Gem Aromatics Limited has approved the incorporation of a wholly owned subsidiary in Brazil to expand its distribution network for essential oils and aromatic chemicals. The board sanctioned an equity investment of up to ₹2,00,00,000 and a standby letter of credit of ₹15,00,00,000 for the new entity. This strategic move aims to bolster the company's presence in the chemical industry and support its material subsidiary, Krystal Ingredients Private Limited.

The proposed subsidiary in Brazil will operate within the chemical industry, focusing on the distribution of specialty chemicals. The incorporation will adhere to the Foreign Exchange Management Act regulations and necessary approvals from Brazilian authorities. The exact name of the entity will be disclosed upon incorporation. The investments will be infused in one or more tranches in compliance with applicable local laws.

Governance Appointments

The board meeting held on June 23, 2026, also focused on key governance appointments. M/s. RANK & Associates was re-appointed as the Internal Auditor for the financial year 2026-27. The firm, a Category I empanelled auditor with the Comptroller & Auditor General of India and the Reserve Bank of India, brings over 45 years of experience and a team of 125+ professionals.

In a significant governance development, M/s. N. L. Bhatia & Associates was appointed as the Secretarial Auditor for a term of five years, commencing from FY 2026-27 until FY 2030-31. This appointment is subject to shareholder approval. The firm, established in 1996, is recognized for its expertise in the company secretaries profession.

Key Approvals and Investments

The following table summarizes the key approvals and investments sanctioned at the board meeting:

The company will provide further updates regarding the cost of subscription and the final name of the Brazilian entity once the incorporation process is complete.

Promoters of Gem Aromatics Limited have confirmed that no encumbrance was made on shares, directly or indirectly, during the financial year 2025-26. The declaration was submitted to BSE Limited and National Stock Exchange of India Limited on April 06, 2026, under Regulation 31(4) of SEBI (Substantial Acquisition of Shares and Takeovers) Regulations, 2011. The disclosure covers the promoters, the promoter group, and persons acting in concert.

The declaration was made on behalf of Ms. Kaksha Vipul Parekh, Mr. Vipul Parekh, Mr. Yash Parekh, and Parekh Family Trust. Vipul Parekh, Promoter and Whole-Time Director, signed on behalf of Parekh Family Trust. Kaksha Parekh is the Promoter, Whole-Time Director & CFO, and Yash Parekh is the Promoter, Managing Director & CEO.

The filing included an annexure listing the members of the promoter group. The table details the shareholding of various entities and individuals associated with the company.

The document was addressed to the Audit Committee of Gem Aromatics Limited and the stock exchanges for information and record purposes.