Triochem Products Ltd. — Proxy Solicitation & Information Statement 2025

Nov 4, 2025

Redstered Office: 4th Floor, SambavA Chambers, Sir. P. M. Road, Fort, Munbal, Maharashtra, PIN: 400001. Telephone: +91 Q2) 2266 3150 Fax: +91 ¢2) 2282 8181 EEmall: Ema,il: investor @ trio chemDroducts. com Website : www.triochemDroducts.com Corporate Ideutity Number: L24249MH 1972PLC015 544

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Ref No: TPL PP 20251032 2025; 4th November 2025

To TThcorporateRelatioushipDepartment, BSE Limited lst Floor, P. ]. Towers, Dalal Street, Fort, Mumbai: 400001. Security Code No.512101 -ISIN No. INE 331 E 01013

Dear SirAIadam,

Sub: Disclosure under Regulation 30 of SEBI qjsting Obligations and Disclosure Requirements) Regulation. 2015 -Postal Ballot Notice

Pursuant to the provision of Regulation 30 of the SEBI Qisting Obligations and Disclosure Requirements) Regulations, 2015 (SEBI LODR Regulation) , please find enclosed herewith a copy of the Postal Ballot Notice dated 24th October 2025, along with the Explanatory Statement (Notice), which is being dispatched today i.e. 4th November 2025 for seeking consent of the Members of the Company to the following special business matters as considered in the resofution set out in the Notice:

Sl. No.	Description of special business matters	Type of resolution
1	To consider and approve sale of immoveable property of the	Special
	company situated in Maliarashtra to the Related Party.

Pursuant to Section 110 and other applicable provisions, if any of the Companies Act, 2013 ("the Act") read with rule 22 of the Companies quanagement and Administration) Rules, 2014 ("the Rules") , as amended from time to time, and pursuant to applicable provisions of the Securities and Exchange Board of India qisting Obligations and Disclosure Requirements) Regulations, 2015 and asamendedfromtimetotimeanystatutorymodificationorre-enactmentthereofforthetimebeing in force, ("SEBI Listing Regulations"), Secretarial Standards issued by the Institute of Company SecretariesoflndiaandthecircularsissuedbytheMinistryofCoaporateAffatrs("MCA"),totransact the Special Business as set out in this notice as both the Special Resolution through Postal Ballot by the members of TRIOCHEM PRODUCTS LIMITED ("The Company") will be transacted through Postal Ballot and Remote E-voting.

Members holding shares in physical mode and who have not updated their e-mat addresses with the CompanyDP are requested to update the same as per the instructions given in the Notes to the Notice'

Regstered Office: 4th Floor, Sambava Chambers, Sir. P. M. Road, Fort, Mumbai, Maharashtra, PIN: 400001. Telephone: +91 Q2) 2266 3150 Fax: +91 qu) 2282 8181 Err,all: E-mail: investor@ triochemoro ducts. com Website : www.triochemoroducts. com CcorporateldentityNumber:L24249RE11972PLC015544

The fonowing details pertain to the remote e-Voting facility provided by the Company:

	Remote E-Voting Details
1	Cut-Off date [for determining the members	Saturday 25th October 2025
	entitled to vote on the resolution set forth in
	the Notice
2	Date and time of commencement of remote e-	Thursday, 13th November 2025
	voting	(09:00 A.M. IST)
3	Date and time of conclusion of remote e-	Friday, 12th December 2025
	voting	(05:00 P.M. IST)
4	Date of declaration of voting results along	Saturday, 15th December 2025
	with the Scrutinizer's report
5	Mannerofvoting	Voting through electronic means
		(remote e-voting) and Postal Ballot Form
6	Detailed instructions for Remote e-voting by	Please refer to pages 5 to 12 of the Notice
	members
7	Agency appointed for providing remote e-	Central Depository Services ¢ndia)
	voting facility to the Members	Limited (`CDSL')

The copy of the said Notice is being made available on the website of the Company, viz., www.triochemoroducts.com and on the wibsites of BSE Limited at www.bseindia.com and the Central Depository Services qndia) Limited (`CDSL) at www,cdslindia.corn. It is also being made available on the website of CDSL at httDs:/frneb.cdslindia.com/mveasithomeAogin

You are requested to take the same on records

Thandngyou. your faithfully, For TRIOCHEM PRODUCTS LIMrmD

Ureca Deolekar Digitally signed by Ureca Deolekar Date: 2025.11.04 12:19:51 +05'30'

Ureca Deolekar Company Secretary & Compliance Officer MembershipA45831 Encl. : As above.

GIN: L24249M111972PI,C015544 I ISIN: INE331E01013 I BSE: 512101 Resttered Office: 4th Floor, Sambava Chambers, Sir. P. M. Road, Fort, Munbai, Maharashtra, PIN: 400001. Telephone: +91 (22) 2266 5150 E±HELEHE Fax: + 91 (22) 2282 8181, E-mall: investor@triochemproducts.com vebsite: www.triochemproducts.com

NoncE OF pOsThL BAnoT / E-VOTING

ro TIIE MmmERs OF TRIocHEM pRODucTs I"rlED

DulMember(s),

NO'IICE is herelry given pursuant to Section 110 and other applical]le provisions, if any Of the Companies Act, 2013 rthe Act| read with rule 22 of the Companies quanagemeut and Administration) Rules, 2014 rthe Rules|, as amended from time to time, and pursuant to apphical]le provisions of the Securities and Exchange Board of India Ojsting Obrigations and Disclosure Requirements) Regulations, 2015 and as amended from time to time any statutory modification of re-enactment thereof for the time being in force, rsEBI I.isting Regulations), Secretarial Standards issued by the Institute of Company Secretaries of India and the circulars issued by the Ministry of Corporate Afflirs rMCA'), to transact the Special Business as set out in this notice as both the Special Resolution through Postal Ballot by the members of TRIOCHEM PRODUCTS IIMITED (`The Company") will be transacted through Postal Ballot and Remote E-voting.

According to Section 180(1) (a) of the Companies Act, 2013, sale, lease or otherwise disposal of the whole of an undertaking of the Company or where the Company owns more than one undertaking, of the whole or substantially the whole of any such undertaking, requires the approval of the shareholders by way of a special fesohrdon.

The proposed resolutions and explanatory statements pertaining to the said resolution, pursuant to section 102 and 110 of the Companies Act, 2013 setting out the material facts concerning each item's and the reason thereof is appended herewith for your consideration.

In compliance with Regulation 44 Of the Listing Regulations and pursuant to the provisions of Sections 108 and 110 of the Companies Act, 2015 read with the rules framed thereunder and the MCA Circulars, the Company has extended only the remote e-voting facility for its shareholders, to enable them to cast their votes electronically instead of submitting the Postal Ballot Fom. The instmctious for remote e-voting are appended to the Notice. The shareholders can vote on the resolutions through remote e~voting facility.

The Company has engaged the services of Central Depository Services ¢ndia) Limited (CDslj) to provide the e-voting facility. Accordingly, members shall have to cast their vote electronically through the CDSL evoting plafrorm. Instructions on E-voting are enumerated as part of the Notice.

E-voting facility is available at the link httus:/tweb.cdshadia.com/mveasithomeAoaln or ww.cdslindia.com from Thusday, 15th November 2025, 9.00 a.in OST) onwards to Friday, 12th December 2025, 5.00 p.in. QST). Shareholders are requested to read carefully the e-voting instructions given in the Notes foming part of the Postal Ballot Notice, before logging into the e-voting link.

The Board of Directors of the Company, at its meeting held on Friday, 24th October 2025 has appointed Ms. Ragini ChokshL Company Secretary quembership No. 2390, C.P. Number: 1436) Of M/§. Raginini Chokshi & Co., Practicing Company Secretaries a.R. Certificate No. 4166 / 2023) has been appointed as

GIN: L24249RE11972PLC015544 I ISIN: INE331E01015 I BSE: 512101 Registered Office: 4th Floor, Sambava Chambers, Sir. P. M. Road, Fort, Munbat, Maharashtra, PIN: 400001. Telephone: +91 (22) 2266 3150

Fax: + 91 (22) 2282 8181, Email: investor@triochemDroducts.com Wt:bsite: www.triochemproducts.com

the Scmtinizer to scrutinize the Postal Ballot process in a fall and transparent manner. The Scrutinizer; after completion of scrutiny, will submit his report to the Chairperson of the Company. Thereafter the results of the Postal Ballot would be announced by the Chairperson of the Company on Saturday, 15th December 2025 at the Coinpany's registered office. In addition to the results being communicated to BSE I,i]nited @SE) the results along with Scrutinjzer's report will also be placed on Company's website viz. www.triochemDroducts.com and shall also be avalable at the Company's registered office.

The resolutions, if passed dy the requisite majority, shall be deemed to have been passed on the last date specified by the Company for e-voting i.e. 12th December 2025.

The resolutions for the purpose as stated herein below are proposed to be passed by Postal Ballot and though Renote E-voting

SPECIAL REsOLUTION :

ITEM No. 1: To coNslDER AND AppROVI3 SAm oF IMMovEABm pRopERTy oF ThlE coMRANy slTUAIED IN MAHARASHmA TO nlE RELRED RARrv:

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

"RESOIRED TIIAT pursuant to the provisions of Sections 180(1)(a), 188 and 110 of the Companies Act, 2013, read with the applicable rules thereunder, including the Companies quanagement and Administration) Rules, 2014, and the relevant clauses of the Memorandum and Articles of Association of the Company, and subject to other applicable provisions, if any, of the Companies Act, 2013 (including any statutory modification(s) or re-enactment(s) thereof for the time being in force), and pursuant to Regulations 23 and 37A of the Securities and Exchange Board of India qisting Obligations and Disclosure Requirements) Regulations, 2015 (with all latest updates), and subject to such approvals, consents, permissious and sanctions as may be necessary from appropriate statutory and regulatory authorities, the consent of the Members of the Company be and is hereby accorded to the Board of Directors of the Company ¢ereinalter referred to as the "Board", which ten shall include any committee thereof which the Board may have constituted or may hereafter constitute to exercise its powers, including the powers conferred by this resolution), to sell, transfer or otherwise dispose of the immovable properties of the Company, more particulady described below, to M/s. G Amphray Laboratories [Partnership Fim] and to Mr. Rajesh Ranu Deora, Director of the Company for an aggregate consideration of Rs.11,81,05,471/- Qupees Eleven Crore Eighty-One Latin Five Thousand Four Hundred and Seventy-One Only), as determined in accordance with the Valuation Report dated June 24, 2025 @earing reference number PRKA"P¢025-26/139) issued by Mr. Pravin Kulhami, a Government Registered Valuer, and ]tily 19, 2025 @earing reference number MAASAIVurl#025#069, with an effective date of May 19, 2025) issued by Mr. Mangesh Shinde, a Registered Valuer -Plant and Machinery 1881 Registration No. : IBBIAlv/07/2019/11026 a Regstered Valuer and Chartered Engineer:

GIN: 124249mllg72pLcol5544 I IsIN: INE331Eol013 I BSE: 5121ol Re9stered Office: 4th Floor, Sambava Chambers, Sir. P. M. Road, Fort, Mumbai, Maharashtra, PIN: 400001. Telephone: +91 (22) 2266 3150

Fax: + 91 (22) 2282 8181, E-mail: investor@triochemoroducts.com WEbsite: www.triochemproducts.com

Sl.No.	PropertyDescription	Location	Fairvuluequ.)	Bnyer
1	Residential Flat No. 07,	Near Shiv Kripa Hospital, off Shiv	17'00,000/-	M/s. G
	First Floor, A-wing,	Mandir Road, Shiv Ganga Nagar,		Amphray
	Madhuvan Co-Operative	Ambemath Cast),		Laboratories
	Housing Society Limited	Dist. Thane -421 501, Maharashtra.
2	Residential Flat No. 03,	Near Shiv Kripa Hospital, off Shiv	17,00,000/-	M/s. G
	Ground Floor, A-wing,	Mandir Road, Shiv Ganga Nagar,		Amphray
	Madhuvan Co-Operative	Ambemath Gust),		Laboratories
	Housing Society Limited	Dist. Thane -421 501, Maharasbtra.
3	Residential Flat No. 11,	Near Shiv Kripa Hospital, off Shiv	17,00,000/-	M/s. G
	Second Floor, A-wing,	Mandir Road, Shiv Ganga Nagap		Amphray
	Madhuvan Co-Operative	Ambemath a3ast),		Laboratories
	Housing Society I,imited	Dist. Thane -421 501, Maharashtra.
4	Residential Flat No. 102,	Near Shivganga Park, off Shiv Mandif Road, Shiv Ganga Nagar,	15,00,000/-	M/s. G Amphray
	First Floor,			Laboratories
	Amar Apartment	Ambemath a3ast),
	Owners Association	Disc. Thane -421501, Maharashtra.
5	Residential Flat No. 202, Second Floor,	Near Shivganga Park, off Shiv Mandir Road, Shiv Ganga Nagar,	15,00,000/-	M/s. G Amphray
		Ambemath Cast),		Laboratories
	Amar Apartment Owners Asso ciation	Dist. Thane -421501, Maharashtra.
6	Residential Flat No. 02,	Near Shivganga Park, off Shiv Mandir	15,50,000/-	M/s. G
	Ground Floor, Aakash	Road, Shiv Ganga Nagar,		Amphray
	Apartment, Akash	Ambemath ¢ast),		Laboratories
	Ganga Co-operativeHousingSocietyLtd.	Dist. Thane -421 501, Maliarashtra.
7	Residential Flat No. 8	Near Shivganga Park, off Shiv Mandir	15,50,000/.	M/s. G
	(202), Second Floor,	Road, Shiv Ganga Nagar,		Amphray
	AahashApartment,	Ambemath Cast),		Laboratories
	Akash Ganga Co-operativeHousingSocietyI`td.	Dist. Thane -421 501, Maliarashtra.
8	Residential Flat No. 08,	Plot No. R-2, Ambemath Industrial Area, near Sai Baba Mandir,	22,00,000/-	M/s. G Amphray
	First Floor, Type C,	8 Cabin Road, Vinage Morivahi,		I,ahoratories
	Gajraj Co-operative	Ambemath ¢ast),
	Housing Society Ltd.
		Dist. Thane -421 501, Mchara§htra.

GIN: L24249hml972pLC015544 I ISIN: INE331E01013 I BSE: 5121ol Regrtered Office: 4th Floor, Sambava Chambers, Sir. P. M. Road, Fort, Munbai, Maharashtra, PIN: 400001. Telephone: +91 (22) 2266 3150

Fax: + 91 (22) 2282 8181, Emall: investor@triochemDroducts.com Wiebsite: www.triochemprodrcts.com

9	Residential Flat No.	Near Phoenix Palladium Mall,	3,75,00,000/-	Mr. Rajesh
	1605, Sixteenth Floor,	Tulsi Pipe Road, I.ower Panel,		Ranu Deora
	A-Wing, Phoenix TowersCo-operativeHousingSocietyLtd.	Mumbai - 400 013, Maharashtra.
10	Industrial Plot along	I'lot No. 10/2, MIDC Industrial Area,	6,10,00,000/-	M/s. G
	with Factory Buildings	Opp. Swastik oil Mill, Morivali,		Amphray
	& Other Structures	Village Morivali, Ambernath (West),		Laboratories
		Dist. Thane -421 501, Maharashtra.
11	Plant and Machinery	Plot No. 10/2, MIDC Industrial Area,	62,05,471/-	M/s. G
		Opp. Swastik oil Mm, Morivali,		Amphray
		Vmage Morivali, Ambemath (West),		Laboratories
		Dist. Thane -421 501, Maharashtra.

RESOI,VI3D FUR'IIIER TIIAT Mr. Ramu Sitaram Deora, Director or Mr. Rajesh Ramu Deora, Director of the Company be and is hereby authorised and empowered to finalise and execute necessary documents including but not limited to definitive Agreements, deeds Of assignment/conveyance and other ancillary documents, with effect from such date and in such manner as is decided by the Board to do all such other acts, deeds, matters and things as they may deem necessary and/or expedient to give effect to the above Resolution including without limitation, to settle any questions, difficulties or doubts that may arise in regardtosaleandtransferoftheAssetsAondertakingastheymayintheirabsolutediscretiondeemfit.

RESOI,VED FURTHER THAT the Board be and is hereby authorized to delegate an or any of the powers herein conferred, to any Committee of Directors or any one or more Directors of the Company with power to delegate to any Officers of the Company, with authorities as required, affixing the Common Seal of the Company on agreements/documents, arranging delivery and execution of contracts, deeds, agreements and instruments. "

ByOrderoftheBoardofDirectors For Thochem Products linited

Sd/. Ureca Deolckar Company Secretary & Compliance Officer Membership No. A45831

Place: Munbal Date: 24th October 2025

GIN: 124249RE1972PLC015544 I ISIN: INE331E01013 I BSE: 512101 Resttered Office: 4th Floor, Sambava Chambers, Sir. P. M. Road, Fort, Munbai, Mcharashtra, PIN: 400001. Telephone: +91 (22) 2266 3150

Fax: + 91 (22) 2282 8181, Email: investor@triochemoroducts.com WEbsite: www.triochemproducts.com

Notes:

• 1) The Explanatory Statement pursuant to Sections 102 and 110 of the Companies Act, 2013 stating all material facts and the reason for the proposals is annexed herewith.
• 2) The Board of Directors of the Company (`the Board), at its meeting held on Friday, 24th October 2025 has appointed Ms. Ragini ChokshL Company Secretary quembership No. 2390, CJ'. Nulmber: 1436) of Mis. Ragini Chokshi & Co., Company Secretaries a.R. Certificate No. 4166#025) has been appointed as the Scmtinjzer to scrutinize the Postal Ballot process in a fair and transparent manner.
• 3) The Postal Banot Notice is being sent to Members in electronic form to the email addresses resttered with their Depository Participants (in case of electronic shareholdinDthe Comparlys ReSstrar and Share Transfer Agents (in case of physical sharcholdinS and whose name appears on the Register of MembersAlst of Beneficial Owners on 25th October 2025. The Postal Ballot Notice will also be avahable on the Company's website at www.triochemoroducts.com
• 4) The voting period begins on Thursday, 13th November 2025, 9.00 a.in. ¢ST), onwards to Friday, 12th December 2025, 5.00 p.in. qsT). During this period, shareholders of the Company, holding shares either in physical fom or in dematerialised form as on the Cut-Off date of 25th October 2025, may cast their vote electronically. Once vote on a resolution is cast ty the member, hetshe shall not be allowed to change it subsequently or cast the vote again.
• 5) Tlie Members whose emall ids are not registered with the Company or Depository Participant(s) as on the Cutoff date are requested to register their emall Ids by sending e-mall to Registrar and share transfer Ageut QTA) of the Company, i.e. mt.helDdesk@in.mDmsmrfe.com Mts. MUFG Intime India Private Limited., Address: C-101, 1st Flcor, 247 Pack, L. 8. S. Marg Vilinroli Owest), Mumbai 400085, Maharashtra or to the Company at info@amohrav.com with the name of registered shareholder(s), foho number(s)rep Id/Client Id and Number of equity shares held from the email address they wish to register to enal)le them to exercise their vote on special businesses as set out in the Postal Ballot notice through remote e-voting facility provided by CDSL
• 6) Voting rights in e-voting cannot be exercised by a proxy. However, corporate and institutional members shall be entitled to vote through their authofised representatives with proof of their authorisation.
• 7) The results of the Postal Ballot will be declared on Saturday, 13th December 2025. The results of the Postal Ballot will be hosted on the website of the Company viz. www.triochemoroducts.com and will also be communicated to the BSE where the equity shares of the Company are histed. The resuts of the Postal Ballot will be declared ty the Chairperson, or Company Secretary, or any other person so authorized by the Chairperson, and it will display at Company's Registered Office. The resolutions will be taken as passed if the results indicate that the requisite majority of the shareholders assented to the Resolutions.
• ey The resolufrous, if passed by the requisite majority, shall be deemed to have been passed on the last date specified by the Company for eroting i.e. 12th December 2025.

TRIoCHEM pnoDuCTS LIMITED

GIN: L24249MH1972PLC015544 I ISIN: INE331E01013 I BSE: 512101 Registered Office: 4th Floor, Sambava Chambers, Sir. P. M. Road, Fort, Mumbai, Maharashtra, PIN: 400001. Telephone: +91 (22) 2266 3150

• Fax: + 91 (22) 2282 8181, E-mail: investor@triochemDroducts.com Wiebsite: www.triochemproducts.com
• 9) The voting rights of members shall be in proportion to their shares of the paidup equity share capital of the Company as on the cutoff date of 25th October 2025.
• 10) Shareholders who have registered their e-mail IDs with their Depository Particrtyantsrfumpany are being sent Notice of Postal ballot by e-mall and Shareholders who have not registered their e-mail id will, request to please register their mall ids with the Company.
• 11) The Scrutinizer's decision on the validity or otherwise of the Postal Ballot will be final.
• 12) Documents referred to in this notice and explanatory statement are open for inspection by the shareholders at the Registered Office of the Company on all wDcking days (except Saturday & Sunday) from 11:00 am to 4:00 pin tin from the date of dispatch of the Postal Ballot Notice up to the completion of Postal Ballot i.e., 12th December 2025.
• 15) In compliance with provisions of Section 108 of the Companies Act, 2013, read with Rule 20 Of the Companies quanagement & Administration) Rules, 2014, the Company is pleased to provide its members with the facility to exercise their right to vote by electronic means as an alternate mechanism. For this purpose, the Company has entered into an agreement with Central Depository Services qudia) Iinited (CDSL) for facilitating e-voting in order to enable the members to cast their votes electronically instead of dispatching postal ballot form.

14) TEE INTRuonoNs FOR sllAREIIOIDREs FOR REMO'IE E-VOTING ARE As UNDER:

• a) The remote e-voting period begins on 13th November 2025 at 09.00 a.in. and ends on 12th December 2025 at 05.00 p.in. during this period shareholders of the Company, holding shares either in physical form or in dematerialized form, as on the outroff date 25th October 2025 may cast their vote electronically.
• b) Pursunt to SEBI Circular No. SEBIAIO/CFD/CMD/CIRT#020#42 dated 09.12.2020, under Regulation 44 of Securities and Exchange Board of India ¢lsting Obligations and Disclosure Requirements) Regulations, 2015, listed entities are required to provide remote e-voting facilrty to its shareholders, in respect of all sharcholders' resolutions. Currenfty, there are multiple e-voting service providers asps) providing e-voting facilrty to listed entities in India. Tis necessitates registration on various ESPs and maintenance of multiple user IDs and passwords by the shareholders.

In order to increase the efficiency of the voting process, pursuant to a public consultation, it has been decided to enable e-voting to all the demat account holders, ty way of a single login credential, though their demat accountsAvebsites of Dep ositorie§/ Depository Participants. Demat account holders would be al]le 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 ,

c). In terms of SEBI circular no. SEBIAlo/CFD/CMD/CIR/P#020#42 dated Deceinber 9, 2020, on e-Voting facility provided by Listed Companies, Individual shareholders holding securities in demat mode are allowed to vote through their demat account maintained with Depositories and

GIN: L24249rmll972pLC015544 I ISIN: INE331E01015 I BSE: 512101 Regrtered Office: 4th Floor, Salnbava Chambers, Sir. P. M. Road, Fort, Munbai, Mcharashtra, PIN: 400001. Telephone: +91 (22) 2266 3150

Fax: + 91 (22) 2282 8181, Email: investor@triochemi)roducts.com WEbsite: www.triochemproducts.com

Depository Participants. Shareholders are advised to update their mobile number and email ld in their demat accounts in order to access e-Voting facility.

Pursuant to al)ove said SEBI Circular, Login method for e-Voting for Individual shareholders holding securities in Demat mode is given below:

Type ofshareholders	Login Method
Individual	1) Users of who have opted for CDSL's EasiAlasiest facility can login
Shareholders	through their existing user id and password. Option will be made
Holding	awilable to reach e-Voting page without any further authentication.
securities in	The URLs for users to login to EasITasiest are:
Demat modewithCDSL	httos:/tweb.cdslindia.com/mveasithomeAodin or www.cdslindia.com
	and click on Login icon and select New System Myeasi.
	2) After successful login the EasiAlasiest user will be able to see the e
	Voting Menu. On clicking the e-voting menu, the user will be al)le to
	see histher holdings along with links of the respective e-Voting service
	provider i.e. CDSLINSDLflIARVYAINK INTIME as per information
	provided by Issuer/ Company. Additionally, we are providing links to
	e-Voting Service Providers, so that the user can visit the e-Voting
	service providers ' site directly.
	5) If the user is not registered for EasREasiest, option to register is
	available httDs:/tweb.cdslindia.com/mveasi.Alealstration/EasiRedstration	at
	4) Altematively, the user can directly access e-Voting page by providing
	Demat Account Number and PAN No. from a link	in
	www.cdslindia.com home page. The system will authenticate the user
	by sending OTP on regstered Mobile & Email as recorded in the
	Demat Account. After successful authentication, users will be
	provided links for the respective ESP where the e-Voting is in progress
	during or before the EGM.
Individual	1) If you are already registered for NSDL IDeAS facility, please visit the e
Shareholders	Services website of NSDL. Open web browser by typing the fouowing
holding	URL: httl)s://eservices.usdl.com either on a Personal Computer or on a
securities	mobile. Once the home page of e-Services is launched, click on the "Beneficial Owner" icon under "Login" which is available under
in demat mode with NSDL	`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

GIN: L24249rmll972pLCol5544 I ISIN: INE331E01013 I BSE: 512101 Registered Office: 4th Floor, Sambava Chambers, Sir. P. M. Road, Fort, Mumbai, Maharashtra, PIN: 400001. Telephone: +91 (22) 2266 3150

Fax: +91 (22) 2282 8181, E-mall: investor@triochemoroducts.com Wt3bsite: www.triochemproducts.com

	directed to e-Voting service provider website for casting your vote
	during the remote e-Voting period.
	2) If the user is not registered for IDeAS e-Services, aption to register is
	available at httus://eservices.nsdl.com. Select "Register Online for
	IDeAS xportal or click at
	httos://eservices.nsdl.com/SecureweMdeasDirectReg.isD
	3) Visit the e-Voting website Of NSDL. Open web browser by typing the
	foHowing URL: httos:/tw.evoting.usdl.com/ either on a Personal
	Computer or on a mof)ire. Once the home page of e-Voting system is
	launched, click on the icon "togin" which is available under
	`Shareholder/Member' section. A new screen will open. You will have
	to enter your User ID ¢e. your sixteenrdigit demat account number
	hold with NSDL), Passwordro'IT and a Verification Code as shorn on
	the screen. After successful authentication, you will be redirected to
	NSDL Depository sire 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.
Individual	You can also login using the login credentials of your demat account
Shareholders	through your Depository Participant registered with NSDI/CDSI, for e
¢olding	Voting facility. After successful login, you will be able to see e-Voting
seourities in	option. Once you click on e-Voting option, you will be redirected to
demat mode)	NSDI/CDSL Depository site after successful authentication, wherein you
ogin throuch	can see e-Voting feature. Click on company name or e-Voting service
their Depository	provider name and you will be redirected to e-Voting service provider's
Participants	website for casting your vote during the remote e-Voting period.

ImDortant note: Members who are unable to retrieve User IDAIassword are advised to use Forget User ID and Forget Password oDtion available at abovementioned website.

Helodesk for Individual Shareholders holding securities in demat mode for any technical issues related to login throuch DeDositorv i.e. CDSL and NSDL

Login type	Helpdesk detads
Individual Shareholders	Members facing any technical issue in login can contact CDSL
holding securities in Demat	helpdesk by sending a request at
mode with CDSL	helDdesk. evoting@ cdslindia. com of
	contact at 022- 23058738 and 22-23058542-43.
Individual Shareholders	Members facing any technical issue in login can contact NSDL
holding securities in Demat	helpdesk by sending a request at evoting@nsdl.co.in or
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CIN: L24249rmllg72pl,C015544 I IsIN: INE331Eol013 I BSE: 512101 Registered Office: 4th Floor, Sambava Chambers, Sir. P. M. Road, Fort, Mumbai, Maliarashtra, PIN: 400001. Telephone: +91 (22) 2266 3150

Fax: +91 (22) 2282 8181, E-mail: investor@triochemDroducts.com Vfebsite: www.triochemproduct§.com

• dy Login method for e-Voting for shareholders other than individual shareholders & physical shareholders.
• 1) The shareholders should lng on to the e-voting website www.evotingindia.com
• 2) Click on "Shareholders" module.
• 3) Nowenteryouruser 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 thecompany. OR

Altematively, if you are registered for CDSL's EAsluslEST e-services, you can log-in at httDs:/tw.cdshadia.com from Login - Myeasi using your login credentials. Once you successfully log-in to CDSL's EAS|AIASIEST e-services, click on e-Voting option and proceed directly to cast your vote electronically.

• 4) Next enter the Image Verification as diaplayed 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 chsting password is to be used.
• 6) If you are a firsttime user fouow the steps given below:

	For Shareholders holding shares in Demat Form and Physical Form
I)AN	Enter your 10-digit alpha-numeric *RAN 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#TA or contact CompanyATA.
Dividend	Enter the Dividend Bank Details or Date of Birth (in dd/inmAryyy format)
Bank Details	as recorded in your demat account or in the company records in order to
OR	login. * If both the details are not recorded with the depository or
Date of Birth	company, please enter the member id / folio number in the Dividend
@08)	Bank details field as mentioned in iustmction (v).

• 7) After entering these details appropriately, click on "SUBMIT" tab.
• 8) 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 for e.voting through CDSL platform. It is strongly recommended not to share

GIN: 124249mll972PLCol5544 I ISIN: INE531E01013 I BSE: 512101 Registered Office: 4th Floor, Sambava Chambers, Sir. P. M. Road, Fort, Munbai, Maliarashtra, PIN: 400001. Telephone: +91 (22) 2266 5150

Fax: + 91 (22) 2282 8181, E-mail: investor@triochemi)roducts.com VIbsite: www.triocliemproducts.con

your password with any other person and take utmost care to keep your password confidential.

• 9) For shareholders holding shares in physical form, the details can be used only for e-voting on the resolutions contained in this Notice.
• 10) Chick on the EVSN for TRIOCHEM PRODUCTS IIMITED on which you choose to vote.
• 11) On the voting page, you will see "RESOLUTION DESCRIPTION" and against the same the option "YESINO" for voting. Select the aption 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.
• 12) Click on the "RESOLUTIONS FRE LINK" if you wish to view the entire Resolution details.
• 13) After selecting the resolution, you have decided to vote on, click on "SUBITr". A confirmation box will be displayed. If you wish to confim your vote, click on roK", else to change your vote, click on "CANCEL" and accordingly modify your vote.
• 14) Once you "CONFIRM" your vote on the resolution, you will not be allowed to modify your vote.
• 15) You can also take a print of the votes cast by clicking on "Click here to print" aption on the Voting page.
• 1® If a demat account holder has forgotten the logrn password, then Enter the User ID and the image verification code and click on Forgot Password & enter the details as prompted by the System.
• 17) Shareholders can also cast their vote using CDSL's mobile app in-Voting. The in-Voting app can be dewnloaded from Google Play Store. Apple and Windows phone users can download the app from the App Store and the Windows Phone Store respectively.
• e) Facfty for Non -Individual shareholders and custodians -Remote voting
• 1) Non-Individual shareholders a.e. other than Individuals, IIUF, NRI etc.) and Custodians are required to log on to www.evotingindia.com and register themselves in the "Coaporates" module.
• 2) A scanned copy of the Registration Form bearing the stamp and sign of the emity should be emaifed to helndesk. evoting@ cdsindia. com.
• 3) 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 for which they wish to vote On.
• 4) The list of accounts linked in the logiv should be maifed to he|pdesk.evoting@cdslindia.com and on approval of the accouuts they would be al]le to cast their vote.

CIN: L24249rmllg72pl,C015544 I ISIN: IRE331Eolol5 I BSE: 512101 Regstered Office: 4th Floor, Sambava Chambers, Sir. P. M. Road, Fort, Munhai, Mcharashtra, PIN: 400001. Telephone: +91 (22) 2266 3150

Fax: + 91 (22) 2282 8181, E-mail: investor@triochemproducts.com Website: www.triochemproducts.com

• 5) A scanned copy of the Board Resolution and Power of Attorney POA) which they have issued in ffrour of the Custodian, if any, should be uploaded in PDF format in the system for the scrutinizer to verify the sane.
• 6) Alternatively, Non Individual shareholders are required to send the relevant Board Resolution/Authority letter etc. together with attested specimen signamre of the duly authorized signatory who are authorized to vote, to the Scrutinizer and to the Company at the emall address investor@triochemproducts.com, if they have voted from individual tab & not uploaded same in the CDSL e-voting system for the scrutinizer to verify the same.
• 15) pROcEss FOR "osE sHAREIIolDERs wHosE EMAII, AI]DREssESAIOBm NO. ARE Nor REGlsTERED wrlTI ThH cOMPANyroEposrroREs FOR oB'IAINING LOGIN cREDENHArs FOR E-VOTING FOR THE RESOLUTIONS PROPOSED IN THIS NO'ITCE:
• a) For Physical shareholders please provide necessary details like Folio No., Name of shareholder, scarmed copy of the share certificate (front and back), PAN (self-attested scanned copy of I'AN card), AADHAR (self.attested scanned copy of Aadhar Card) by emall to ConpanyRTA emall Id.
• b) For Demat shareholders please provide Demat account details (CDSL-16 digit beneficiary ID or NSDL-16 digiv DPID+CLID), Name, client master or copy of Consolidated Account statement, PAN (Self-attested scanned copy of PAN card), AADHAR (self-attested scarmed copy of Aadhar Card) to CompanyRIA emall Id.
• c) For Individual Demat shareholders Please update your emall id & mobile no. with your respective Depository Participant @P) which is mandatory while e-Voting.
• 16) For assistance/queries for Eroting etc;
• a) If you have any queries or issues regarding attending EAGM & e-Voting from the CDSL e-Voting System, you can write an email to helDdesk.evoting@cdsindia.com or contact at 022- 23058738 and 022-23058542/43.
• b) All grievances connected with the facility for voting by electronic means may be address to Mr. Rakesh Dalvi, Manager, (CDSL), Central repository Services Ondia) Limited, A Wing, 25th Floor, Marathon Futurex, Mafatlal Mill Compounds, N M ]oshi Mafg, Lover Panel qast), Mumbai - 400015 or send an emall to helndesk.ecotin£@cdsindia.com or call on 022-2358542/43.

ByorderOftheBoardOfDirectors For 'hiochem Products himited

Sd/- Ureca Deolekar Company Secretary & Compliance Officer Membershtry No. A45831

pha Murfu Ike: 24th October 2025

GIN: L24249rmll972pLCol5544 I ISIN: INE331E01013 I BSE: 512101 Regivtered Office: 4th Floor, Sambava Chambers, Sir. P. M. Road, Fort, Munbai, Maharashtra, PIN: 400001. Telephone: +91 (22) 2266 3150

Fax: + 91 (22) 2282 8181, Emafl: irrvestor@triochemoroducts.com Website: www.triochemproducts.com

INSTRuonoNs FOR pOsIAI, BAlroT

Voting nghts: Members whose names appear in the Register of MembersAlst of Beneficial Ouners as received from the Depositories as on 25th October 2025 (Cutoff date) shall be entitled to vote on this resolution.

E-Voting: The Company is providing e-voting facility to all Members. The e-voting period will commence on 13th November 2025 at 9:00 A.M. and will end on 12th December 2025 at 5:00 P.M.

Physical Postal Ballot: Members who wish to vote through physical postal ballot form may download the same from the Company's website www.triochemproducts.com or may request the same by writing to investor@triochemoroducts.com

Submission Of Postal Ballot Forms: The duly conipleted Postal Ballot Forms should be sent to Scrutinizer so as to reach the Scrutinjzer not later than 12th December 2025 at 5:00 P.M.

Address for sending Postal Ballot Forms: Ms. Ragini Chokshi, RAGINI CHOKSH & CO., Company Secretaries

34, Kanier Building, 5th Floor; 38 Cawasji Patel Street, Fort Mumbai - 400 001

Results: The results of the Postal Ballot will be armounced on or before 13th December 2025 and will be coinmunicated to the Stock Exchanges and Depositories and will also be displayed on the Company's white.

Helpdesk: For any queries relating to the Postal Ballot, Members may contact (a) Company: Thochem Products Limited at investor@triochemDroducts.com or +91 (22) 2266 3150 a) Scrutifljzer: Ms. RaSni Chokshi at ragini.c@rediffmail.com or +91 (22) 22831120

ByOrderOftheBoardOfDirectors For Triochem Products linited

Sd/- Ureca Deolckar Company Secretary & Compliance Officer MembershipA45831

Place: Munbai Date: 24th October 2025

clN: L24249mli972pLcoi5544 I IslN: INE33iEoi013 I BSE: 5121oi Registered Office: 4th Floor, Samban Chambers, Sir. P. M. Road, Fort, Munbai, Maharashtra, PIN: 400001. Telephone: +91 (22) 2266 5150 Fax: + 91 (22) 2282 8181, E-mail: investor@triochemDroducts.com Wthsite: www.triochemproducts.com

Explanatory Statement pursuant to Section 102 Of the Companies Act, 2013

Badnground and Rationale

The Company owns various Immovable Properties and Plant & Machinery which are norrcore assets and are currenfty not being utihized in the Compady's operations. The Board of Directors, in their meeting held on 24th October 2025, considered and approved the proposal to sell/dispose these assets to monetize the non-core assets of the Company.

Details of the Thansaction

The Company proposes to sell the abovementioned immovable properties and plant & machinery for an aggregae consideration of Rs.11,81,05,471/-Qupees Eleven Crores Eighty-One Lalths Five Thousand Four Hundred SeventyLone only) .

RelatedPartyDisclosue:

This transaction constitutes a Material Related Party Thansaction under the provisions of Section 188 of the Companies Act, 2013 and Regulation 25 of the SEBI Listing Regulations as:

• 1) Mts. G Amphray Lchoratories qurmerstry Fin) PAN: AI3CFG7108E and GST: 27ABCFG7108EIZN is purchasing properties' and plant & machinery worth Rs.8,06,05,471/- @upees Eight Crores Six Lalchs Five Thousand Four Hundred SeventyLone only). The Directors and promoters of the Company are partners in this firm
• 2) rm Rajesh Ramu Deora Qndividual) PAN: ADXPD0928Q is purchasing Residential Flat No. 1605 for Rs. 5,75,00,000/-. Qupees Thee Crores Seventy-Five lalchs only). Mr. Rajesh Ramu Deora is a Director of the Company.

Interested Directors«ey Managerial Personnel

The following Directors of the Company are interested in the proposed transaction

• 1) Mr. Ramu Sitaram Deora @irector and Partner in M/i. G Amphray Laboratories)
• 2) Mrs. Grace Ramu Deora @irector and Partner in Mts. G Aniphay Laboratories)
• 3) Mr. Rajesh Ramu Deora @irector and Partner in M/S. G Amphay Laboratories)

None of the other Directors or Key Managerial Personnel except above are interested in the proposed resolution.

Utilization of Proceeds

The proceeds from the sale will be utilized for new business ventures and strategic initiatives that may be undertaken by the Company from time to time.

Impact on Operations

The sale of these assets will have no adverse impact on the Compady's operations as these are noncore assets which are currently not being utilized.

TRIocHEM pnoDucTs LIMITED

CIN: L24249rmlg72pLcol5544 I ISIN: INE331E01013 I BSE: 512101 Resttered Office: 4th Floor, Sanibava Chambers, Sir. P. M. Road, Fort, Mumbai, Mcharashtra, PIN: 400001. Telephone: +91 (22) 2266 3150

Comphe

The transaction complies with the provisions of the Companies Act, 2013, SEBI Listing Regulations and other applicable laws. No regulatory approvals are required for the proposed transaction.

Fax: + 91 (22) 2282 8181, E-mail: investo ochemDroducts.com website: www.triochemproducts.com

Recommendation

The Board recommends the Special Resolution for approval by the Members.

In accordance with the Industry Standards on `£14iferfuzzor d2ft2ndom fo de prorrilrfed fo ndc 4z7c# Col:Iimittee and Shareholders Ioi I apprcNIal of Related I'arty Tralisactjons", alh [alevw" drsck]sNIes arid supporting information have been compiled and are provided as Annexune A & 8, which includes the complete details of the transaction along with a Capy of the Valuation Report in Annexure C for the Audit Committee's consideration and approval.

A-A

1) Basic details of the related party

Sr. No.	Particulars of the information	Information
	Name of the related party	M/s. G Amphray Laboratories.
		Mr. Rajesh Ramu Deora.
	Country of incorporation of the related party	India
	Nature of business of the related party	To sell, transfer or otherwise dispose of the
		immovable properties of the Company

2) Relationship and ownership of the related party

Sr. No.	Particulars of the information	Information
	Relationship between the listed entity and M/s. G Amphray Laboratories is a
	the related party - including nature of its Partnership Firm in which the Key
	concern (financial or otherwise).	Managerial Person is a Partner.
		Mr. Rajesh Ramu Deora is a Director &
		Promoter of the Company.

3) Details of previous transactions with the related party

Sr. No.	Particulars of the information	Information
	amount of all the transactions Total	There was no transaction entered by the
	undertaken by the listed entity or subsidiary	Company or its subsidiary with M/s. G
	with the related party during the last	Amphray Laboratories & Mr. Rajesh Ramu
	financial year.	Deora.
$\mathcal{P}$	all the Total transactions amount of	There were no transactions undertaken by
	undertaken by the listed entity or subsidiary	the listed entity or subsidiary with M/s. G
	with the related party in the current financial	Amphray Laboratories & Mr. Rajesh Ramu
	up to the quarter immediately vear	Deora in the current financial year up to
	preceding the Quarter in which the approval	September 30, 2025.
	is sought.

GIN: 124249MH1972PI,C015544 I ISIN: INE331E01013 I BSE: 512101 Resttered Office: 4th Floor, Sambava Chambers, Sir. P. M. Road, Fort,

Mumbai, Maharashtra, PIN: 400001. Telephone: +91 (22) 2266 5150 Fax: + 91 (22) 2282 8181, Email: investor@triochemoroducts.com vebsite: www.triochemproducts.com

3	Any default, if any, made by a related party	NotApplicable
	concerning any obligation undertaken by it
	under a transaction or arrangement entered
	into with the listed entity or its subsidiary
	during the last financial year.

4) Amount of the proposed transaction

Sr. No.	Particulars of the information	Infomation
1	Amount of the proposed transactions	Rs.11,81,05,471/-	Qupees Eleven Crore
	being placed for approval in the meeting		Eighty-One Lalth Five Thousand Four Hundred
	of the Audit Committee	and Seventy-One Only)
2	Wbether the proposed transactions taken	Yes
	together with the transactions
	undertaken with the related party during
	the current financial year would render
	the proposed transaction a material RPT?
3	Value of the proposed transactions as a		There was no business transaction during the
	percentage of the listed entity's amual		Financial Year. Hence, there is no turnover.
	consolidated turnover for the
	immediately preceding financial year
4	Value of the proposed transactions as a	NotApplicable
	percentage of subsidiary's annual
	standalone turnover for the immediately
	preceding financial year (in case of a
	transaction involving the subsidiary and where the listed entity is not a party to
	the transaction)
5	Value of the proposed transactions as a		There was no business transaction during the
	percentage of the related party's annual		Financial Year. Hence, there is no turnover.
	consolidated turnover (if consolidated
	turnover is not available, calculation to be
	made on standalone turnover of related
	party) for the immediately preceding
	financial year, if available.
6	Financial performance of the related	a) M/s G. Amphra Laboratories
	party for the immediately preceding	Particulars	Financial Year 2024-202 5
	financialyear:	Turnover	Rs.42,084.76 Lalth
		Profit After Tax	Rs.5,280.04 Lakh
		Net Worth	Rs.19,230.69 Lakh
		b) Mr. Rajesh Ramu Deora
		Particulars	Financial Year 2024-2025
		Income	Rs.1,082.74Lakh
		Profit After Tax	Rs.875.31 Lakh
		Net Woth	Rs.87.38 Lakh

GIN: 124249mlg72pl,coi5544 I IsIN: INE33iEoioi3 I BSE: 5i2ioi Registered Office: 4th Floor, Sanbava Chambers, Sir. 1'. M. Road, Fort, Mumbai, Maharashtra, PIN: 400001. Telephone: +91 (22) 2266 5150

Fax: + 91 (22) 2282 8181, E-mail: investo emoroducts.com vPebsite: www.triochemproducts.com

5) Basic details of the proposed transaction

Sr. No.	Particulars of the information	Infomation
1	Specific type of the proposed transaction	To sell, transfer or otherwise dispose of the immovable I)roperties of the Company.
2	Detals of type of the proposed	Sale of Residential, Industrial Plot and Plant and
	transaction	Machinery of the Company.
3	Tenure of the proposed transaction	The transaction shall be completed within the
	(tenure in number of years or months	period of 45 days from the date of Sale Deed/
	to be specified)	Agreement for sale.
4	Whether omnibus approval is being soucht?	No
5	Value of the proposed transaction	Rs.11,81,05,471/- Qupees Eleven Crore Eighty
	during a financial year.	One Lakh Five Thousand Four Hundred and
		Seventy-One Only) .
6	Justification as to why the RPTs	The detailed justification is given under Armeare 8.
	proposed to be entered into are in the interest of the listed entity
7	Details of the promoter(s)/director(s)/ key managerial persormel of the histed entity who have interest in the transaction, whether directly or indirectly.	List of the promoter(s) and director(s) of the Company who have direct/indirect interest in the transaction is given hereunder; 1) Mr. Ranu Sitaran Deora @irector and Partner in M/s. G Amphray I.aboratories) 2) Mrs. Grace Ramu Deora @irector and Partner in M/s. G Amphray I.aboratories) 3) Mr. Rajesh Ranu Deora @irector and Partner in M/s. G Amphray Ichoratories) None of the Djlecto[s and Key Managerial Persolinel enccpt above arc directly and jndji.ectly jnt€rested ln the proposed tunsaction.
8	A copy of the valuation or other external party report, if any, shall be placed before the Audit Committee.	The Copy of Valuation report dated 24th June 2025, obtain from Mr. Pravin Kulkami a Government Registered Valuer and 19th July 2025, with an effective date of 19th May 2025 obtain from Mr. Mangesh Shinde, a Registered Valuer and Chartered Engiveer is enclosed as Armexure C,
9	Other information relevant for decision malrfu£.

CIN: 124249MH1972PI,C015544 I ISIN: INE331E01013 I BSE: 512101 Resttered Office: 4th Floor, Sanbava Chambers, Sir. P. M. Road, Fort, Munbai, Mcharashtra, PIN: 400001. Telephone: +91 (22) 2266 5150

Fax: + 91 (22) 2282 8181, E-mail: investor@triochemDroducts.com vebsite: www.triochemproducts.com

AJmexue 8

Justification for the Execution Thansaction:

ASAssetisNotinProductiveUse:

The Residenti.al Flat, Industrial Plot and Plant & Machinery in question is no longer required for the business operations or future expansion plans of the heted entity.

Holding on to the asset results in no operational or strategic benefit, while continuing to incur incidental holding costs such as maintenance, security, and property tax.

Monetization of Non-Core Asset:

The sale provides an opportunity to unlock value from a nomcore, non-productive asset.

The funds received from the sale will be utilized for new business ventures and strategic initiatives that may be undertaken by the Company from time to time, to support core business activities, or be deployed into more strategic initiatives that generate shareholder value.

Fair Market Value Based Transaction:

The proposed sale is to be carried out at the prevailing market rate, ascertained through an independent valuation report, ensuring that the transaction is on an arm's length basis and does not disadvantage the fisted entity.

This elininates any concerns of under-valuation or loss to the entity and its shareholders.

Reoulatorv and Governance Comoliance :

The transaction is being undertaken in compliance with applical]le SEBI qoDR) Regulations governing Related Party Transactions.

The transaction was been placed before the Audit Committee for their approval to ensure transparency and goverrmnce.

Annexue C

COPY OF VALUATION REPORT

Government Registered Valuer

© 8/501, Sai Arcade, Shivaji Chowk, Kalyan (West) -421 301 ^` +9189768 21119 t=.-info@prka.in a www.prka.in

Dal:e: 24th June 2025

TO'

M/s. Triochem Products Limited.

Address: Plot No 10/2, M.I.D.C. Industrial Area, Opp. Swastik Oil Mill, Kalyan Badlapur Road, Morivali, Ambemath (West) -421501

Subject: Executive summary of Valuation of immovable assets for related party transaction purpose.

Owners Name: M/s. Triochem Products Limited.

Dear Sir,

Please find enclosed herewith the Valuation Report bearing Ref. No.: PRKA/REP/2025-26/139 of below mentioned properties:

Ann,No.	Subject property address	Fair Value in E€
1	Residential Flat No. 07, First Floor, A-wing, Madhuvan Co-Operative Housing s€ 17,oo,o0o/- (Rupees Seventeen Society Limited, near Shiv Kripa Hospital, off Shiv Mandir Road, Shiv Ganga Lakhs only) Nagar, Ambernath (East), District Thane -421501
2	Residential Flat No. 03, Grouncl Floor, A-wing, Madhuvan Co-Operative Housing = 17,00,000/- (Rupees Seventeen Society Limited, near Shiv Kripa Hospital, off Shiv Mandir Road, Shiv Ganga Lakhs only) Nagar, Ambernath (East), District Thane -421501
3	Residential Flat No. 11, Second Floor, A-wing, Madhuvan Co-Operative Housing = 17,00,000/- (Rupees Seventeen Society Limited, near Shiv Kripa Hospital, off Shiv Mandir Road, Shiv Ganga Lakhs only) Nagar, Ambernath (East), District Thane -421501
4	Residential Flat No.102, First Floor, Amar Apartment, near Shivganga Park, off = Shiv Mandir Road, Shiv Ganga Nagar, Ambernath (East), District Thane -421 Lakhs only) 501	15,00,000/- {Rupees Fifteen
5	Residential Flat No. 202, Second Floor, Amar Apartment, near Shivganga Park, EE off shiv Mandir Road, Shiv Ganga Nagar, Ambemath (East), District Thane -421 Lakhs only) 501	15,00,000/- (Rupees Fifteen
6	Residential Flat No. 02, Ground Floor, Aakash Apartment, Akash Ganga Co- I operative Housing Society Ltd. near Shivganga Park, off Shiv Mandir Road, Shiv Ganga Nagar, Ambemath (East), District Thane -421501	15,50,000/- (Rupees Fifteen Lakhs Fifty Thousand only}
7	Residential Flat No. 8 (202), Second Floor, Aakash Apartment, Akash Ganga Co- ¥ operative Housing Society Ltd. near Shivganga Park, offshiv Mandir Road, Shiv Ganga Nagar, Ambernath {East), District Thane -421501	15,50,000/- (Rupees I=ifteen Lakhs Ffty/ Thousand only)
8	Residential Flat No. 08, First Floor, Type C, Building named as Gajraj Co- = 22,00,000/- (Rupees Twenty Two operative Housing Society Ltd., Plot No. R-2, Ambemath Industrial area, near Lakhs only) Sai Baba Mandir, 8 Cabin Road, Village Morivali, Ambernath (East), District Thane -421501
9	Residential Flat No. 1603, Sixteenth Floor, A-Wing, Phoenix Towers, near = Phoenix Palladium Mall, Senapati Bapat Marg, Lower Pai.el, Mumbai -400 013 Crores and seventy I:ive lal(hs only)	3,75,00,000/- Rupees Three
do	Industrial Plot No. 10/2 along with Factory Buildings & Other Structures, opposite Swastik Oil Mills, behind Sulzer Pumps India Ltd., Ambernath Industrial Area, Kalyan - Badlapur Road, Village Morivali, Ambemath (West), District Thane -421501	I 6,10,00,000/- (Rupees Six Crores and Ten Lal(hs only)

& Associates

Ofngkam,

®

•® - ©Mr. Pravin Kulkarni ©®Govt.Regd.Valuer

SUMMARY VALUATON OF PLANT AND MACHINERY

Sr.No	Particulars	Gross Block	Net Block	Market Value
		as0n	as0n	as0n
		31-03-2025	31-03-2025	19-05-2025
1.	Plant and Machinery	3,51,36,271	43,87,600	46,73,986
2.	Weighing Scale	4,69,018	23,049	23,451
3.	Electrical Installations	26,73,935	1,88,589	4,46,173
4.	Lab Equipment's	35,14,463	1,75,725	1,75,725
5.	ETP	43,48,418	3,00,221	7,50,398
6.	Computers & Peripherals	z,ffF>]erR.	10,800	13,288
7.	Office Equipment	10,40,636	52,032	52,033
8.	Furniture & Fixtures	7,85,851	40,950	39,293
9.	Scrap	6,22,472	31,125	31,124
	Grand Total	4,88,56,826	52'10,091	62,05,471

**Note** -Final cost based on actual quantity by client.

IN OUR OPINION AS ON 19th MAY, 2025 THE MARKET VALUE OF THE ASSETS AT SAID LOCATIONS SHOULI) BE Rs 62,05,471/-(RUPEES SIXTY-TWO IAKHS FIVE THOUSAND FOUR HUNDRED AND SEVENTY-ONE ONLY).

CIN: 124249RE1972PLC015544 I ISIN: INE331E01013 I BSE: 512101

Registered Office: 4th Floor, Sanbava Chambers, Sir. P. M. Road, Fort, Munbai, Maharashtra, PIN: 400001. Telephone: +91 (22) 2266 3150

Fax: + 91 (22) 2282 8181, E-mail: investor@triochemoroducts.com VPebsite: www.triochemproducts.com

posTAI, BAlroT FORM

TRIOCHEM PRODUCTS I"I'IED

GIN: L24249MH1972PLC015544 I ISIN: INE331E01013 I BSE: 512101

Name of the Member(s)
ReesteredAddress
Folio No. / DP ID & Client ID
Number of Shares held

RESOI,UTION:

Item	Particulars of Resolution	Number	IIve assent to	IIve dissent from
No.		of Shares	the Resolution	the Resolution
			ffoR)	(AGAINST)
1	To consider and approve sale of immoveable property of the company situated in Maharashtra to the Related Party (Special Resolution)		I	I

Place

Signature of Member(s) :

INSTRUCTIONS:

• 1) Please read the instructions carefully before filling this form.
• 2) This forin should be completed and signed by the Member (in case of joint holding, by the first named Member).
• 5) There is only one Postal Ballot Fom for every folio/client ID irrespective of the number of joint Members.
• 4) Members are requested to fetum this form duly completed to reach the Scrutinjzer not later than 5:00 P.M. on 12th December 2025.
• 5) Incomplete, unsigned or incorrectly ticked forms will be rejected.
• 6) Members may also cast their vote electronicauy through the e-voting platform provided by the Company.

E-VOTING RARECUIARS

E-Voting Period: 13th November 2025 at 09:00 A.M. to 12th December 2025 at 05:00 P.M.

EVSN a3-Voting Sequence Number)	User ID	Password

For detailed instructions on e-voting, please visit the Company's website: www.triochemDroducts.com