Manali Petrochemicals Limited shareholders have approved all four resolutions proposed in the company’s postal ballot process, which concluded on August 6, 2026. The voting outcome secures regulatory clearance for a material related-party transaction with Wilson International Trading Private Limited, Singapore, while also validating leadership continuity through the reappointment of an independent director and remuneration adjustments for top executives. The results were declared by the authorized person under Rule 20 of the Companies (Management & Administration) Rules, 2014, following scrutiny by B Chandra & Associates.

The postal ballot was initiated pursuant to Section 110 of the Companies Act, 2013, and Rule 22 of the Companies (Management and Administration) Rules, 2014. Remote e-voting commenced on July 8, 2026, at 9:00 AM IST and ended on August 6, 2026, at 5:00 PM IST. The company utilized the Central Depository Services (India) Limited (CDSL) platform for the voting process. B Chandra & Associates, Practising Company Secretaries, were appointed as scrutinizers to ensure compliance with the Ministry of Corporate Affairs circulars and SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015.

The most significant corporate governance item was the approval of material related-party transactions under Regulation 23 of the SEBI Listing Regulations, 2015. This ordinary resolution sought shareholder consent for transactions and material modifications with Wilson International Trading Private Limited, Singapore. The resolution passed with strong support, reflecting shareholder confidence in the commercial rationale behind the associated party dealings.

Shareholders also endorsed three special resolutions concerning board composition and executive compensation. T K Arun (DIN: 02163427) was reappointed as an independent director for a second term. Additionally, the board secured approval to revise the remuneration of two key executives: R Chandrasekar (DIN: 06374821), Managing Director & CEO of the MPL Group, and G R Sridhar (DIN: 10596912), Wholetime Director and Head of Plant Operations. These revisions require special majority approval under the Companies Act.

The voting data indicates high engagement from institutional and retail investors alike. For the ordinary resolution regarding Wilson International Trading, 409 voters cast votes in favor representing 8,224,496 shares, while 45 voters opposed it with 18,164 shares. In the case of the special resolutions, support remained consistently above 99%. For instance, the reappointment of T K Arun received 85,118,017 votes in favor against 292,294 votes against. The remuneration revision for R Chandrasekar saw 85,383,803 votes in favor, with only 26,508 votes cast against. Similarly, G R Sridhar’s remuneration revision garnered 85,374,463 votes in favor versus 35,698 against.

What the Numbers Show

The near-unanimous approval across all resolutions highlights a stable relationship between Manali Petrochemicals Limited and its shareholder base. The high vote count in absolute terms—exceeding 85 million shares for the special resolutions—suggests significant participation from large block holders or mutual funds. The minimal dissent, particularly in the related-party transaction where less than 0.25% of valid votes were cast against, indicates that shareholders perceive no conflict of interest or value leakage in the proposed arrangements with Wilson International Trading Private Limited.

Manali Petrochemicals Limited has initiated a postal ballot process to seek shareholder approval for material related party transactions (RPTs) with Wilson International Trading Private Limited, Singapore, and the reappointment of a director. The company seeks approval for transactions involving the import of materials for an aggregate value not exceeding ₹ 200 crore, exclusive of applicable taxes, for a period of one year from the date of approval. This limit exceeds 10% of the company's annual consolidated turnover of ₹ 1,022.4 crore for the year ended March 31, 2026, necessitating shareholder consent under Regulation 23 of the SEBI Listing Regulations, 2015.

The postal ballot notice also includes three special resolutions. The first proposes the reappointment of Mr. T K Arun as an Independent Director for a second term of five years commencing from September 29, 2026. The second and third resolutions seek approval for the revision of remuneration for Mr. R Chandrasekar, Managing Director & CEO, and Mr. G R Sridhar, Whole-time Director (Head of Plant Operations), respectively. The revised remuneration for Mr. Chandrasekar is set at ₹ 127.73 lakh per annum, excluding performance-linked pay, while Mr. Sridhar's remuneration is fixed at ₹ 65.17 lakh per annum, excluding performance-linked pay. Both revisions are effective from April 1, 2026.

Related Party Transaction Details

The proposed RPTs with Wilson International Trading Private Limited involve the import of raw materials. The company's Audit Committee initially approved transactions up to ₹ 75 crore for FY 2026-27 but recommended an increase to ₹ 200 crore to meet business needs and ensure supply chain continuity. Wilson is a related party through the company's wholly-owned subsidiary, AMCHEM Speciality Chemicals Private Limited, Singapore. Transactions during the previous financial year aggregated to ₹ 31.48 crore.

Director Reappointment and Remuneration

Mr. T K Arun, who completes his first term as an Independent Director on September 28, 2026, has been recommended for reappointment by the Nomination and Remuneration Committee and the Board. His reappointment requires a special resolution. The remuneration revisions for the executive directors were also approved by the Board and the Nomination and Remuneration Committee, citing performance and industry benchmarks.

Postal Ballot Schedule

M/s. B. Chandra & Associates, Practicing Company Secretaries, has been appointed as the scrutinizer for the postal ballot. The e-voting process begins on July 08, 2026, at 9:00 AM IST and ends on August 06, 2026, at 5:00 PM IST. The record date for determining shareholder eligibility is July 03, 2026. Related parties are not eligible to vote on the resolution regarding the RPTs with Wilson International Trading Private Limited.

Source: https://lodr-files.dhan.co/lodr-inputs/Company/INE201A01024/4acb65be598844ff.pdf