Ducol Organics And Colours Limited has secured shareholder approval to issue up to 17,64,697 equity shares on a preferential basis to the shareholders of M/s. Xchem Polymer India Private Limited through a share swap of fully paid-up shares. The special resolution was passed with 100% of votes in favour at the Extra-ordinary General Meeting held on June 05, 2026. This approval allows the company to proceed with the share swap arrangement as proposed in the notice.

The voting results indicated strong support from the promoters, with 100% of the promoter group's votes cast in favour of the resolution. Public non-institutional shareholders also supported the move, with 972,138 votes in favour, representing 12.30% of the votes held by this category. No votes were cast against the resolution by any shareholder category.

M/s. Deep Shukla & Associates, Practicing Company Secretaries, acted as the scrutinizer for the remote e-voting and e-voting facility at the EGM. The e-voting period commenced on June 02, 2026, and concluded on June 04, 2026. The scrutinizer confirmed that the resolution was duly passed by the members with the requisite majority.

The total number of votes polled stood at 9,315,628, which represented 57.31% of the total outstanding shares of the company. A total of 18 members participated in the remote e-voting process. The meeting was conducted through Video Conferencing and Other Audio Visual Means.

Voting Breakdown

The following table details the voting pattern across different shareholder categories for the special resolution:

The company had provided remote e-voting facilities to its members in compliance with the Companies Act, 2013 and SEBI (Listing Obligations and Disclosure Requirements) Regulations 2015. The record date for determining voting rights was May 29, 2026.

Ducol Organics And Colours Limited has announced the completion of Phase 1 of its acquisition of Xchem Polymers India Private Limited. The company has paid a cash consideration of ₹38 crore to acquire a 50.67% majority stake, becoming the majority shareholder. This transaction is the first phase of a proposed 100% acquisition, with the total deal valued at ₹75 crore. The Sale and Purchase Agreement (SPA) was signed on March 26, 2026.

Xchem Polymers India Private Limited, incorporated in 2010, is a debt-free company engaged in the development and manufacturing of high-performance construction chemicals and industrial adhesives. Its product portfolio includes waterproofing compounds, tile adhesives, repair mortars, sealants, and specialty coatings. The company operates a state-of-the-art manufacturing facility in Vapi, Gujarat, catering to the construction, real estate, and infrastructure sectors.

Strategic Rationale

This acquisition strengthens Ducol’s presence in the waterproofing and construction chemicals segments. Management highlighted that combining the Bitumag and Xchem ecosystems allows the company to serve the entire construction value chain more holistically. The move aligns with Ducol’s strategy of disciplined inorganic growth and portfolio diversification to enhance its competitive positioning in specialty chemicals.

Transaction Details

Ducol remains focused on executing this acquisition and unlocking growth opportunities in high-potential specialty chemical segments. The company continues to leverage its over 30 years of experience in product development and innovation to drive long-term value for stakeholders.