Skip to main content

AI assistant

Sign in to chat with this filing

The assistant answers questions, extracts KPIs, and summarises risk factors directly from the filing text.

Syncom Formulations (India) Ltd. AGM Information 2025

Sep 4, 2025

60987_rns_2025-09-04_364f6e92-9fe6-4cdf-991f-30246eeea773.pdf

AGM Information

Open in viewer

Opens in your device viewer

==> picture [452 x 73] intentionally omitted <==

SYNCOM/SE/2025-26 04[th ] September, 2025

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

To, To, BSE Limited National Stock Exchange of India Limited Phiroze Jeejeebhoy Tower, Exchange Plaza, C-1, Block G, Dalal Street, Bandra Kurla Complex, Bandra (E), Mumbai (M.H.) 400 001 Mumbai- 400051 BSE CODE:524470 NSE SYMBOL: SYNCOMF

Sub: Filing of the Notice of 37[th] Annual General Meeting to be held on Monday 29[th ] September, 2025.

Dear Sir/Ma’am,

We are pleased to submit a copy of the Notice of the 37[th] Annual General Meeting of the Company to be held on Monday, the 29[th ] day of September, 2025 at 2:00 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 of the AGM shall be deemed to be made thereat.

We are also in process to file the aforesaid Notice of 37[th] Annual General Meeting in XBRL format within the stipulated time and same shall also be hosted at the website of the 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 FORMULATIONS (INDIA) LIMITED

Vaishali Digitally signed by Vaishali Agrawal Date: 2025.09.04 19:29:46 +05'30' Agrawal CS VAISHALI AGRAWAL COMPANY SECRETARY & COMPLIANCE OFFICER Encl: Notice of 37[th] Annual General Meeting

==> picture [452 x 73] intentionally omitted <==

SYNCOM FORMULATIONS (INDIA) LIMITED

NOTICE FOR THE 37TH ANNUAL GENERAL MEETING

NOTICE is hereby given that the 37th Annual General Meeting of Members of SYNCOM FORMULATIONS (INDIA) LIMITED (‘SYNCOM’) will be held on Monday, the 29th day of September, 2025 at 2:00 P.M. (IST) through Video Conferencing (“VC”)/Other Audio-Visual Means (“OAVM”) for which purposes the Registered ofce of the company situated at 7, Niraj Industrial Estate, Off Mahakali Caves Road Andheri (East) Mumbai (M.H.) 400093 shall be deemed venue for the Meeting and the proceedings of the 37th Annual General Meeting to transact the following businesses:-

ORDINARY BUSINESSES:

  1. To receive, consider and adopt the Standalone and Consolidated Audited Financial Statements containing the Balance Sheet as at 31st March, 2025, the Statement of Prot & Loss and Cash Flow and Change in Equity and notes thereto of the company for the Financial Year ended 31st March, 2025 and the reports of the Board of directors and Auditors thereon as on that date.

SPECIAL BUSINESSES:

  1. To ratify the remuneration payable to M/s M. Goyal & Co., Cost Accountants, Cost Auditor for the Financial Year 2025-26 : To consider and if thought t, to pass 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, 2014 (including any statutory modication(s) or re-enactment(s) thereof, for the time being in force), the members of the Company be and hereby ratify the payment of remuneration of 50,000/- (Rs. Fifty Thousand Only), plus applicable taxes and reimbursement of actual out of pocket expenses payable to M/s M. Goyal & Co., Cost Accountants (Firm Registration No. 000051) appointed by the Board of directors upon the recommendation of the Audit Committee, as the Cost Auditors of the Company to conduct the audit of the cost records of the Company for the Financial Year 2025-26.

RESOLVED FURTHER THAT the Board of directors of the Company be and is hereby authorized to do all acts, deeds and things and take all such steps as may be necessary, proper or expedient to give effect to this resolution and for matters connected therewith or incidental thereto.

  1. To conrm the appointment of M/s D.K. Jain & Co., Practicing Company Secretary as the Secretarial Auditors of the company : To consider and if thought t to pass the following resolution as an Ordinary Resolution:

“RESOLVED THAT pursuant to the provisions of Regulation 24A of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 (‘SEBI Listing Regulations’) read with applicable provisions of the Companies Act, 2013, each as amended, and based on the recommendation(s) of the Audit Committee and the Board of directors of the Company (‘Board’), M/s D. K. Jain & Co., Practicing Company Secretaries (FRN: S2003MP064600; C.P. No. 2382; Peer review no. 6672/2025), be and is hereby appointed as the Secretarial Auditors of the Company for a term of 5 (ve)consecutive years to hold ofce from the conclusion of this Annual General Meeting till the conclusion of the 42nd Annual General Meeting of the Company to be held in the year 2030, to conduct Secretarial Audit of the Company in terms of section 204 and other applicable provisions of the Companies Act, 2013 read with Regulation 24A and other applicable provisions of the SEBI Listing Regulations, for the period beginning from the Financial Year 2025-26 to 2029-30, at such remuneration as may described in the explanatory statement attached to the notice.

RESOLVED FURTHER THAT the Board of directors be and is hereby authorized, to do all such acts, deeds, matters and things, as may be considered necessary, desirable and expedient to give effect to this Resolution and/or otherwise considered by them to be in the best interest of the Company.”.

  1. To conrm the appointment of Shri Ankit Kedarmal Bankda (DIN: 02359461) as a Director of the Company : To consider and, if thought t, to pass the following resolution, as an Ordinary 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 Qualication of Directors) Rules, 2014 and other applicable provisions, if any, of the Companies Act, 2013 and the SEBI (LODR), Regulations, 2015 (including any statutory modications or re-enactment thereof for the time being in force), and based on the recommendation of the Nomination and Remuneration Committee and approved by the Board of Directors, Shri Ankit Kedarmal Bankda (DIN: 02359461) , who was appointed by the Board of directors as an Additional Director under the category of Executive Promoter Director of the company and who holds ofce up to the date of this Annual General Meeting, be and is hereby appointed as a Director of the Company in the category of Executive Promoter Director, liable to retire by rotation.

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

Annual Report 2024-25

7

SYNCOM FORMULATIONS (INDIA) LIMITED

5. To conrm and approve the Appointment of Shri Ankit Kedarmal Bankda (DIN:02359461) as the Executive Chairman and Whole-time Director and to approve the remuneration payable to him:

To consider and, if thought t, to pass the following resolution, as Special Resolution:

RESOLVED THAT pursuant to the provisions of section 190, 196, 197, 203 read with the provisions of Schedule V of the Companies Act, 2013, the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 and other applicable provisions if any of the Companies Act, 2013 (including any statutory modications or re-enactment thereof for the time being enforce), and applicable Regulations 17(6)(e) of the SEBI (Listing Obligations and Disclosure Requirement) Regulations, 2015, as amended from time to time and such other consents and permissions as may be necessary and based on the recommendation of the Nomination and Remuneration Committee and the approval of the Board of directors at their respective meetings, the consent of the members of the Company be and is hereby accorded for the appointment of Shri Ankit Kedarmal Bankda (DIN: 02359461) as the Executive Chairman and Whole-time Director of the Company, for a period of 3 (Three) years w.e.f. 9 th August, 2025 on the following terms and condition.

  • I. Period: From 9th August, 2025 to 8th August, 2028.

II. Remuneration, benets and perquisites:

  • (a) Salary: Upto 7,50,000 per month, with an annual increment of 10% of salary.

  • (b) Perquisites: Subject to maximum of 2,50,000 per month, which includes the followings as may be considered which includes the

  • followings:

    • (i) Medical Reimbursement: Reimbursement of medical expenses actually incurred for himself and family.

    • (ii) Leave Travel Concession: Leave Travel Concession for self and family twice in a year.

    • (iii) Club Fees: He shall be entitled to the reimbursement of fees of any two clubs in India. This will not include admission and life membership fee.

    • (iv) Personal Accident Insurance: The Company shall pay an annual premium of a sum not exceeding 1,00,000/- towards personal accident insurance policy of Shri Ankit Kedarmal Bankda.

    • (c) Other benets: which are not covered under the minimum remuneration

      • (i) Leave Encashment: Earned privilege leaves on full pay and allowance as per the rules of the Company.

      • (ii) Provident Fund: Company’s contribution subject to a ceiling as laid down by the Government from time to time.

      • (iii) Gratuity: Gratuity payable shall not exceed half a month’s salary for each completed year of service and which shall be subject to the maximum amount as may be permitted under the Company’s rules in relation to Gratuity prevailing from time to time.

      • (iv) The company shall provide a car with a driver and telephone & mobile with internet connection at his residence for discharging his duties.

    • (d) commission on Net prot Before tax: at such rate as may be decided by the Nomination and remuneration Committee and approved by the board within the limit of the overall remuneration of upto 5% of the net prots of the Company for such nancial year.

III. Limits on Remuneration:

  • The remuneration as specied in clauses above shall be subject to the overall limits as specied under Sections 196, 197 and other applicable provisions read with Schedule V of the Companies Act, 2013.

RESOLVED FURTHER THAT pursuant to Regulation 17(6)(e) of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 read with the applicable provisions of the Companies Act, 2013 and as per the recommendation of the Nomination & Remuneration Committee and the approval of the Board of directors of the company, the consent of the members be and is hereby accorded for the payment of remuneration to Shri Ankit Kedarmal Bankda, Chairman and Whole-time Director of the Company, for the period commencing from 9th August, 2025 to 8th August, 2028, notwithstanding that the aggregate annual remuneration payable to him may exceeds 5% (Five percent) of the net prots of the company, calculated in accordance with the provisions of Section 198 of the Companies Act, 2013.

RESOLVED FURTHER THAT in the event of loss or inadequacy of prots in any nancial year during the tenure of the Whole-time Director, the remuneration payable to him, as approved above, shall be treated as the minimum remuneration, in accordance with the provisions of Schedule V of the Companies Act, 2013, as may be applicable from time to time , and the Board shall have absolute authority to decide the breakup of the salary as may be considered appropriate from time to time without seeking any further approval of the members of the company.

RESOLVED FURTHER THAT the Whole-time Director shall also be entitled to reimbursement of actual expenses incurred by him in connection with the business of the Company, including entertainment, traveling, boarding and lodging expenses as well as such other benets, amenities and other privileges, as may, from time to time, be extended to other Senior Executives of the Company.

Annual Report 2024-25

8

SYNCOM FORMULATIONS (INDIA) LIMITED

RESOLVED FURTHER THAT there shall be clear relation of the Company with Shri Ankit Kedarmal Bankda as “the Employer-Employee” and each party may terminate the above said appointment with the three months’ notice in writing or salary in lieu thereof.

6. To approve the increase in the remuneration payable to Mr. Rahul Vijay Bankda, Chief Financial Ofcer pursuant to section 188(1)(f) of the Companies Act, 2013

To consider and if thought t, to convey assent or dissent to the following Ordinary Resolution:

“RESOLVED THAT pursuant to the provisions of Section 188(1)(f) of the Companies Act, 2013, read with Companies (Meetings of Board and its powers) Rules, 2014 and other applicable provisions, if any, of the Companies Act, 2013 (Act), Regulation 23 of the SEBI (LODR) Regulation, 2015 and regulations as may be framed by the SEBI from time to time including any statutory modication(s) or re-enactment thereof for the time being in force and as may be enacted from time to time and upon the recommendation of the Nomination and Remuneration Committee and Audit Committee, the consent of the members be and is hereby accorded to increase the remuneration payable to Mr. Rahul Vijay Bankda, Chief Financial Ofcer and categorized as the Key Managerial Personnel of the Company who is also relative of the Managing Director of the Company upto Rs. 50,00,000/p.a. with annual increment of 10% w.e.f., 1stOctober, 2025 upon such break thereof as may be decided by the Nomination and Remuneration Committee of the Board from time to time.”

RESOLVED FURTHER THAT the Chief Financial Ofcer shall also be entitled for the reimbursement of actual entertainment, traveling, boarding and lodging expenses incurred by him in connection with the Company’s business and such other benets/ amenities and other privileges, as any from time to time, is available to other Senior Executives of the Company.

7. To conrm and approve the Alteration in the Articles of Association(“AOA”) of the Company:

  • To consider and, if thought t, to pass, the following resolution as a Special Resolution:

“RESOLVED THAT pursuant to the provisions of Section 14 and other applicable provisions, if any, of the Companies Act, 2013 and the rules made thereunder (including any statutory modication(s), amendment(s), or re-enactment(s) thereof for the time being in force), and subject to all other applicable laws and regulations, as well as the enabling provisions of the Memorandum and Articles of Association of the Company, the consent of the members of the Company be and is hereby accorded to alter the Articles of Association of the Company by inserting the following new clauses after the Articles 2(i) and 15(2) respectively in the existing Articles of Association of the Company.

2(j) “Power Purchase Agreement and wheeling agreement (WA) :or PPA/PPWA”

  • shall mean the power purchase agreements and power purchase and wheeling agreement entered into between Company, govt. companies, transmission companies, Distribution companies, 3rd party companies and other govt. electricity company/boards and Captive User/3rd party power sale and shall include all other power purchase agreements that may be entered into between Company and Captive User/3rd party power sale, in the future and upon mutual written agreement, for supply of electricity by the Company to Captive User on a captive consumption or 3rd party power sale basis;

2(k) “Project/s”

means the solar, solar-wind hybrid or any other power plants installed/established by the Company for supplying Electricity to the Captive User on a captive consumption basis or sale of power to 3rd party basis, and shall include all other projects that may be entered into between the Company and Captive User/3rd party power sale, in the future and upon mutual written agreement, for supply of Electricity by the Company to Captive User on a captive consumption basis or 3rd party power sale on ownership/leased land which is provided by Captive User/3rd party power sale for setting up such project on lease, ownership or otherwise;

15(3) “Sweat Equity Shares”

  • The Company may exercise the powers of issuing sweat equity shares of a class of shares already issued in accordance with the Act, the Rules and other applicable law, if any.

  • i. Subject to the provisions of the Act and the Rules, Guidelines, Directives as issued or made by the Securities and Exchange Board of India (SEBI) as may be applicable from time to time and with the consent of the Members of the Company at a General Meeting by way of Special Resolution, the Board of Directors of the Company or a Committee thereof duly authorised by the Board of Directors may issue and allot Warrants convertible into the Equity Shares on such rate, terms and conditions to the existing shareholders, general public, or on preferential basis to the promoters, directors, bodies corporate, banks, nancial institutions, OCBs, NRIs or such other persons from time to time on receipt of the upfront amount as may be prescribed from time to time on the face values of the Warrants, as it may think t. Board of Directors of the Company shall be authorized to make provisions as to the allotment and issue of warrants and in particular may determine to whom the same shall be offered whether at par or at premium subject to the provisions of the Companies Act, 1956 and all the applicable provisions of the SEBI Guidelines and other applicable provision if any from time to time.

  • ii. The Company may by special resolution authorise the Board to convert warrants into the equity shares at such rates (including premium), terms and conditions as may be determined by the Board and in accordance with the guidelines issued by the SEBI, Stock Ex- change,

==> picture [325 x 27] intentionally omitted <==

----- Start of picture text -----

9
----- End of picture text -----

Annual Report 2024-25

SYNCOM FORMULATIONS (INDIA) LIMITED

Central Govt. or other authorities either on single trench or otherwise as per the discretion of the Board.

  • iii. The Board may from time to time subject to the terms on which any Allotment of Shares Further issue of share warrants convertible into equity shares may have been issued make call upon the warrant holders in respect of the balance amount unpaid on the warrants held by them respectively at the time of providing option for conversion of warrants into the equity shares of the Company and shall be payable at such xed times by the warrant holder who shall pay the amount of the call made on them at time and places appointed by the Board. In case of failure to exercise the option and make payment thereof, the amount so deposited at the time of allotment of warrant shall be forfeited by the Board.

15(4) “ESOP”

  • The Company may issue shares to Employees including its Directors other than independent directors and such other persons as the rules may allow, under Employee Stock Option Scheme (ESOP) or any other scheme, if authorized by a Special Resolution of the Company in general meeting subject to the provisions of the Act, the Rules and applicable guidelines made there under, by whatever name called”

“RESOLVED FURTHER THAT pursuant to the provisions of Section 14 and other applicable provisions, if any, of the Companies Act, 2013 and the rules made thereunder (including any statutory modication(s), amendment(s), or re-enactment(s) thereof for the time being in force), and subject to all other applicable laws and regulations, as well as the enabling provisions of the Memorandum and Articles of Association of the Company, the consent of the members of the Company be and is hereby accorded to alter the Articles of Association of the Company by substituting the existing Article 118 with the following new Article 118 in the existing Articles of Association of the Company.

New Clause 118 Substituted

“Notwithstanding anything contained in these Articles of Association of the Company, but subject to the provisions of the Act and all other applicable Rules of the statutory authorities and the Rules framed by the Board of Directors of the Company in this behalf as amended from time to time by the Board:

  • (a) Shareholder’s can waive/forgo their right to receive the dividend (either nal and/or interim) to which he/she is entitled, on some or all the Equity Shares held by him in the Company as on the Record Date/Book Closure Date xed for determining the names of Members entitled for such dividend. However, the shareholders cannot waive/forgo the right to receive the dividend (either nal and/or interim) for a part of percentage of dividend on share(s).

  • (b) The Equity Shareholder(s) who wish to waive/forgo the right to receive the dividend shall inform the Company in the form prescribed by the Board of Directors of the Company.

  • (c) In case of joint holders holding the Equity Shares of the Company, all the joint holders are required to intimate to the Company in the prescribed form their decision of waiving/forgoing their right to receive the dividend from the Company.

  • (d) The Shareholder, who wishes to waive/forgo the right to receive the dividend for any year shall send his irrevocable instruction waiving/forgoing dividend so as to reach the Company before the Record Date /Book Closure Date xed for the payment of such dividend. Under no circumstances, any instruction received for waiver/forgoing of the right to receive the dividend for any year after the Record Date /Book Closure Date xed for the payment of such dividend for that year shall be given effect to.

  • (e) The instruction once given by a Shareholder intimating his waiver/forgoing of the right to receive the dividend for any year for interim, nal or both shall be irrevocable and cannot be withdrawn for that particular year for such waived/forgone the right to receive the dividend. But in case, the relevant Shares are sold by the same Shareholder before the Record Date/Book Closure Date xed for the payment of such dividend, the instruction once exercised by such earlier Shareholder intimating his waiver/forgoing the right to receive dividend will be invalid for the next succeeding Shareholder(s) unless such next succeeding Shareholder(s) intimates separately in the prescribed form, about his waiving/forgoing of the right to receive the dividend for the particular year.

  • (f) The Equity Shareholder who wish to waive/forgo their right to receive the dividend for any year can inform the Company in the prescribed form only after the beginning of the relevant nancial year for which the right to receive the dividend is being waived/forgone by him. The Company shall not be entitled to declare or pay and shall not declare or pay dividend on equity shares to such Shareholders who have waived/forgone his/their right to receive the dividend (interim or nal) by him/ them under this Article.

  • (g) The instruction by a Shareholder to the Company for waiving/ forgoing the right to receive dividend for any year is purely voluntary on the part of the Shareholder. There is a no interference with a Shareholder’s Right to receive the dividend, if he does not wish to waive/forgo his right to receive the dividend. No action is required on the part of Shareholder who wishes to receive dividends as usual. Such Shareholder will automatically receive dividend as and when declared.

  • (h) The decision of the Board of Directors of the Company or such person(s) as may be authorised by Board of Directors of the Company shall be nal and binding on the concerned Shareholders on issues arising out of the interpretation and/or implementation of these Rules.”

RESOLVED FURTHER THAT the Board of directors of the Company be and is hereby authorized to take all necessary steps, including enter into the agreements, memorandum of understanding, negotiate the terms and conditions and ling of necessary forms and documents with the Registrar of Companies and any other appropriate authority as may be required from time to time, and to do all such acts, deeds, and things as may be deemed necessary or expedient to give effect to the above resolution.”

Annual Report 2024-25

10

SYNCOM FORMULATIONS (INDIA) LIMITED

8. Alteration in the Clause III (A) of Memorandum of Association (“MOA”) of the Company : To consider and, if thought t, to pass, the following resolution, as a Special Resolution:

“RESOLVED THAT pursuant to Section 13, and other applicable provisions, if any, of Companies Act, 2013 and the rules notied thereunder (including any statutory modication(s), amendments or re-enactment(s) thereof for the time being in force) and further subject to any other laws and regulations, as may be applicable and the enabling provisions of Memorandum and Articles of Association of the Company, the approval of members of the Company be and is hereby accorded to alter the Clause III(A) of the Memorandum of Association of the Company by substituting the existing Clause III(A)(2) by the following new clause III(A)(2) of the Memorandum of Association related to the Main Objects:

New Clause 2 Substituted

  1. To carry on business of generating, producing, rening, improving, buying, selling, acquiring, using, transmitting, accumulating, and to act as producer, agent, broker, consultant, collaborator, or otherwise to deal in undertake, assist, encourage, promote, developmental, scientic, technical, engineering, research activities associated with the generation, transmission and distribution of power which is derived conventional/nonconventional methods including hydel, thermal turbine, thermoelectric generator, thermionic convertor, hydrogen, Magneto hydro dynamic, fuel cell technology, solar energy, rooftop solar, ground mounted solar, wind energy, tidal energy, energy from bio mass or from products/ by products of rening operations like petroleum coke, vacuum residue pitch, LNG and other petroleum products and by-products and deal in all apparatus and things required for or capable of being used in connection with generation, transmission, distribution, energy conservation, development of means, modes and methods for conservation and efcient utilization of energy, measuring the output and improving the efciency thereof, supply or otherwise trade in ,accumulation and employment of electricity, all power that may directly or indirectly be derived there from and for that purpose acquire, establish, contract. lay-down. promote, erect, build, install, commission, carry out and run all necessary power sub-station, workshops, repair shops or any other facility or property required for the purpose of carrying on such business for captive consumption/ commercial use.

“RESOLVED FURTHER THAT pursuant to Section 13, and other applicable provisions, if any, of Companies Act, 2013 and the rules notied thereunder (including any statutory modication(s), amendments or re-enactment(s) thereof for the time being in force) and further subject to any other laws and regulations, as may be applicable and the enabling provisions of Memorandum and Articles of Association of the Company, the approval of members of the Company be and is hereby accorded to alter the Clause III(A) of the Memorandum of Association of the Company by insertion of following new object clause Clause III(A)(6) and III(A)(7) after the existing Main Object Clause III(A)(5) of the Memorandum of Association related to the Main Objects:

6. To carry on in India or elsewhere the business of manufacturing, formulating, processing, producing, packaging, importing, exporting, marketing, trading, wholesaling, retailing and dealing in all kinds of nutraceuticals, dietary supplements, health supplements, functional foods, herbal and ayurvedic preparations, vitamins, minerals, proteins, antioxidants, natural extracts, organic and wellness products, and all related healthcare and nutrition-based goods whether in solid, liquid or any other form, for human or animal consumption, and to provide services related thereto including wellness consultations, lifestyle improvement programs, health awareness, and tness-related services.

7. To carry on the business in India or abroad of real estate development including acquisition, purchase, sale, leasing, renting, development, construction, redevelopment, renovation, management, maintenance, and operation of land, plots, buildings, houses, commercial complexes, residential apartments, industrial parks, townships, shopping malls, hotels, resorts, farmhouses, special economic zones, and other infrastructure projects; and to act as builders, developers, contractors, subcontractors, civil engineers, surveyors, valuers, town planners, infrastructure developers and real estate agents, and to undertake turnkey projects, joint ventures, build-operate-transfer (BOT), build-own-operate (BOO), publicprivate partnership (PPP), and other similar arrangements with government, semi-government or private bodies.

RESOLVED FURTHER THAT the Board of directors of the Company be and is hereby authorized to take all necessary steps, including enter into the agreements, memorandum of understanding, negotiate the terms and conditions and ling of necessary forms and documents with the Registrar of Companies and any other appropriate authority as may be required from time to time, and to do all such acts, deeds, and things as may be deemed necessary or expedient to give effect to the above resolution.”

Place: Indore By order of the Board Syncom Formulations (India) Limited Date: 8th August, 2025 CIN: L24239MH1988PLC047759

CS VAISHALI AGARWAL

Registered Ofce : 7, Niraj Industrial Estate, Off Mahakali Caves Road, Andheri (East) Mumbai (M.H.) 400093

COMPANY SECRETARY & COMPLIANCE OFFICER ACS: 51833

Annual Report 2024-25

11

SYNCOM FORMULATIONS (INDIA) LIMITED

Notes :

  1. The Ministry of Corporate Affairs (“MCA”) has vide its General Circular Nos. 14/2020 dated April 8, 2020 and 17/2020 dated April 13, 2020, and subsequent circulars issued in this regard, the latest being 09/2024 dated September 19, 2024 in relation to “Clarication on holding of Annual General Meeting (“AGM”) through Video Conferencing (VC) or Other Audio Visual Means (OAVM)”, (collectively referred to as “MCA Circulars”) permitted the holding of the AGM through VC/OAVM, without the physical presence of the Members at a common venue. In compliance with the provisions of Companies Act, 2013 (“the Act”), Securities and Exchange Board of India (LODR) Regulations, 2015, (“SEBI Listing Regulations”) and Secretarial Standard-2 on General Meetings (“SS-2”) issued by The Institute of Company Secretaries of India and MCA Circulars, the 37th AGM of the Company is being held through VC/OAVM on Monday, September 29, 2025, at 2:00 P.M. (IST). The Registered ofce of the company shall be deemed to be the venue for the AGM.

  2. Pursuant to the MCA Circulars issued by the MCA, the facility to appoint proxy to attend and cast vote for the members is not available for this AGM. However, the Body Corporates are entitled to appoint authorised representatives to attend the AGM through VC/OAVM and participate thereat and cast their votes through e-voting. Hence, the Proxy Form, Attendance Slip and Route Map of the AGM are not annexed to this Notice.

  3. The Members may join the AGM in the VC/OAVM mode 30 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 rst come rst 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, Risk Management Committee and Stakeholders Relationship Committee, Auditors, Secretarial Auditors, Scrutinizers, etc. who are allowed to attend the AGM without restriction on account of rst come rst served basis.

  4. The attendance of the Members attending the AGM through VC/OAVM will be counted for the purpose of reckoning the quorum under section 103 of the Companies Act, 2013.

  5. 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 (as amended), and various MCA Circulars, the Company is providing facility of remote e-voting to its Members in respect of the 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 the e-voting system on the date of the AGM will be provided by CDSL.

  6. In accordance with the aforesaid MCA Circulars and Master Circular No. SEBI/HO/CFD/PoD2/CIR/P/0155 dated 11th November, 2024 issued by Securities Exchange Board of India, the Notice calling the 37th 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. The Notice along with Annual Report has been uploaded on the website of the Company at www.sl.in. The Notice and Annual Report can also be accessed from the websites of the Stock Exchange BSE Limited at www.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-Voting facility and e-voting system during the AGM) i.e. www.evotingindia.com. However, if any specic request is received from the members for demanding of the physical copy of the Annual Report will be provided by the company.

  7. The recorded transcript of the forthcoming 37th AGM shall also be made available on the website of the Company www.sl.in as soon as possible after the Meeting is over.

  8. This AGM has been convened through VC/OAVM in compliance with applicable provisions of the Companies Act, 2013 read with MCA Circular.

  9. Members joining the meeting through VC, who have not already cast their vote by means of remote e-voting, 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.

  10. The Statement pursuant to Section 102 of the Companies Act, 2013 (‘Act’), setting out material facts concerning the business with respect to Item No. 2 to 8 forms part of this Notice. Additional information pursuant to Regulation 36(3) of the SEBI Listing Regulations and Secretarial Standard-2 on General Meetings (“SS-2”) issued by The Institute of Company Secretaries of India in respect of the Director seeking re-appointment at this AGM is furnished as Annexure to this Notice.

  11. The company has notied closure of Register of Members and Share Transfer Books from 23rd September, 2025, Tuesday to 29th September, 2025, Monday (both days inclusive) for the purpose of 37th Annual General Meeting.

  12. The voting rights of members shall be in proportion to their shares of the paid-up equity share capital of the Company as on the cut-off date 22nd September, 2025, Monday.

  13. CS Anish Gupta, Company Secretary in Whole-time Practice (M. No. FCS 5733 & C.P. No. 4092) Designated Partner of VKMG & Associates LLP (Firm Registration No AAN-5436) have been appointed as the Scrutinizer for providing facility to the members of the Company to scrutinize the voting at the 37th AGM and remote e-voting process in a fair and transparent manner.

  14. Members desirous of obtaining any information concerning Accounts and Operations of the Company are requested to address their questions in writing to the Company at least 7 (Seven) days before the date of the Meeting at its email ID nance@sl.inso that the information required may be

Annual Report 2024-25

12

SYNCOM FORMULATIONS (INDIA) LIMITED

made available at the Meeting.

  1. The Members are requested to:

  2. a. Intimate changes, if any, in their registered addresses immediately

  3. b. Quote their ledger folio number in all their correspondence.

  4. c. Send their Email address to us for prompt communication and update the same with their DP to receive softcopy of the Annual Report of the Company.

  5. 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 of shares 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 [email protected], and [email protected] to receive the soft copy of all communication and notice of the meetings etc., of the Company.

  6. The report on the Corporate Governance and Management Discussion and Analysis also form part to the report of the Board Report.

  7. The Register of Directors and Key Managerial Personnel and their shareholding maintained under Section 170 of the Act, and the Register of Contracts or Arrangements in which the directors are interested, maintained under Section 189 of the Companies Act, 2013 will be available for inspection by the Members electronically during the 37th AGM. Members seeking to inspect such documents can send an email to nance@sl.in .

  8. Pursuant to the Investors Education and Protection Fund Authority (Accounting, Audit, Transfer and Refund) Rules, 2016 (Rules), the Company has, during the nancial year 2024-25 transferred all the equity shares in respect of which (Dividend year 2016-17) dividend has not been claimed/encashed for 7 (Seven) or more consecutive years to the Investor Education and Protection Fund Authority (IEPF) of the Central Government as on the due date of transfer.

  9. Members who have not encashed the dividend for the year 2021-22 are requested to approach to the Company/RTA for obtaining duplicate dividend warrants/Cheque. Please note that the amount remained unpaid or unclaimed for the year 2021-22 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.

  10. SEBI has mandated that after 1stApril, 2019 registration of transfer of the shares will be in Demat form only. Therefore, it is advised to the shareholders, holding their shares in the physical form to get convert into the Demat form.

  11. 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.

  12. 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.,

  13. 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 reected in the Company’s records, which will help the Company and its RTA provide efcient and better service to the Member

  14. For shares held in physical form: to the Company’s RTA in prescribed Form ISR -1 and other forms pursuant to SEBI circular SEBI/HO/MIRSD/MIRSD_RTAMB/P/ 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 websitehttp://www.sl.inunder Standard documents for Investors and is also available on the website of the RTA.

  15. Members may please note that SEBI, vide its Master Circular No. SEBI/HO/MIRSD/MIRSD_RTAMB/P/CIR/2022/8 dated January 25, 2022, by rescinding earlier circulars, has mandated the listed companies to issue securities in dematerialized form only while processing service requests, viz., Issue of duplicate securities certicate; claim from unclaimed suspense account; renewal/ exchange of securities certicate; endorsement; subdivision/splitting of securities certicate; consolidation of securities certicates/folios; transmission and transposition. Accordingly, Members are requested to make service requests by submitting a duly lled and signed Form ISR-4. The said form can be downloaded from the Standard documents for Investors available on the Company’s website https://syncomformulations.com/sl/si-announcements/and is also available on the website of the RTA i.e. https://www.ankitonline.com/documents.aspx. It may be noted that any service request can be processed only after the folio is KYC Compliant.Members holding shares in physical form are required to submit PAN, nomination, contact details, bank account details and specimen signature in specied forms. Members may access http://www.sl.inor https://www.ankitonline.com/documents.aspx for Form ISR-1 to register PAN/email id/bank details/other KYC details, Form ISR-2 to update signature and Form ISR-3 for declaration to opt out. Members may make service requests by submitting a duly lled and signed Form ISR-4 & ISR-5, the format of which is available on the Company’s website and on the website of the Company’s Registrar and Transfer Agent.

  16. SEBI, vide its Master Circular No. SEBI/HO/MIRSD/POD-1/P/CIR/2023/70 dated May17, 2023, by rescinding earlier circulars, has mandatedMembers holding shares in physical form to submit PAN, nomination, contact details, bank account details and specimen signature in specied forms. Members may access https://syncomformulations.com/sl/si-announcements/or https://www.ankitonline.com/documents.aspxfor Form ISR-1 to register PAN/email id/bankdetails/other KYC details, Form ISR-2 to update signature and Form ISR-3 for declaration to opt out.

Annual Report 2024-25

13

SYNCOM FORMULATIONS (INDIA) LIMITED

Members may make service requests by submitting a duly lled and signed Form ISR-4 & ISR-5, the format of which is available on the Company’s website and on the website of the Company’s Registrar and Transfer Agent.

  1. In case a holder of physical securities whose folio do not have PAN, nomination, contact details, bank account details and specimen signature updated shall be eligible to lodge grievance or avail any service request from the RTA only after furnishing PAN, KYC details and Nomination and for any payment including dividend, interest or redemption payment in respect of such folios, only through electronic mode with effect from April 01, 2024.

  2. In compliance with SEBI guidelines, the Company sent communications intimating about the submission of above details to all the Members holding shares in physical form to the RTA/ Company.

  3. As per the provisions of Section 72 of the Act, the facility for making a nomination is available for the Members in respect of the shares held by them. Members who have not yet registered their nominations are requested to register the same by submitting Form No. SH-13. If a Member desires to cancel the earlier nomination and record a fresh nomination, he/she may submit the same in Form No. SH-14. Members who are either not desiring to register for nomination or want to opt-out, are requested to ll out and submit Form No. ISR-3. The said forms can be downloaded from the RTA's website. Members are requested to submit the said form to their DP in case the shares are held in electronic form and to the RTA in case the share is held in physical form, quoting their folio no.

  4. Dispute Resolution Mechanism at Stock Exchanges-SEBI, vide its Circular No. SEBI/HO/MIRSD/ MIRSD_RTAMB/P/CIR/2022/76 dated May 30, 2022, provided an option for arbitration as a Dispute Resolution Mechanism for investors. As per this circular, investors can opt for arbitration with Stock Exchanges in case of any dispute against the Company or its Registrar and Transfer Agent on delay or default in processing any investor services related request.

  5. In compliance with SEBI guidelines, the Company hadsent communication intimating about the said Dispute Resolution Mechanism to all the Members holding shares in physical form.

  6. SEBI vide Circular Nos. SEBI/HO/OIAE/OIAE_IAD-1/P/CIR/2023/131 dated July 31, 2023, and SEBI/HO/OIAE/OIAE_IAD-1/P/CIR/2023/135 dated August 4, 2023, read with Master Circular No. SEBI/HO/ OIAE/OIAE_IAD-1/P/CIR/2023/145 dated July 31, 2023 (updated as on August 4, 2023), has established a common Online Dispute Resolution Portal (“ODR Portal”) for resolution of disputes arising in the Indian Securities Market. Pursuant to above-mentioned circulars, post exhausting the option to resolve their grievances with the RTA/ Company directly and through existing SCORES platform, the investors can initiate dispute resolution through the ODR Portal (https://smartodr.in/login) and the same can also be accessed through the Company’s website https://syncomformulations.com/sl/si-announcements/

  7. As per SEBI Circular dated 20th April, 2018 such shareholders holding shares of the company in the physical form are required to provide details of the Income Tax Permanent Account No. and Bank Account Details to the RTA having email Id [email protected] and [email protected]

  8. Due dates for transfer of unclaimed/unpaid dividends and the amount remained unclaimed which may be transferred if continuing remainun paid and/or the balance amount if not claimed by the shareholders for transfer thereafter the same to IEPF are as under as at 31st March, 2025 and due date for transfer thereafter to IEPF are as under:

Financial Year Date of Declaration Rate of Dividend
in₹ 1/-per Share
Due date for transfer
to IEPF
Amount remains unpaid/
unclaimed as at 31.03.2025 (₹)
2021-22 19/09/202 0.03 24/10/2029 5,34,677.99
  • No dividend was declared in the nancial year 2017-18 to 2020-21.

  • THE INTRUCTIONS OF SHAREHOLDERS FOR E-VOTING AND JOINING VIRTUAL MEETINGS ARE AS UNDER : Members are requested to carefully read the below mentioned instructions for remote e-voting before casting their vote.

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

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

  • I. The voting period begins on 26 th September,2025, Friday (9:00 A.M.) and ends on 28th September, 2024, Sunday (5:00 P.M.). During this period shareholders’ of the Company, holding shares either in physical form or in dematerialized form, as on the cut-off date (record date) of 22nd September, 2025, Monday may cast their vote electronically. The e-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. Master Circular No. SEBI/HO/CFD/POD2/CIR/P/0155 dated 11th November 2024, under Regulation 44 of Securities and Exchange Board of India (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.

Annual Report 2024-25

14

SYNCOM FORMULATIONS (INDIA) LIMITED

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 shareholder.

In order to increase the efciency of the 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 e-voting process.

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

  • IV. In terms of Master Circular No. SEBI/HO/CFD/PoD2/CIR/P/0155 dated 11th November, 2024, 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.

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

Type of Shareholders

Individual Shareholders holding securities in Demat mode with CDSL Depository

Login Method

  1. Users who have opted for CDSL Easi / Easiest facility, can login through their existing user id and password. Option will be made available to reach e-Voting page without any further authentication. The URL for users to login to Easi / Easiest are https://web.cdslindia.com/myeasi/home/login or visit www.cdslindia.comand click on Login icon and select New System Myeasi.

  2. After successful login the Easi / Easiest user will be able to see the e-Voting option for eligible companies where the evoting is in progress as per the information provided by company. On clicking the evoting option, the user will be able to see e-Voting page of the 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 Providersi.e. CDSL/NSDL/KARVY/LINKINTIME, so that the user can visit the e- Voting service providers’ website directly.

  3. If the user is not registered for Easi/Easiest, option to register is availableat https://web.cdslindia.com/myeasi/Registration/EasiRegistration

  4. Alternatively, the user can directly access e-Voting page by providing Demat Account Number and PAN No. from a e - Vo t i n g l i n k a v a i l a b l e o n o n w w w. c d s l i n d i a . c o m h o m e p a g e o r c l i c k o n https://evoting.cdslindia.com/Evoting/EvotingLogin. The system will authenticate the user by sending OTP on registered Mobile & Email as recorded in the Demat Account. After successful authentication, user will be able to see the e-Voting option where the e-voting is in progress and also able to directly access the system of all e-Voting Service Providers.

Individual Shareholders holding securities in demat mode with NSDL Depository

  • 1) If you are already registered for NSDL IDeAS facility, please visit the website of NSDL. Open web browser by typing the following URL: https://eservices.nsdl.com either on a Personal Computer or on a mobile. Once the home page of e-Services is launched, click on the “Benecial 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 successful authentication, you will be able to see e-Voting services. Click on “Access to e-Voting” under e- Voting services and you will be able to see e-Voting page. Click on company name or e-Voting service provider name and you will be re-directed to e-Voting service provider website for casting your vote during the remote e-Voting period or joining virtual meeting & voting during the meeting.

  • 2) If the user is not registered for IDeAS e-Services, option to register is available at https://eservices.nsdl.com. S e l e c t “ R e g i s t e r O n l i n e f o r I D e A S “ P o r t a l o r c l i c k a t https://eservices.nsdl.com/SecureWeb/IdeasDirectReg.jsp

  • 3) Visit the e-Voting website of NSDL. Open web browser by typing the following URL: https://www.evoting.nsdl.com/ either on a Personal Computer or on a mobile. 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 (i.e. your sixteen digit demat account number hold with NSDL), Password/OTP and a Verication Code as shown on the screen. After successful authentication, you will be redirected to NSDL Depository site wherein you can see e-Voting page. Click on company name or e-Voting service provider name and you will be redirected to e-Voting service provider website for casting your vote during the remote e-Voting period or joining virtual meeting & voting during the meeting

Annual Report 2024-25

15

SYNCOM FORMULATIONS (INDIA) LIMITED

Type of Shareholders Login Method
4) For OTP based login you can click on https://eservices.nsdl.com/SecureWeb/evoting/evotinglogin.jsp . You
will have to enter your 8-digit DP ID,8-digit Client Id, PAN No., Verication code and generate OTP. Enter the
OTP received on registered email id/mobile number and click on login. After successful authentication, you
will be redirected to NSDL Depository site wherein you can see e-Voting page. Click on company name or e-
Voting service provider name and you will be re-directed to e-Voting service 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)
You can also login using the login credentials of your demat account through your Depository Participant registered
with NSDL/CDSL for e-Voting facility. After Successful login, you will be able to see e-Voting option. Once you click
on e-Voting option, you will be redirected to NSDL/CDSL Depository site after successful authentication, wherein
you can see e-Voting feature. Click on company name or e-Voting service provider name and you will be redirected
to e-Voting service provider website for casting your vote during the remote e-Voting period or joining virtual meeting
& voting during the meeting.

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

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

Login Type Help 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
[email protected] contact at toll free no. 1800 21 09911
Individual Shareholders holding
securities in Demat mode with NSDL
Members facing any technical issue in login can contact NSDL helpdesk by sending a request at
[email protected] or call at toll free no.: 022 - 4886 7000 and 022 - 2499 7000

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

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

  • form.

  • 1) The shareholders should log on to the e-voting website www.evotingindia.com.

  • 2) Click on “Shareholders” module.

  • 3) Now enter your User ID

  • a. For CDSL: 16 digits beneciary 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.

  • 4) Next enter the Image Verication as displayed and Click on Login.

  • 5) 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 you are a rst-time user follow the steps given below:

for Physical share holders and other then individual share holder holding share
PAN Enter your 10 digit alpha-numeric *PAN issued by Income Tax Department (Applicable for both demat shareholders as
well as physical shareholders)
• Shareholders who have not updated their PAN with the Company/Depository Participant are requested to use the
sequence number sent by Company/RTA or contact Company/RTA.
Dividend Bank Details OR
Date of Birth (DOB)
• If both the details are not recorded with the depository or company, please enter the member id / folio number in the
Dividend Bank details eld.
Enter the Dividend Bank Details or Date of Birth (in dd/mm/yyyy format) as recorded in your demat account or in the
company records in order to login.

Annual Report 2024-25

16

SYNCOM FORMULATIONS (INDIA) LIMITED

  • 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 eld. 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 for e-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 condential.

  • 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 on which you choose to vote.

  • x. On the voting page, you will see “RESOLUTION DESCRIPTION” and against the same the option “YES/NO” 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” if you wish to view the entire Resolution details.

  • xii. After selecting the resolution, you have decided to vote on, click on “SUBMIT”. A conrmation box will be displayed. If you wish to conrm 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 of the 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 verication 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 if any uploaded, which will be made available to scrutinizer for verication.

  • 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 www.evotingindia.com and register themselves in the “Corporates” module.

  • b. A scanned copy of the Registration Form bearing the stamp and sign of the entity should be emailed to [email protected].

  • 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 of accounts linked in the login will be mapped automatically & can be delink in case of any wrong mapping.

  • e. It is Mandatory that, a scanned copy of the Board Resolution and Power of Attorney (POA) which they have issued in favour of the 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;nance@sl.in, if they 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/EGM THROUGH VC/OAVM & E-VOTING DURING MEETING ARE AS UNDER:

  1. The procedure for attending meeting & e-Voting on the day of the 37thAGM is same as the instructions mentioned above for e-voting.

  2. The link for VC/OAVM to attend meeting will be available where the EVSN of Company will be displayed after successful login as per the instructions mentioned above for e-voting.

  3. 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.

  4. Shareholders are encouraged to join the Meeting through Laptops / IPads for better experience.

  5. Further shareholders will be required to allow Camera and use Internet with a good speed to avoid any disturbance during the meeting.

  6. 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.

  7. 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 atleast7(Seven) days prior to meeting mentioning their name, demat account number/folio number, email id, mobile number at nance@sl.in.The shareholders who do not wish to speak during the AGM but have queries may send their queries in advance 7 (Seven) days prior to meeting mentioning their name, demat account number/folio number, email id, mobile number at nance@sl.in. These queries will be replied to by the company suitably by email.

  8. Those shareholders who have registered themselves as a speaker will only be allowed to express their views/ask questions during the meeting.

  9. 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 AGM.

  10. If any Votes are cast by the shareholders through the e-voting available during the AGM and if the same shareholders have not participated in the

Annual Report 2024-25

17

SYNCOM FORMULATIONS (INDIA) LIMITED

meeting through VC/OAVM 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.

  1. For Physical shareholders- please provide necessary details like Folio No., Name of shareholder, scanned copy of the share certicate (front and back), PAN (self attested scanned copy of PAN card), AADHAR (self attested scanned copy of Aadhar Card) by email to nance@sl.in [email protected] and [email protected].

  2. For Demat shareholders -, Please update your email id & mobile no. with your respective Depository Participant (DP)

  3. 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 [email protected] contact at toll free no. 1800 21 09911

  4. All grievances connected with the facility for voting by electronic means may be addressed to Mr. Rakesh Dalvi, Sr. Manager, (CDSL) Central Depository Services (India) Limited, A Wing, 25th Floor, Marathon Futurex, Mafatlal Mill Compounds, N M Joshi Marg, Lower Parel (East), Mumbai - 400013 or send an email [email protected] call toll free no. 1800 21 09911.

  5. Members can also update your mobile number and e-mail id in the user prole details of the folio which may be used for sending future communication(s).

  6. Any person, who acquires shares of the Company and become member of the Company after mailing of the notice and holding shares as on the cutoff date i.e. 22nd September, 2025 (Monday), may obtain the login ID and password by sending a request at [email protected]

  7. A person, whose name is recorded in the register of members or in the register of benecial owners maintained by the depositories as on the cut-off date i.e. 22nd September, 2025 (Monday), only shall be entitled to avail the facility of remote e-voting as well as e- voting at the AGM.

  8. 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.

  9. The Results of the voting on the resolutions along with the report of the Scrutinizer shall be declared and placed on the website of the Company – https://www.sl.in and on the website of CDSL immediately after the declaration of result 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 of India Limited.

  10. For any other queries relating to the shares of the Company, you may contact the Share Transfer Agents at the following address :

    • M/s. Ankit Consultancy Pvt. Ltd.

    • 60, Electronic Complex, Pardeshipura, Indore (M.P.) 452010

    • Tel: 0731-4281333,4065797/99, E-mail: [email protected]

BRIEF PROFILE OF THE DIRECTOR SEEKING APPOINTMENT IN THE ENUSING ANNUAL GENERAL MEETING

Name of Director Shri Ankit Kedarmal Bankda
DIN 02359461
Designation Executive Chairman & Whole-time Director
Date of Birth 18/11/1986
Date of Appointment 09/08/2025
Expertise/ Experience in specic functional areas 12 years of experience in Pharma eld in various capacities.
Qualication MBA (NMIMS)
No. & % of Equity Shares held 4,68,86,420 shares consisting of 4.99%
List of outside Company’s directorship held Strand Developers Private Limited, Director
Chairman / Member of the Committees of the Board of
directors of the Company
Member of Risk Management Committee
Chairman / Member of the Committees of the Board
directors of other Companies in which he is director
-
Interse relations with other directors and KMP He is son of Shri Kedarmal Shankarlal Bankda, Whole-time Director of the Company.

Annual Report 2024-25

18

SYNCOM FORMULATIONS (INDIA) LIMITED

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

Item No. 2 :

Members are hereby informed that upon the recommendation of the Audit Committee, Board of Directors of your Company has appointed of M/s M. Goyal & Co., Cost Accountant (Firm Registration No. 000051) as the Cost Auditor of the Company for conducting Cost Audit for the year 2025-26 at a remuneration of 50,000/- plus applicable GST. The Cost Auditor has given his consent and eligibility for appointment as Cost Auditor, will be available for inspection of the Members electronically during the 37thAGM. Members seeking to inspect such documents can send an email to nance@sl.induring business hours up to the date of the Meeting.

In accordance with the provision of section 148 of the Companies Act, 2013 read with Companies (Audit and Auditors) Rules, 2014 the remuneration payable to the Cost Auditor is required to be ratied by the Members of the company, accordingly, consent of the members is sought for the resolution set out in Item No. 2 of the Notice by way of an Ordinary Resolution.

None of the directors or Key Managerial Personnel (KMP) or their relatives are concerned or interested nancially or otherwise in the proposed Resolution. The Board recommends passing necessary resolution as set out in the Item No. 2 of the notice as an Ordinary Resolution.

Item No.3:

Pursuant to provisions of section 204 of the Companies Act, 2013, and relevant rules thereunder and Regulation 24A of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 (the “Listing Regulations”), every listed company is required to annex with its Board’s Report, a secretarial audit report, issued by a Practicing Company Secretary.

Pursuant to the Listing Regulations, shareholders’ approval is required for the appointment of Secretarial Auditors. Further, such Secretarial Auditor must be a peer reviewed Company Secretary from Institute of Company Secretaries of India (ICSI) and should not have incurred any of the disqualications as specied by SEBI.

In compliance with the aforesaid provision, the Board of directors, on the recommendations the Audit Committee, at their meeting held on 8th August, 2025, has approved the appointment of M/s D. K. Jain & Co., Practicing Company Secretaries (FRN: S2003MP064600; FCS 3565; C.P. No.2382; Peer Review No.6672/ 2025) as Secretarial Auditor of the Company to hold ofce from Financial Year 2025-26 till 2029-30.

Pursuant to Regulation 24A of SEBI (LODR) Regulations, 2015, the approval of the shareholder is sought for appointment of M/s.D.K.Jain & Co. as Secretarial Auditor of the Company to hold ofce from Financial Year 2025-26 till 2029-30.

M/s. D.K.Jain & Co., has given its consent to act as the Secretarial Auditors, conrmed that they hold a valid peer review certicate issued by ICSI and that they are not disqualied from being appointed as Secretarial Auditors. The documents related to appointment of M/s. D.K.Jain & Co., are available for inspection at both the Registered Ofce and the Corporate ofce of the Company.

None of the directors, Key Managerial Personnel of the Company or their relatives are concerned or interested, nancially or otherwise in the Resolution No. 3 set out in this Notice.

The disclosure under Regulation 36(5) of the Securities and Exchange Board of India (LODR) Regulations, 2015 is given hereunder:

Terms of Appointment For a term of 5 (Five) consecutive years from Financial Year 2025-26 till 2029-30
Proposed Audit fees payable to the Secretarial Auditors Remuneration for the FY 2025-26 is Rs.64,000/- plus GST with an Annual
Increment of 5% for subsequent Financial Years.
Material changes in the fee payable to such auditor from that paid
to the outgoing auditor along with the rationale for such change
NA
Basis of recommendation and Auditor credentials 3. CS (Dr.) Dilip Kumar Jain proprietor of D. K. Jain & Co., Company Secretaries
is the renowned Author of more than 75 Books on Company Law, IBC, LLPs,
Cost Audit, and merger and amalgamations, etc.
4. The Secretarial Auditor holds a valid certicate of Peer Review as prescribed
by the ICSI vide certicate number 6672/2025.
2. The rm is well exposed to the secretarial practices, followed by listed
companies and Corporate Restructuring, IBC, Valuation and other matters.
The proposal for proposed appointment of M/s. D. K. Jain & Co., was considered
and approved by Audit Committee on the basis that: -
1. The rm is in Secretarial Practice for more than 28 years.

The Board recommends the Resolution set forth at Item No.3 for approval of the members as an Special Resolution.

Item No. 4 and 5:

The Board of Directors, based on the recommendation of the Nomination and Remuneration Committee, had appointed Shri Ankit Kedarmal Bankda

Annual Report 2024-25

19

SYNCOM FORMULATIONS (INDIA) LIMITED

(DIN: 02359461) as an Additional Director of the Company in the category of Executive Promoter Director with effect from 9thAugust, 2025, pursuant to Section 161 of the Companies Act, 2013 and the Articles of Association of the Company. Accordingly, he holds ofce as Additional Director up to the date of the ensuing 37th Annual General Meeting and is eligible for appointment as a Director liable to retire by rotation.

Further, the Board, based on the recommendation of the Nomination and Remuneration Committee, has also approved the appointment of Shri Ankit Kedarmal Bankda as Executive Chairman and Whole-time Director of the Company for a term of Three (3) years commencing from 9th August, 2025 to 8th August, 2028, along with remuneration and perquisites as set out in Item No. 4 of this Notice. The remuneration has been determined in accordance with Sections 196, 197, 203 and Schedule V of the Companies Act, 2013, the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, and Regulation 17(6)(e) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, as amended.

In accordance with the provisions of Regulation 17(6)(e) of SEBI (LODR) Regulations, 2015, the fees or compensation payable to executive directors who are promoters or members of the promoter group, shall be subject to the approval of the shareholders by special resolution in general meeting, if –

  • (i) the annual remuneration payable to such executive anywhere director exceeds Rs.5 crore or 2.5% of the net prots of the company, whichever is higher; or

  • (ii) where there is more than one such director, the aggregate annual remuneration to such directors exceeds 5% of the net prots of the company: Provided that the approval of the shareholders under this provision shall be valid only till the expiry of the term of such director. The net prots shall be calculated as per section 198 of the Companies Act, 2013.

The terms of remuneration include salary, perquisites, benets, commission on prots, and other entitlements as detailed in the resolution, subject to the overall limits prescribed under the Companies Act, 2013 and SEBI (LODR) Regulations, 2015. In the event of absence or inadequacy of prots in any nancial year during the tenure, the said remuneration shall be payable as minimum remuneration in compliance with Schedule V of the Companies Act, 2013.

The appointment of Shri Ankit Kedarmal Bankda as Executive Chairman and Whole-time Director, and the remuneration proposed, are considered to be in the best interests of the Company, taking into account his experience, leadership skills, and proven track record in steering the Company’s business growth.

Shri Ankit Kedarmal Bankda is a Post-Graduate in Commerce and a member of the Promoter Group of the Company. He possesses over 12 years of comprehensive experience across various domains including manufacturing, nance and administrative functions. He is actively involved in overseeing the nancial operations at the Corporate Ofce of the Company as CFO at Indore and Plant at Pithampur. In view of his experience and deep understanding of the Company’s operations the appointment of Shri Ankit Kedarmal Bankda would be in the best interest of the Company.

Pursuant to Section 196, Section 197, Schedule V, and other applicable provisions of the Companies Act, 2013, read with Regulation 17(6)(e) of SEBI (LODR) Regulations, 2015, approval of the members by way of an Ordinary Resolution is sought for Item No. 4 and by way of a Special Resolutionis sought for Item No. 5.

Except for Shri Ankit Kedarmal Bankda and Shri Kedarmal Shankarlal Bankda and their relatives, none of the Directors, Key Managerial Personnel of the Company, or their relatives are concerned or interested, nancially or otherwise, in the resolutions mentioned at Item Nos. 4 and 5. The Board of Directors recommends the resolutions set out at Item Nos. 4 and 5 of this Notice for the approval of the members. Shri Ankit Kedarmal Bankda, is also holding 4,68,86,420 (Four Crores Sixty Eight Lakh Eighty Six Thousand Four Hundred Twenty) equity shares of 1/- each consisting 4.99% of the total paid up capital of the Company.

The information as required to be disclosed as per Item No. 5 under the Schedule V of the Companies Act, 20l3 are as under:

I. General Information: I. General Information: I. General Information: I. General Information: I. General Information:
1. Nature of Industry Pharmaceuticals Industry
2. Date or expected date of commencement of
commercial production
Already existing in business.
3. In case of new companies, expected date of
commencement of activities as per project approved
by nancial institutions appearing in the prospectus
N.A.
4. Financial performance based on given indicators The company has achieved total revenue of48004.05 Lakhs and Prot Before Tax
6465.82 Lakhs for the Financial Year Ended on 31/03/2025.
5. Foreign investments or collaborations, if any. There is no substantial foreign investment or Foreign Collaboration in the Company.
However, NRI is holding 1.79% of total paid-up share Capital of the company as on 30th
June, 2025.

Annual Report 2024-25

20

SYNCOM FORMULATIONS (INDIA) LIMITED

II. Information about the appointee

Sr.
No.
Particulars Shri Ankit Kedarmal Bankda (Executive Chairman and Whole-time Director) Shri Ankit Kedarmal Bankda (Executive Chairman and Whole-time Director) Shri Ankit Kedarmal Bankda (Executive Chairman and Whole-time Director)
1. Background Details He has been instrumental in overseeing critical functions at both the Corporate Ofce in Indore and the
manufacturing facilities at Pithampur. With his comprehensive knowledge of business operations and keen
managerial acumen, he has consistently contributed towards strengthening processes, improving
efciency, and supporting the long-term growth vision of the Company.
ShriAnkitKedarmalBankda, a member of the Promoter Group of the Company, an MBA from NMIMS. He
brings with him over 12 years of extensive experience spanning manufacturing, nance, administration,
and corporate strategy.
2. Past Remuneration 28.12 Lakhs p.a. (as CFO of the Company)
3. Recognition or awards NIL
4. Job prole and his/her suitability He is responsible for overseeing the manufacturing and administrative functions of the Company, both at
the Corporate Ofce in Indore and at the manufacturing facility in Pithampur. His extensive experience
across these domains makes him well-suited to ensure operational efciency, streamlined processes, and
effective management of resources.
5. Remuneration Proposed Up to:1,20,00,000/- p.a. with 10% annual increment as specied in the resolution.
6. Comparative remuneration
prole with respect to industry,
size of the company, prole of the
position and person (in case of
expatriates the relevant details
would be with respect to the
country of his origin)
The remuneration proposed to be paid to Shri Ankit Kedarmal Bankda is in line with the prevailing
remuneration levels in the industry for similar positions, considering the size of the Company, its complexity
of operations, and the responsibilities entrusted to the Executive Chairman and Whole time Director
Given his qualications, professional expertise, and substantial experience in the eld of nance,
accounts, taxation, and corporate compliance, the remuneration is considered commensurate with
industry standards and is comparable to the remuneration drawn by peers holding similar positions in
companies of equivalent size and business prole in India.
Pecuniary relationship directly or
indirectly with the company, or
relationship with the managerial
personnel, if any.
He is son of Shri Kedarmal Shankarlal Bankda, Whole-time Director of the Company.
He is also having interest to the extent of remuneration which he may draw from the Company being the
Executive Chairman and Whole-time Director of the Company
He along with his relatives holding 21,43,55,900 shares consisting of 22.80% of the equity share capital of
the Company.
III. Other Information:
1. Reasons of loss or inadequate prots There is no loss or inadequacy of the prot at present.
2. Steps taken or proposed to be taken for Improvement N.A.
3. Expected increase in productivity and prots in measurable
terms
The company is expected to increase in productivity and prot as per
prevailing market and industry which cannot be ascertain.

Item No. 6:

Mr. Rahul Vijay Bankda, Chief Financial Ofcer of the company was appointed by the Board w.e.f. 9th August, 2025 upon the recommendation of the Nomination and Remuneration Committee (NRC) and Audit Committee. Since aforesaid executive are relative of Mr. Vijay Bankda, Managing Director, therefore his appointment falls under section 188(1)(f) of the Companies Act, 2013 read with Rule 3(b) of the Companies (Meetings of Board & its Powers) Rules 2014; therefore approval of the members of the Company by way of ordinary resolution is required for payment of monthly remuneration exceeding Rs. 2.50 Lakhs to the relative of Directors in the ofce of place of prot.

The NRC and the Board has reviewed the performance of the aforesaid executives and considering the nature of complexity of the position handled by them, the NRC and the Board considers that the Company needs to approve the remuneration which is upto Rs 50.00 Lakhs p.a. with an Annual increment of 10% w.e.f. 1st October, 2025.

Shri Rahul Vijay Bankda being the KMP is nancial interested to the extent of the remuneration as may be drawn by him and Shri Vijay Bankda, Managing Director, being the relatives of the aforesaid appointee is considered as interested otherwise in the resolution to the extent of the remuneration paid to them. Except that none of the other directors or KMP or their relatives are concerned or interested in the Resolution.

Pursuant to provisions of section 188 of the Companies Act, 2013 and Regulation 23 of SEBI (LODR) Regulations, 2015 no related party whether party to the said resolution or not will cast his/her votes in this resolution.

Annual Report 2024-25

21

SYNCOM FORMULATIONS (INDIA) LIMITED

Shri Rahul Vijay Bankda is also holding 1,69,500 equity shares of 1/- each consisting 0.02% of the total paid up capital of the Company. The Board of directors recommends the resolution set out at Item No. 6 for approval of the members as an Ordinary Resolution.

Item No. 7:

The Board of Directors of the Company, at its meeting held on 8thAugust, 2025, considered a communication received from Madhya Pradesh Power Transmission Company Limited (MPPTCL), Jabalpur, regarding certain new requirements to be incorporated in the Articles of Association (AOA) of all Captive User Companies operating in the State of Madhya Pradesh.

As per the instructions of MPPTCL, Captive User Companies are required to incorporate specic denitions relating to Power Purchase Agreement (PPA) and Projects in the Interpretation Clause of their AOA, in order to ensure compliance with the regulatory framework applicable to captive power consumption and its associated benets.

In compliance with the above requirement, the Board has proposed to insert new sub-clauses 2(j) and 2(k) in the Interpretation Clause of the Articles of Association to dene the terms “Power Purchase Agreement” and “Projects”, respectively.

The proposed alteration is purely administrative and regulatory in nature and is intended to align the Company’s governing documents with the statutory directions issued by MPPTCL.

Your Board of Directors has also approved the matter related to insertion of new clause 15(3) and 15(4) related to authoring the Board for issuance of Sweat Equity Shares and ESOPs to the employees of the company respectively.

Your Board of Directors has also substituted the existing Article 118 of the Articles of Association of the company with new Article 118 which elaborates process to waive-off the rights to receive dividends which may be declared by the company in future in order to provide more transparency to the shareholders of the company.

The proposed change requires the approval of the shareholders by way of a Special Resolution under Section 14 of the Companies Act, 2013. The draft of the proposed amended copy of the Article of Association, shall be available for inspection by the Members at the Registered Ofce of the Company on all working days from 10.00 A.M. to 5.00 P.M., except Sunday and on holidays, up to the date of Annual General Meeting.

The Board recommends the Special Resolution as set out in Item No. 7 of the Notice for approval of the members of the Company. None of the Directors / KMPs or their relatives shall be deemed to be interested or concerned nancially or otherwise in the aforesaid resolution.

Item No. 8:

The Board of directors of the Company, at their meeting held on 8th August, 2025, considered and approved the proposal to alter Clause III(A) of the Memorandum of Association of the Company, related to Main Objects, by Substituting existing Clause III(A)(2), as set out in the Notice.

The proposed substitution aims to enable the Company to undertake activities related to the generation and utilization of solar energy, primarily for captive consumption or otherwise. This initiative aligns with the Company’s sustainability objectives and long-term strategy to reduce dependence on conventional energy sources, lower operational costs, and promote the use of renewable energy and save the charges for electricity and power.

The amendment would empower the Company to install and operate the existing solar energy systems, full eligibility criteria to avail benets under various government schemes (such as captive solar power generation), enter into necessary agreements, and comply with applicable laws and approvals related to solar energy power operations.

This substitution will not change the existing main business activities of the Company but will supplement them with an environmentally responsible and economically benecial initiative and support to the main business activities of the Company.

Your Board of Directors at their meeting held on 8th August, 2025 has inserted the new Main Object Clause III(A)(6) after the existing main object Clause III(A)(5) which enables the company to manufacture and/or trading of nutraceuticals, dietary supplements, health supplements, functional foods, herbal and ayurvedic preparations, vitamins, minerals, proteins, antioxidants, natural extracts, organic and wellness products, and all related healthcare and nutrition-based goods which will enhance the overall range of the company and it will increase the overall turnover and protability of the company.

Further, the Board of Directors also seeks approval of members for insertion of new Main Object Clause III(A)(7) related to Real Estate Business as the company is already having one segment related to Renting of Property and looking to the boom in the overall real estate market, it will be benecial for the company to take active participation in the Real Estate Business which will diversify the business activities of the company in multi-folds in order to increase the overall wealth maximisation of the stakeholders.

The proposed change requires the approval of the shareholders by way of a Special Resolution under Section 13 of the Companies Act, 2013. The draft of the proposed amended copy of the Memorandum of Association, shall be available for inspection by the Members at the Registered Ofce of the Company on all working days from 10.00 A.M. to 5.00 P.M., except Sunday and on holidays, up to the date of 37thAnnual General Meeting. None of the Directors / KMPs or their relatives shall be deemed to be interested or concerned nancially or otherwise in the aforesaid resolution except as a shareholder of the company.

The Board recommends the Special Resolution as set out in Item No. 8 of the Notice for approval of the members of the Company.

Place: Indore By order of the Board Date: 8th August, 2025 Syncom Formulations (India) Limited CIN : L24239MH1988PLC047759 CS VAISHALI AGRAWAL Registered Ofce: COMPANY SECRETARY & COMPLIANCE OFFICER 7, Niraj Industrial Estate, Off Mahakali Caves Road, ACS: 51833 Andheri (East), Mumbai (M.H.) 400093

Annual Report 2024-25

22