Intimation of Notice of 40th Annual general meeting of the member of the company to be held on 30th September, 2026 at 11:00 am at registered office of the company

CHEMIESYNTH (VAPI) LIMITED Regd office: Plot No. 27, GIDC, Phase-1, Vapi - 396195 CIN: L24110GJ1986PLC008634, GST Reg no: 24AAACC9688H1ZC, Telephone no: 02221010500, Email id: compliance@chemiesynth.com Date: 3rd September, 2026 The Manager, BSE Limited, Corporate Relationship Department, Phiroze Jeejeebhoy Tower, Dalal Street, Mumbai – 400 001 Scrip Code: 539230 Sub: Reg. 34 of the SEBI (LODR) Regulations, 2015 Dear Sir, This is with reference to the 40th Annual General Meeting (“AGM”) of the members of Chemiesynth (Vapi) Limited to be held on Wednesday, 30th September 2026 at 11.00 A.M. In this regard, we enclosed herewith, Notice of the 40th AGM of the Company. Kindly take on your records. Yours faithfully, For Chemiesynth (Vapi) Limited. Pranali Dholabhai Company Secretary & compliance officer Encl.: Notice of 40th AGM Annual Report 2025-26 Chemiesynth (Vapi) Ltd INDEX Corporate Information 04 Annual General Meeting (AGM) Notice 05 Directors Report 17 Annexure A: Director’s Brief Resume 25 Annuxure B: Conservation of Energy, Technology 27 Absorption and Foreign Exchange Earning and Outgo Annexure C: Particulars of Employees 27 Annexure D: Related Party Transactions 29 Annexure E: Management Discussion and Analysis Report 30 Secretarial Audit Report 32 Independent Auditors Report 35 Audited Financial statements 44 Assent / Dissent Form For Voting on AGM Resolutions 65 Proxy form 67 Updation of Shareholders information 69 Attendance Slip 71 Route Map of Venue of AGM Meeting 72 Corporate Information Board of Director: MR. SATISH BHOGILAL ZAVERI - Non Independent Non Executive Director MR. SANDIP SATISH ZAVERI - Managing Director MR. RUSHABH SURESH MEHTA - Non Independent Non Executive Director MR. PRAMOD GOPALDAS GUJARATHI - Independent Director MRS. JIGNA PRAJAPATI - Woman Independent Director Auditors: Secretarial Auditors: M/s. Manoj Shah & Co., M/s Nitin Sarfare, Chartered Accountant, Vapi. Company Secretaries, Mumbai Registered Audit Committee: CIN: L24110GJ1986PLC008634 Ms. Jigna Prajapati - Chairman Plot No. 27, GIDC, Vapi Mr. Pramod G. Gujarathi - Member Dist. Valsad, Gujarat – 396 195. Mr. Sandip Zaveri - Member Registrar & Share Transfer Agent: Nomination & Remuneration Committee: Purva Sharegistry (India) Pvt. Ltd. Unit no. 9, Shiv Shakti Ind. Estt. Mr. Pramod G. Gujarathi - Chairman J .R. Boricha marg, Ms. Jigna Prajapati - Member Opp. Kasturba Hospital Lane Mr. Satish Zaveri - Member Lower Parel (E), Mumbai 400 011 Book Closure: 40th Annual General Meeting: Date:24/09/2026 to 30/09/2026 Day : Wednesday Both days inclusive Date : 30th September, 2026 Venue : Plot No. 27, GIDC, Vapi Dist. Valsad – 396 195 Time : 11:00 AM Mr. Suresh Lad Company Secretary & Website: www.chemiesynth.com Ms. Pranali Dholabhai Bankers: CIN: Axis Bank L24110GJ1986PLC008634 Galaxy Hotel Branch, Vapi, Gujarat 396195 Chemiesynth (Vapi) Limited CHEMIESYNTH (VAPI) LIMITED Plot No. 27, GIDC, Vapi, Dist. Valsad, Gujarat - 396195 CIN: L24110GJ1986PLC008634 : Notice : Notice is hereby given that the 40th Annual General Meeting of the Members of CHEMIESYNTH (VAPI) LIMITED will be held on Wednesday, 30th Dist. Valsad, Gujarat – 396195 to transact the following business: ORDINARY BUSINESS: and the reports of the Board of Directors (‘the Board’) and Auditors thereon. 2. To appoint a director in place of Mr. Rushabh Mehta (DIN: 00784327), liable to retire by rotation in term of section 152(6) of the Companies Act, 2013 and being eligible, seeks reappointment and to pass the following resolution as ordinary resolution: “RESOLVED THAT pursuant to the provisions of section 152(6) and all other applicable provisions of the Companies Mehta (DIN: 00784327) be and is hereby reappointed as director of the company, liable to retire by rotation.” SPECIAL BUSINESS: 3. Approval of Related Party Transactions with Group Companies and Promoters “RESOLVED THAT pursuant to the provisions of Section 188 of the Companies Act, 2013 (“the Act”), Rule 15 of the Companies (Meetings of Board and its Powers) Rules, 2014 and Regulation 23 of the SEBI (Listing Obligations and thereof for the time being in force], the consent of the Members of the Company be and is hereby accorded to the Board of Directors and the Audit Committee, to enter into contracts/ arrangements/ transactions with the following thresholds prescribed under LODR, up to the maximum annual limits as set out below:” Name of the Related Relationship Nature of Transaction Max. Annual Party Limit (INR) CS Speciality Chemicals Entity under Common Intercorporate Deposits / Loans / Interest / 15.00 crores Pvt Ltd Control Purchase and Sale of Goods and/or assets / Subscription to non- convertible preference shares and/or non-convertible debentures CS Fine Interchem Pvt Entity under Common Purchase and Sale of Goods and/or assets / 10.00 crores Ltd Control Services / Subscription to non- convertible preference shares and/or non-convertible debentures Star Performance Entity under Common Intercorporate Deposits / Interest 1.00 crores Chemicals Pvt Ltd Control Mr. Satish B. Zaveri Promoters / Key Receipt of unsecured loans / Repayment of 10.00 crores Mr. Sandip S. Zaveri Management Personnel unsecured loans /Interest Annual Report 2025-26 “RESOLVED FURTHER THAT and to take all such steps as may be incidental and ancillary to implementation of the aforesaid resolution. 4: INCREASE AUTHORISED SHARE CAPITAL AND ALTERATION OF CAPITAL CLAUSE OF MEMORANDUM OF ASSOCIATION “RESOLVED THAT pursuant to the provisions of Sections 13, 61, 64, and other applicable provisions, if any, of enactment(s) thereof for the time being in force) and the Articles of Association of the Company, the consent of the Members of the Company be and is hereby accorded to increase the Authorised Share Capital of the Company from 3,25,00,000/- (Rupees Three Crores Twenty-Five Lakhs Only) to 18,25,00,000/- (Rupees Eighteen Crores Twenty-Five Lakhs Only) divided into 32,50,000 (Thirty-Two Lakhs Fifty Thousand) Equity Shares of 10/- (Rupees Ten Only) each aggregating to 3,25,00,000/- (Rupees Three Crores Twenty-Five Lakhs Only) and 1,50,00,000 (One Crore Fifty Lakhs) Preference Shares of 10/- (Rupees Ten Only) each aggregating to 15,00,00,000/- (Rupees Fifteen Crores Only).” RESOLVED FURTHER THAT the existing Clause V of the Memorandum of Association (MOA) of the Company (framed under the erstwhile Companies Act, 1956) be altered and substituted in its entirety to align with the framework of the Companies Act, 2013, by replacing it with the following new Clause V: Clause V: “The Authorised Share Capital of the Company is to 18,25,00,000/- (Rupees Eighteen Crores Twenty-Five Lakhs Only) divided into 32,50,000 (Thirty-Two Lakhs Fifty Thousand) Equity Shares of 10/- (Rupees Ten Only) each aggregating to 3,25,00,000/- (Rupees Three Crores Twenty-Five Lakhs Only) and 1,50,00,000 (One Crore Fifty Lakhs) Preference Shares of 10/- (Rupees Ten Only) each aggregating to 15,00,00,000/- (Rupees Fifteen Crores Only).” RESOLVED FURTHER THAT 5: ALTERATION AND ADOPTION OF NEW SET OF ARTICLES OF ASSOCIATION (AOA) SPECIAL RESOLUTION: “RESOLVED THAT pursuant to the provisions of Section 14 and other applicable provisions, if any, of the Companies enactment(s) thereof for the time being in force), and subject to the approval of the Members of the Company, the consent of the Members be and is hereby accorded to alter the Articles of Association (AOA) of the Company by adopting a completely new set of Articles of Association in substitution and to the entire exclusion of the existing Articles of Association, aligning them with Table F of Schedule I to the Companies Act, 2013. RESOLVED FURTHER THAT RESOLVED FURTHER THAT any Director or Key Managerial Personnel of the Company be and is hereby individually MGT-14 with the Registrar of Companies (ROC), Gujarat, along with necessary attachments, resolution.” 6: APPROVAL FOR OFFER AND ISSUE OF 5% UNLISTED NON-CONVERTIBLE CUMULATIVE REDEEMABLE PREFERENC [Showing first 8,000 characters — download PDF for full document]