ²⁰¹⁹ registration oftransfer ofthe shares will be in d-mat for only.
• 1. SEBI has mandated that after ^I Therefore, it is advised to the shareholders, holding their shares in the physical form to get convert into the D-mat form.
• 1. SEBI has mandated submission of PAN by every participant in the securities market. Members holding shares in electronic form are, therefore, requested to submit their PAN details to their depository participants. Members holding shares in physical form are requested to submit their PAN details to the company's RTA.
• 1. Members are requested to intimate changes, if any, pertaining to their name, postal address, e-mail address, telephone/mobile numbers, Permanent Account Number ('PAN'), mandates, nominations, power of attorney, bank details such as, name of the bank and branch details, bank account number, MICR code, IFSC code, etc.,
• • For shares held in electronic form: to their Depository Participant only and not to the Company's RTA. Changes intimated to the Depository Participant will then be automatically reflected in the Company's records, which will help the Company and its RTA provide efficient and better service to the Members.
• • For shares held in physical form: to the Company's RTA in prescribed Form ISR ^I and other forms pursuant to SEBI circular SEBIVHOMIRSD/MIRSD_RTAMB/PI CIR/2021/655 dated November 3, 2021, as per instructions mentioned in the form. The said form can be downloaded from the Members' Reference available on the Company's website http://www.sfil.in under Standard documents for Investors and is also available on the website ofthe RTA.
• 1. Members may please note that SEBI vide its Circular No. SEBI/HO/MIRSD /MIRSD_RTAMB IP/CIR/ 2022/8 dated January 25, 2022 has mandated the listed companies to issue securities in dematerialized form only while processing service requests, viz., Issue of duplicate securities certificate; claim from unclaimed suspense account; renewal/ exchange of securities certificate; endorsement; sub-division/splitting of securities certificate; consolidation of securities certificates/folios; transmission and transposition. Accordingly, Members are requested to make service requests by submitting a duly filled and signed Form ISR-4. The said form can be downloaded from the Standard documents for Investors available on the Company's website http://yyw.sfil.in and is also available on the website ofthe RTA. It may be noted that any service request can be processed only after the folio is KYC Compliant.
• 1. As per SEBI Circular dated 20"April, 2018 such shareholders holding shares of the company in the physical fonn are required to provide details ofthe Income Tax Pennanent Account No. and Bank Account Details to the RTA having email Id investor@ankitonline.com, compliance@ankitonline.com.
• 1. Due dates for transfer of unclaimed/unpaid dividends and the amount remained unclaimed which may be transferred if continuing remain unpaid and/or the balance amount if not claimed by the shareholders for transfer thereafter the same to IEPF are as under as at 31"March, ²⁰²³ and due date for transfer thereafer to IEPF are as under:

ncial n a Fi e r Y a	Date Declaration	of	of Rate Dividend in L/-per Rs. Share	for transfer Due date to IEPF	Amount remains unpaid/unclaimed as
2015-16	30/09/2016				at 31.03.2023 (Rs.)
			0.02	06/11/2023	3,21,985.00
2016-17	29/09/2017		0.02	05/11/2023	3,59,084.46
2021-22	19/09/2022
			0.03	24/10/2029	5,34,677.99

No dividend was declared in the financial year 20 I 7-18 to 2020-2 /.

28. Voting through electronic means

Members are requested to carefully read the below mentioned instructions for remote e-voting before casting their vote.

Step 1: Access through Depositories CDSLNSDL e-Voting system in case of individual shareholders holding shares in demat mode.

Step 2: Access through CDSL e-Voting system in case ofshareholders holding shares in physical mode and non-individual shareholders in demat mode.

i. The voting period begins on 23"° September, 2023 (Saturday) and ends on 25" September, 2023 (Monday). During this period shareholders' ofthe Company, holding shares either in physical form or in dematerialized form, as on the cut-offdate 19"" September, ²⁰²³ (Tuesday) ofmay cast their_oteelectronically. Thee-voting module shall be disabled by CDSL for voting thereafter.

• ii. Shareholders who have already voted prior to the meeting date would not be entitled to vote at the meeting venue.
• iii. Pursuant to SEBI Circular No. SEBI/HO/CFD/CMD/CIR/P/2020/242 dated 09.12.2020, under Regulation ⁴⁴ of Securities and Exchange Board ofIndia (LODR)) Regulations, 2015, listed entities are required to provide remote e-voting facility to its shareholders, in respect of all shareholders' resolutions. However, it has been observed that the participation by the public non-institutional shareholders/retail shareholders is at a negligible level.

Currently, there are multiple e-voting service providers (ESPs) providing e-voting facility to listed entities in India. This necessitates registration on various ESPs and maintenance of multiple user IDs and passwords by the shareholders.

In order to increase the efficiency ofthe voting process, pursuant to ^a public consultation, it has been decided to enable e-voting to all the demat account holders, by way of ^a single login credential, through their demat accounts/ websites of Depositories/ Depository Participants. Demat account holders would be able to cast their vote without having to register again with the ESPs, thereby, not only facilitating seamless authentication but also enhancing ease and convenience of participating in evoting process.

Step I:. Access through Depositories CDSLNSDL e-Voting system in case of individual shareholders holding shares in demat mode.

iv. In terms ofSEBI circular no. SEBI/HO/CFD/CMD/CIR/P/2020/242 dated December 9, ²⁰²⁰ one. 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

Pursuant to above said SEBI Circular, Login method for e-Voting and joining virtual meetings for Individual shareholders holding securities in Demat mode CDSL/NSDL is given below:

of Type	Login Method
shareholders
Individual Shareholders holding securities in Demat mode with CDSL Depository	Users who have opted for CDSL Easi / Easiest facility, can login through I. available their existing user id and password. Option will be made to reach e Voting page without any further authentication. The URL for users to login to Easi / Easiest arehttps://web.cdslindia.com/myeasi/home/login or visit www.cdslindia.com and click on Login icon and select New System Myeasi. After successful login the Easi / Easiest user will be able to see the e-Voting 2. option for eligible companies where the evoting is in progress as per the infomrntion provided by company. On clicking the evoting option, the user page ofthee-Voting will be able to see e-Voting service provider for casting your vote during the remote e-Voting period or joining virtual meeting & voting during the meeting. Additionally, there is also links provided to access the system of all e-Voting Service Providers i.e. CDSL/NSDL/KARVY/ LINKINTIME, so that the user can visit the e-Voting service providers' website directly. If user Easi/Easiest, registered option register the not for to 3. is is india.com/myeasi/Regi avai lableathttps://web.eds! stratio n/Easi Registration Alternatively, the user can directly access e-Voting page by providing Demat 4. e-Voting Account Number available and PAN No. from link a on www.cdslindia.comhome page or click on https://evoting.cdslindia.com/ Evoting/EvotingLogin. The system will authenticate the user by sending OTP Email as recorded on registered Mobile & in the Demat Account. After authentication, user will be able to see thee-Voting successful option where access the system of the evoting is in progress and also able to directly all e Voting Service Providers.
Individual Shareholders holding securities, in demat mode NSDL with Depository	If you are already registered for NSDL IDeAS facility, please visit the e I. website ofNSDL. □ Services Open web browser by typing the following URL: Computer or on a mobile. https://eservices.nsdl.com either on a Personal the home page of Once e-Services is launched, click on the "Beneficial Owner" icon under "Login" which is available under 'IDeAS' section. A new - screen will open. You will have to enter your User ID and Password. After [ ~cOM successful authentication, you will be able to see e-Voting services. Click on e-Voting_services_and be_able_to_see_e-f "Access_toe-Voting"_under you_will },

on company name ore-Voting Voting page. Click service provider name and toe-Voting you will be re-directed service provider website for casting your vote during the remote e-Voting period or joining virtual meeting & voting during the meeting. If for IDeAS e-Services, the user is not registered option to register is 2. available at https://eservices.nsdl.com. Select "Register Online for IDeAS click at https://eservices.nsdl.com/SecureWeb/ldeasDirectReg.jsp "Portal or Visit the e-Voting website of NSDL. Open web browser by typing the 3. https://www.evoting.nsdl.com/ either Personal following URL: on a Once the home page of Computer or on a mobile. 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 (i.e. your number digit demat NSDL), sixteen account hold with ID Password/OTP and a Verification Code as shown on the screen. After successful authentication, you will be redirected to NSDL Depository site on company name ore-Voting wherein you can see e-Voting page. Click service provider service redirected to e-Voting name and you wi II be provider website for casting your vote during the remote e-Voting period or joining virtual meeting &_voting during the meeting.

Individual Shareholders (holding securities in demat mode) login through their Depository Participants (DP) · ·

ofyour You can also login using the login credentials demat account through your registered with NSDL/CDSL fore-Voting Depository Participant facility. After Successful login, you will be able to see e-Voting option. Once you click on e be redirected to NSDL/CDSL Depository site after Voting option, you will wherein Click successful authentication, see feature. you can e-Voting on ore-Voting toe and you will be redirected company name service provider name Voting service provider website for casting your vote during the remote e-Voting period orjoining virtual meeting & voting during the meeting.

Im ortant note: Members who are unable to retrieve User ID/ Password are advised to use For et User ID and Forget Password option available at abovementioned website.

Hel desk for Individual Shareholders holdin securities in demat mode for an technical issues I related_to_login_through_Depository_ie_CDSL and NSDL

Login type	Helpdesk details
Individual Shareholders holding securities in Demat mode with CDSL	Members facing any technical issue in login can contact CDSL helpdesk by sending a request at helpdesk.evoting
Individual Shareholders holding securities in Demat mode with NSDL	@cdslindia.com or contact at toll free no. 1800 22 55 33 Members facing any technical issue in login can contact NSDL helpdesk sending by request a at evoting@ nsdl.co.in or call at toll free no.: 1800 I 020 990 and 1800 22 44 30

Step 2: Access through CDSL e-Voting system in case ofshareholders holding shares in physical mode and non-individual shareholders in demat mode.

v. Login method fore-Voting and joining virtual meetings for Physical shareholders and shareholders other than individual holding in Demat form.

I. The shareholders should log on to thee-voting website www.evotingindia.com. 2. Click on "Shareholders" module.

3.Now enter your User ID

• a. For CDSL: 16 digits beneficiary ID,
• b. For NSDL: ⁸ Character DP ID followed by ⁸ Digits Client ID,

• c. Shareholders holding shares in Physical Form should enter Folio Number registered with the Company.

• Next enterthe Image Verification as displayed and Click on Login.

• If you are holding shares in demat form and had logged on to www.evotingindia.com and voted on an earlier e-voting of any company, then your existing password is to be used. 6. If ou are ^a first-time user follow the ste ^s iven below:

PAN	For Physical shareholders and other than individual shareholders holding shares in Demat.
	PAN Enter alpha-numeric Income Department issued your I 0-digit Tax by (Applicable for both demat shareholders as well as physical shareholders) , ;i. _the Company/Dep6st8 _Shareholders_who_have_not_updated_their PAN_with •

Dividend Bank	Participant are requested to use the sequence number sent by Company/RTA or contact Company/RTA.
Details of OR Date	the Dividend Bank Details or Date of Enter Birth (in dd/mm/yyyy format) as recorded demat account or in the company records in order in your to login.
Birth (DOB)	If • both the details are not recorded with the depository or company, please id/ enter the member folio number in the Dividend Bank details field.

vi. After entering these details appropriately, click on "SUBMIT' taB.

vii. Shareholders holding shares in physical form will then directly reach the Company selection screen. However, shareholders holding shares in demat form will now reach 'Password Creation' menu wherein they are required to mandatorily enter their login password in the new password field. Kindly note that this password is to be also used by the demat holders for voting for resolutions of any other company on which they are eligible to vote, provided that company opts fore-voting through CDSL platform. It is strongly recommended not to share your password with any other person and take utmost care to keep your password confidential.

• viii. For shareholders holding shares in physical form, the details can be used only for e-voting on the resolutions contained in this Notice.
• ix. Click on the EVSN for the relevant Syncom Formulations (India) Limited on which you choose to vote.
• x. On the voting page, you will see "RESOLUTION DESCRIPTION" and against the same the option "YESNO" for voting. Select the option YES or NO as desired. The option YES implies that you assent to the Resolution and option NO implies that you dissent to the Resolution.
• xi. Click on the "RESOLUTIONS FILE LINK" ifyou wish to view the entire Resolution details.

xii. After selecting the resolution, you have decided to vote on, click on "SUBMIT", ^A confirmation box will be displayed. Ifyou wish to confirm your vote, click on "OK", else to change your vote, click on "CANCEL" and accordingly modify your vote.

• xiii. Once you "CONFIRM" your vote on the resolution, you will not be allowed to modify your vote.
• xiv. You can also take ^a print ofthe votes cast by clicking on "Click here to print" option on the Voting page.
• xv. If ^a demat account holder has forgotten the login password, then Enter the User ID and the image verification code and click on Forgot Password & enter the details as prompted by the system.
• xvi. There is also an optional provision to upload BR/POA ifany uploaded; which will be made available to scrutinizer for verification.
• xvii. Additional Facility for Non - Individual Shareholders and Custodians -For Remote Voting only. a. Non-Individual shareholders (i.e. other than Individuals, HUF, NRI etc.) and Custodians are required to log on to wyw.eyotingindia.com and register themselves in the "Corporates" module.
• b. ^A scanned copy ofthe Registration Form bearing the stamp and sign ofthe entity should be emailed to helpdesk._evoting@cdslindia.com.
• c. After receiving the login details a Compliance User should be created using the admin login and password. The Compliance User would be able to link the account(s) for which they wish to vote on.
• d. The list ofaccounts linked in the login will be mapped automatically & can be del ink in case of any wrong mapping.
• e. It is Mandatory that, ^a scanned copy ofthe Board Resolution and Power of Attorney (POA) which they have issued in favour ofthe Custodian, if any, should be uploaded in PDF format in the system for the scrutinizer to verify the same.
• f. Alternatively Non Individual shareholders are required mandatory to send the relevant Board Resolution/ Authority letter etc. together with attested specimen signature of the duly authorized signatory who are authorized to vote, to the Scrutinizer and to the Company at the email address viz; finance@sfil.in, ifthey have voted from individual tab & not uploaded same in the CDSL e-voting system for the scrutinizer to verify the same.

Instructions for Shareholders attending the AGM through VC/OAVM & E-Voting during meeting are as under:

• I. The procedure for attending meeting & e-Voting on the day ofthe 35 AGM is same as the instructions mentioned above fore-voting.
• 1. The link for VC/OAYM to attend meeting will be available where the EYSN of Company will be displayed after successful login as perthe instructions mentioned above fore-voting.
• 1. Shareholders who have voted through Remote e-Voting will be eligible to attend the meeting. However, they will not be eligible to vote at the AGM. d;,t"'b'""" dudog the meeHog. , -~
• 1. Shareholders are encouraged to join the Meeting through Laptops / IPads for better experience.
• 1. Further shareholders will be required to allow Camera and use Internet with a good speed to avoid any

• 1. Please note that Participants Connecting from Mobile Devices or Tablets or through Laptop connecting via Mobile Hotspot may experience AudioNideo 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.
• 1. Shareholders who would like to express their views/ask questions during the meeting may register themselves as a speaker by sending their request in advance atleast 7 days prior to meeting mentioning their name, demat account number/folio number, email id, mobile number at Finance@stil.in. The shareholders who do not wish to speak during the AGM but have queries may send their queries in advance 7 days prior to meeting mentioning their name, demat account number/folio number, email id, mobile number at (company email id). These queries will be replied to by the company suitably by email.
• 1. Those shareholders who have registered themselves as a speaker will only be allowed to express their views/ask questions during the meeting. However, the company reserves the right to restrict the number ofquestions and number ofspeakers, depending on the availability oftime for the AGM.
• 1. Only those shareholders, who are 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 available during the EGM.
• ^I 0. If any Votes are cast by the shareholders through thee-voting available during the AGM and ifthe same shareholders have not participated in the meeting through VC/OA VM facility, then the votes cast by such shareholders may be considered invalid as the facility of e-voting during the meeting is available only to the shareholders attending the meeting.

PROCESS FOR THOSE SHAREHOLDERS WHOSE EMAIL/MOBILE NO. ARE NOT REGISTERED WITH THE COMPANY/DEPOSITORIES.

• I. For Physical shareholders- please provide necessary details like Folio No., Name ofshareholder, scanned copy ofthe share certificate (front and back), PAN (self attested scanned copy of PAN card), AADHAR (self-attested scanned copy ofAadhar Card) by email to inyestor@ankitonline.com.
• 2. For Demat shareholders -- Please update your email id & mobile no. with your respective Depository Participant (DP)
• 1. For Individual Demat shareholders Please update your email id & mobile no. with your respective Depository Participant (DP) which is mandatory while e-Voting & joining virtual meetings through Depository. · ·

If you have any queries or issues regarding attending AGM & e-Voting from the CDSL e-Voting System, you can write an email to helpdesk.evoting@cdslindia.com or contact at toll free no. 1800 22 55 33

All grievances connected with the facility for voting by electronic means may be addressed to Shri Rakesh Dalvi, Sr. Manager, (CDSL, ) Central Depository Services (India) Limited, ^A Wing, 25"Floor, Marathon Futurex, Mafatlal Mill Compounds, ^{N M} Joshi Marg, Lower Parel (East), Mumbai - ^{4000 I 3} or send an email to helpdesk_eyoting@cdslindia.com or call toll free no. 1800 22 55 33.

1. Members can also update your mobile number and e-mail id in the user profile details ofthe folio which may be used for sending future communication(s).

Any person, who acquires shares ofthe Company and become member ofthe Company after mailing ofthe notice and holding shares as on the cut-offdate i.e. 19" September, 2023 (Tuesday), may obtain the login ID and password by sending a request at investor@ankitonline.com

• 1. ^A person, whose name is recorded in the register of members or in the register of beneficial owners maintained by the depositories as on the cut-off date i.e. 19" September, 2023 (Tuesday), only shall be entitled to avail the facility ofremote e-voting as well as e- voting at the AGM.
• 1. The Chairman shall, at the AGM at the end of discussion on the resolutions on which voting is to be held, allow e-voting to all those members who are present/logged in at the AGM but have not cast their votes by availing the remote e-voting facility.
• 1. The Results ofthe voting on the resolutions along with the report ofthe Scrutinizer shall be declared and placed on the,website ofthe Company- https://www.sfil.in and on the website ofCDSL immediately after the declaration ofresult by the Chairman or ^a person authorized by him in writing. The results shall also be immediately forwarded to the BSE Ltd. and National Stock Exchange ofIndia Limited.

• For any other queries relating to the shares ofthe Company, you may contact the Share Transfer Agents at the following address: Mis. Ankit Consultancy Pvt. Ltd.

60, Electronic Complex, Pardeshipura, Indore (M.P.) 4520 ^I 0

• Tel: 0731-4281333,4065797/99E-mail: investor@ankitonline.com
• 1. As the 35" AGM is being held through VC, the route map is not annexed to this Notice.

EXPLANATORY STATEMENT IN TERMS OF SECTION 102 OF THE COMPANIES ACT, 2013 IN RESPECT OF SPECIAL BUSINESSES:

Item No. 3:

Members are hereby informed that upon the recommendation ofthe Audit Committee, Board of Directors of your Company has appointed of Mis M. Goyal & Co., Cost Accountant (Finn Registration No. 000051) as the Cost Auditor ofthe Company for conducting Cost Audit for the year 2023-24 at ^a remuneration ofRs.50,000/ plus applicable GST. The Cost Auditor has given his consent and eligibility for appointment as Cost Auditor, will be available for inspection ofthe Members electronically during the 354GM. Members seeking to inspect such documents can send an email to finance@sfil.in during business hours up to the date ofthe Meeting. In accordance with the provision ofsection 148 ofthe Companies Act, 2013 read with Companies (Audit and

Auditors) Rules, 2014 the remuneration payable to the Cost Auditor is required to be ratified by the Members of the company, accordingly, consent of the members is sought for the resolution set out in Item No. ³ of the Notice by way ofan Ordinary Resolution.

None of the directors or Key Managerial Personnel (KMP) or their relatives are concerned or interested financially or otherwise in the proposed Resolution. The Board recommends passing necessary resolution as set out in the Item No. ³ ofthe notice as an Ordinary Resolution.

Item No. 4:

Shri Ritesh Kumar Lunkad (DIN: 10275445) is a M.A. in English and having an experience of 10 (Ten) years in managing his family business related to fitness and healthcare. The Board ofDirectors ofthe Company based on the recommendation ofNomination and Remuneration Committee and pursuant to the provisions of Section 161(1) ofthe Companies Act ("the Act") read with the Articles of Association ofthe Company had approved the appointment of Shri Ritesh Kumar Lunkad as an Additional Director in the category of Non Executive Independent Director ofthe Company w.e.f. 14 August, 2023. Pursuant to the provisions of Section ¹⁶¹ ofthe Companies Act, 2013 Shri Ritesh Kumar Lunkad holds the office upto the date ofthis Annual General Meeting. The Company has received declaration from him that he meets the criteria ofindependence as prescribed under Section 149(6) of the Act and under Regulation ^{I 6} and ²⁵ of the Listing Regulations, Shri Ritesh Kumar Lunkad has confinned that he is neither disqualified from being appointed as ^a Director in terms of Section ¹⁶⁴ ofthe Act nor debarred from holding office as ^a Director ofthe Company by virtue of any SEBI Order or any other such authority and given his consent to act as a Director. He has further confirmed that he has passed necessary Proficiency Test as conducted by the Indian Institute of Corporate ^A fTairs (IICA) and got his registration in the Independent Directors Data Base ofIICA.

In terms of Section 149, ¹⁵² read with Schedule IV of the Act, the Board of Directors have reviewed the declaration made by the Director that he meets the criteria ofindependence as provided in Section 149(6) ofthe Act and the Board is ofopinion that he fulfills the conditions specified in the Act and Rules made thereunder and is independent ofthe Management.

Copy ofLetter ofAppointment proposed to be issued to Shri Ritesh Kumar Lunkad as an Independent Director setting out the terms and conditions thereofis available for inspection without any fee by the members at the Corporate Office ofthe Company during normal business hours on all working days between ¹¹ :00 a.m. to ^I :00 p.m. up to the date ofAnnual General Meeting.

None ofthe Directors other than Shri Ritesh Kumar Lunkad and Key Managerial Personnel ofthe Company or their relatives is, in any way, concerned or interested, financially or otherwise, in the said resolution. The relatives of Shri Ritesh Kumar Lunkad may be deemed to be interested in the said resolution, to the extent of their sitting fees as may be received to him, ifany, in the Company.

The Board recommends passing necessary resolution as set out in Item No. ⁴ of the notice as ^a Special Resolution.

Item No. 5:

Shri Ankit Jain (DIN: 05341403) is an MBA, MS in Finance and having an experience ofmore than IO (Ten) years as ^a Financial Analyst. The Board of Directors of the Company based on the recommendation of Nomination and Remuneration Committee and pursuant to the provisions of Section 161(I) ofthe Companies Act ("the Act") read with the Articles of Association of the Company had approved the appointment of Shri Ankit Jain as an Additional Director in the category of Non Executive Independent Director ofthe Company w.e.f. 14 August, 2023. Pursuant to the provisions of Section ¹⁶¹ ofthe Companies Act, ²⁰¹³ Shri Ankit Jain holds the office upto the date ofthis Annual General Meeting.

Considering his extensive knowledge and experience as well as professional background, the appointment of Shri Ankit Jain is in the interest ofthe Company. His continued association with the Company as ^a Director would be ofgreat advantage. The Nomination and Remuneration Committee has recommended his appointment. The Company has received declaration from him that he meets the criteria ofindependence as prescribed under Section 149(6) ofthe Act and under Regulation ¹⁶ ofthe Listing Regulations, Shri Ankit Jain (DIN: 05341403) has confirmed that he is neither disqualified from being appointed as ^a Director in tems of Section I64 ⁰%%%xiR, Act nor debarred from holding office as ^a Director ofthe Company by virtue of any SEBI Order or anrfj·□·

o 6G' • ts gy 's %: %, 7Ro'

such authority and given his consent to act as a Director. He has further confirmed that he has passed necessary Proficiency Test as conducted by the Indian Institute of Corporate Affairs (IICA) and got his registration in the Independent Directors Data Base ofIICA.

In tenns of Section 149, ¹⁵² read with Schedule IV of the Act, the Board of Directors have reviewed the declaration made by the Director that he meets the criteria of independence as provided in Section 149(6) of the Act and the Board is of opinion that he fulfills the conditions specified in the Act and Rules made thereunder and is independent ofthe Management.

Copy of Letter of Appointment proposed to be issued to Shri Ankit Jain as an Independent Director setting out the tenns and conditions thereof is available for inspection without any fee by the members at the Corporate Office ofthe Company during nonnal business hours on all working days between ¹¹ :00 a.m. to ^I :00 p.m. up to the date ofAnnual General Meeting.

None of the Directors other than Shri Ankit Jain and Key Managerial Personnel of the Company or their relatives is, in any way, concerned or interested, financially or otherwise, in the said resolution. The relatives of Shri Ankit Jain may be deemed to be interested in the said resolution, to the extent of their respective shareholding, ifany, in the Company.

The Board recommends passing necessary resolution as set out in Item No. ⁵ of the notice as ^a Special Resolution.

Name of Director	Shri Ritesh Kumar Lunkad	Shri Ankit Jain	Shri Kedarmal Shankarlal
DIN	10275445		Bankda
Designation	Non Executive Independent Director	05341403 Non Executive Independent Director	0002.3050 Chairman and Whole time
Date of Birth	20/06/1975	06/01/1987	Director
Date of Appointment/Re Appointment	14/08/2023	14/08/2023	25/08/1952 13/04/1992
Expertise/ enc Expe e ri in specifi c nctiona fu l areas	IO years of experience in the M.A in. English	IO years of experience in the MBA, MS in Finance	45 years of experience in the Pharma field various in capacities. Core He the is of Promoter the company.
ualification Q	M.A. in English	MBA, MS in Finance	since its inception.
Brief Resume	Shri Ritesh Kumar Lunkad is eligible to be appointed as an Independent Director under the Companies Act, 2013 and SEBI (LODR) Regulation, 2015 he is also registered under the database maintained the by IICA. Required disclosures have been received from the appointee. He did his M.A in English He was involved in various sports activities at regional and national levels, social organizations of Indore.	Shri Ankit Jain is eligible to be appointed as an Independent Director under the Companies Act, 2013 and SEBI (LODR) Regulation, 2015 he is also registered under the database maintained the by IICA. Required disclosures have been received from the appointee. He did his MBA, MS in Finance.	M.Com He in-charge of is the Manufacturing and Administrative functions of Corporate Office at Indore and Plant of at Pithampur the Company.
No. &%of Equity	NIL	NIL	11,41,94,650 (12.15%)
Shares held of List outside ompany's C directorship held	NIL	NIL	I. Sante Biotech Pvt. Ltd. 2. Synmex Pharma Pvt. Ltd. Vincit 3. Biotech
Chairman/Member of the Committees of of the Board Directors of the Company	NIL	NIL	International Pvt. Ltd. I. CSR Committee 2. Corporate Compliance Committee
Chairman /Member of the Committees of the Board Directors of other Companies in	NIL	NIL	NIL

BRIEF PROFILE OF THE DIRECTOR SEEKING APPOINTMENT/RE-APPOINTMENT IN THE ENSUING ANNUAL GENERAL MEETING

which he is. director
Interse relations No relation with other directors and KMP $\cdot$	No relation	Brother of Vijay Shankarlal Bankda, MD and father in law of Rinki Ankit Bankda, WTD and Father of Shri Ankit Kedarmal Bankda, CFO of the company.

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