Shareholders meeting

Date: September 24, 2026 The Manager (CRD) The Manager- Listing Department BSE Limited National Stock Exchange of India Limited Phiroze Jeejeebhoy Towers, Exchange Plaza, Plot no. C/l, G Block, Dalal Street, Fort, Bandra-Kurla Complex, Bandra (East) Mumbai-400001 Mumbai-400051 Scrip Code: 530117 Symbol: PRIVISCL Dear Sir/Madam, Sub: Notice of Meeting of Equity Shareholders (Meeting) of the Company convened in accordance with the order of the Hon'ble National Company Law Tribunal, Mumbai Bench, to be held through Video Conferencing (VC) /Other Audio-Visual Means (OAVM) on Tuesday, October 27,2026, at 12.30 p.m. We wish to inform you that by an order dated 7th September, 2026 passed in the Company Scheme Application No. CA(CAA)136/MB/2026 ("Order"), the Hon'ble National Company Law Tribunal, Mumbai Bench ("NCLT") has directed inter-alia that a meeting of the equity shareholders of Privi Speciality Chemicals Limited be convened and held for the purpose of considering, and if thought fit, approving with or without modification, the proposed Scheme of Amalgamation of Privi Fine Sciences Private Limited, the Transferor Company 1 and Privi Biotechnologies Private Limited, the Transferor Company 2 with Privi Speciality Chemicals Limited, the Transferee Company ("Scheme") under sections 230 to 232 and other applicable provisions of the Companies Act, 2013 ("Act") along with the Companies (Compromises, Arrangements and Amalgamations) Rules, 2016 ("Merger Rules") and other applicable rules under the Act. The said Meeting be held on Tuesday, October 27, 2026, at 12.30 p.m. through Video Conferencing (VC)/Other Audio-Visual Means (OAVM). The Company has completed dispatch of the Notice of Meeting along with Annexures on September 24, 2026 through electronic mode to those members whose email addresses are registered with the Company/Registrar and Transfer Agent/Depository Participants/Depositories as on September 18, 2026. The aforesaid Notice and Explanatory Statement together with accompanying documents are also being uploaded on the Company's website at www.privi.com. In order to enable the ease of participation of the Members, we are providing below the key details regarding the. Meeting. Remote e-voting will commence from Thursday, October 22, 2026 (5)9.00a.m. and shall be ended on Monday, October 26, 2026 @ 5.00 p.m. ^ OFFICE j^ PRIVI SPECIALITY CHEMICALS LIMITED 1509001:2015 15014001:2015 18045001:2018 Knowledge Centre & Regd. Office : Privi House, A-71, TTC, Thane Belapur Road, Near Kopar Khairane Railway Station, BUREAU VERITAS Navi Mumbai - 400 710. India | Tel.: +91 22 68713200 / 33043500 / 33043600 / 27783040 / 27783041 / 27783045 Certification Fax: +91 22 27783049/68713232 | Email: enquiry@privi.co.in | Web: www.privi.com | GIN: L15140MH1985PLC286828 Sr. Particulars Details 1. Link for live webcast of the Annual https://instameet.in.mpms.mufg.com General Meeting and for participation through VC / OAVM 2. Link for Remote e-voting https://instameet.in.mpms.mufe.com 3. Helpline Number for VC participation Email: instameet@in.mpms.mufg.com and e-voting Tel: 022 - 4918 6000/ 4918 6175 4. Cut-off for e-voting Tuesday, October 20, 2026 6. Registrar and Share Transfer Agent MUFG Intime India Private Limited (formerly known Contact details Link Intime India Private Limited.) Tel: 022 -49186000, enotices@in.mpms.mufg.com. 7. | Company's Contact details Tel: 022 - 687132000 / 33043500 / 33043600 We request you to take the above information on records. Thanking you, Yours Sincerely, For Privi Speciality Chemicals Limited rc? % REGD. '=, OFFICE 5? Ashwini Saumil Shah "^ '^.\ Company Secretary & Compliance Officer ACS:58378 End: As above PRIVI SPECIALITY CHEMICALS LIMITED 1809001:2015 13014001:2015 15045001:2018 Knowledge Centre & Regd. Office : Privi House, A-71, TTC, Thane Belapur Road, Near Kopar Khairane Railway Station, BUREAU VERITAS Navi Mumbai - 400 710. India | Tel.: +91 22 68713200 / 33043500 / 33043600 / 27783040 / 27783041 / 27783045 Certification Fax:+91 2227783049/68713232 | Email: enquiry@privi.co.in | Web: www.privi.com | CIN:L15140MH1985PLC286828 MEETING OF THE EQUITY SHAREHOLDERS OF PRIVI SPECIALITY CHEMICALS LIMITED CONVENED IN ACCORDANCE WITH THE ORDER OF THE HON’BLE NATIONAL COMPANY LAW TRIBUNAL, MUMBAI BENCH Day Tuesday Date 27th October, 2026 Time 12:30 p.m. (IST) REMOTE E-VOTING FOR THE MEETING Cut off date for determining Tuesday, 20th October, 2026 the equity shareholders entitled to vote Commencing on Thursday, 22nd October, 2026 at 9:00 a.m. (IST) Ending on Monday, 26th October, 2026 at 5:00 p.m. (IST) E-VOTING DURING THE MEETING E-voting through VC/OAVM facility shall also be available to the equity shareholders of the Company during the meeting. INDEX # Contents Page Number 1. Notice for convening Meeting of Equity Shareholders (Including Public Shareholders) of PRIVI 1-15 SPECIALITY CHEMICALS LIMITED, under the directions of the Hon’ble National Company Law Tribunal, Mumbai Bench (“NCLT”) 2. Explanatory Statement Under Sections 230, 232 read with Section 102 and other applicable 16-47 provisions of the Companies Act, 2013 and Rule 6 of the Companies (Compromises, Arrangements and Amalgamations) Rules, 2016 3. Annexure - A 48-94 Copy of the Scheme of Amalgamation between Privi Fine Sciences Private Limited, the Transferor Company 1 and Privi Biotechnologies Private Limited, the Transferor Company 2 and Privi Speciality Chemicals Limited, the Transferee Company. 4. Annexure - B 95-117 Copy of valuation report issued by RBSA Valuation Advisors LLP 5. Annexure - C 118-123 Copy of the fairness opinion issued by M/s. Vivro Financial Services Private Limited 6. Annexure - D-1 124-127 Copy of the observation letter received by the Transferee Company from National Stock Exchange of India Limited (‘NSE’). 7. Annexure - D-2 128-131 Copy of the observation letter received by the Transferee Company from BSE Limited (‘BSE’). 8. Annexure - E-1 132-264 Copy of the audited financial statements (standalone and consolidated) of the Transferee Company as on 31 March 2026. 9. Annexure - E-2 265-291 Copy of the audited financial statements of the Transferor Company 1 as on 31 March 2026. 10. Annexure - E-3 292-330 Copy of the audited financial statements of the Transferor Company 2 as on 31 March 2026. 11. Annexure - F 331 The details of Promoter-wise and aggregate shareholding details of the promoter and promoter group in PSCL, PFSPL, and PBPL, before and after the scheme, and the corresponding change in public shareholding 12. Annexure - G 332 The detailed statement reflecting the Revenue, Profit After Tax (PAT), and EBITDA of the Transferee Company, Transferor Company 1, and Transferor Company 2 for the last 3 (three) financial years 13. Annexure - H-1 333-337 Pre-Scheme shareholding pattern of the Transferor Company 1. 14. Annexure - H-2 338-342 Pre-Scheme shareholding pattern of the Transferor Company 2. # Contents Page Number 15. Annexure - H-3 343-351 Pre-Scheme and post Scheme shareholding pattern of the Transferee Company. 16. Annexure - I 352-353 Details of the assets, liabilities, and revenue of the Transferee Company prior to and after the Scheme of Amalgamation, along with the details of the assets and liabilities of the Transferor Companies 17. Annexure – J 354 Details of all pending or ongoing adjudication & recovery proceedings, prosecution initiated and all other enforcement action taken, if any, against the entities involved in the scheme, including their promoters/directors/KMPs, and the possible impact of the same on PSCL 18. Annexure – K-1 355-370 The information pertaining to the unlisted companies involved in the Scheme, i.e., Privi Fine Sciences Private Limited, the Transferor Company 1 in the format specified for an abridged prospectus under Part E of Schedule VI of the SEBI (ICDR) Regulations, 2018 19. Annexure – K-2 371-383 The information pertaining to the unlisted companies involved in the Scheme, i.e., Privi Biotechnologi [Showing first 8,000 characters — download PDF for full document]