Insilco Limited, which is under voluntary liquidation, has scheduled its 38th Annual General Meeting (AGM) for Thursday, September 10, 2026, at 3:00 pm. The meeting will be held through Video Conferencing or Other Audio Visual Means (VC/OAVM), with the deemed venue set as the company’s registered office in Noida.

The Board of Directors approved the notice for the meeting on July 28, 2026. The primary agenda includes the adoption of audited financial statements for FY26 and key board appointments.

Meeting Logistics and E-Voting

Shareholders eligible to vote must hold shares as of the cut-off date of September 3, 2026. The register of members and share transfer books will remain closed from September 4, 2026, to September 10, 2026 (both days inclusive).

E-voting facilities will be available from September 5, 2026, at 9:00 am until September 9, 2026, at 5:00 pm.

Financial Performance for FY26

The company reported no revenue from operations during the financial year ended March 31, 2026, consistent with the previous year. Plant operations have been suspended since October 2019 due to the refusal of 'Consent to Operate' by the Uttar Pradesh Pollution Control Board. Consequently, the company initiated the voluntary liquidation process effective June 25, 2021.

The total comprehensive loss for FY26 stood at ₹27.63 million, compared to ₹28.29 million in FY25. Other income decreased significantly to ₹3.66 million from ₹22.41 million in the prior year. Total expenditure also declined to ₹30.37 million from ₹45.06 million.

Board Appointments

Shareholders will consider the re-appointment of Mr. Vinod Paremal (DIN: 08803466), who retires by rotation. He was appointed as a Non-Executive Non-Independent Director with effect from October 10, 2025, after resigning from the position of Managing Director on October 9, 2025. He does not receive any remuneration or sitting fees.

Additionally, shareholders will vote on the appointment of Mr. Manmohan Juneja (DIN: 00464238) as a Non-Executive Independent Director for a term of five years, commencing August 4, 2026. Mr. Juneja is a Fellow Chartered Accountant with extensive experience in corporate law, liquidation, and insolvency proceedings.

Liquidation Status

The liquidator has filed a dissolution application before the National Company Law Tribunal (NCLT), Allahabad Bench. While the Insolvency and Bankruptcy Board of India (IBBI), Registrar of Companies (ROC), and Securities and Exchange Board of India (SEBI) have filed no-objection reports, the Income-tax Department has yet to file its report. The matter is listed before the NCLT on June 12, 2026.

Previously, the liquidator distributed liquidation proceeds to shareholders at ₹4.58 per equity share. An amount of ₹10.65 million was deposited with the IBBI due to the non-traceability of certain shareholders.

Insilco Limited, a company currently under voluntary liquidation since June 25, 2021, has seen Sonia Prashar cease to be an Independent Director effective August 3, 2026. The departure follows the completion of her second consecutive five-year tenure in the role, marking the end of her statutory eligibility for reappointment. This change occurs while the company remains in liquidation, highlighting ongoing governance transitions during its winding-down process.

The disclosure was made pursuant to Regulation 30 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, read with Schedule III and Circular No. CIR/CFD/CMD/4/2015 dated September 9, 2015. Insilco Limited submitted the intimation to the Bombay Stock Exchange Limited on August 4, 2026. The filing confirms that Prashar’s exit is due solely to the completion of her maximum allowable tenure, with no other reasons for change cited.

Director Tenure Details

The following table outlines the key details of the director's cessation:

Priya Singhal, Company Secretary and Compliance Officer of Insilco Limited, signed the disclosure. The Board of Directors and management expressed deep gratitude for Prashar’s valuable contribution and guidance during her association with the company. No new director was appointed in this filing, and no relationships between directors were disclosed as part of this change.

Governance Context

The exit of an Independent Director from a company under voluntary liquidation is a procedural step rather than a strategic shift. Insilco Limited has been in voluntary liquidation since June 25, 2021, meaning its primary focus is on asset realization and creditor settlement rather than operational growth or long-term strategy. The Board’s acknowledgment of Prashar’s service underscores standard corporate governance practices even during liquidation.

What the Numbers Show

While no financial metrics are associated with this personnel change, the timing of the departure—more than five years after the initiation of voluntary liquidation—suggests that the liquidation process is ongoing. The completion of a full second tenure indicates continuity in oversight despite the company’s non-operational status. Investors and stakeholders should note that governance changes in liquidated entities typically reflect regulatory compliance rather than business performance shifts.