Sanginita Chemicals Limited has initiated an open offer to acquire 1,56,89,957 fully paid-up equity shares from public shareholders. The shares, representing 26% of the emerging fully diluted voting equity share capital, have a face value of ₹10 each and are being offered at a price of ₹13.55 per equity share.

The Board of Directors passed a resolution on May 26, 2026, to constitute a committee of independent directors. This committee will provide reasoned recommendations regarding the open offer to the shareholders. The members of the committee include Mr. Pramodsinh Dabhi, Mr. Jagdishkumar Vajaji Thakor, Mr. Sanmitra Trivedi, and Ms. Jalpa Anand Lavingia.

As required under Regulation 26(7) of the SEBI (SAST) Regulations, 2011, the reasoned recommendations of the independent directors will be published. These recommendations will appear in the same newspapers where the detailed public statement of the open offer was published, at least two working days before the commencement of the tendering period.

Simultaneously, a copy of the recommendations will be sent to the Securities and Exchange Board of India, Finshore Management Services Limited, and the National Stock Exchange of India Limited. The offer is being made by the "Acquirers" for cash at the specified price.

Offer Details

Sanginita Chemicals Limited has undertaken a restructuring of its Board of Directors, approving the appointment of two new members and accepting the resignation of an existing director. The decisions were made during a Board meeting held on May 8, 2026, in compliance with Regulation 30 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015.

New Appointments

The Board has appointed Mrs. Jalpa Anand Lavingia and Mr. Sanmitra Trivedi as Additional Non-Executive Independent Directors. Both appointments are based on the recommendations of the Nomination and Remuneration Committee and are for a term of five consecutive years effective from May 8, 2026. These appointments are subject to the approval of the Company's Members in compliance with Regulation 17(1C) and Regulation 25(2A) of the SEBI Listing Regulations and the relevant provisions of the Companies Act, 2013.

Director Profiles

Mrs. Jalpa Anand Lavingia holds a Master’s degree in Commerce (M.Com) and currently serves as the Admin & Accounting Head at M/s. ALAP & CO. LLP in Ahmedabad. She brings strong communication and public speaking skills to the role and has previously served as an Independent or Professional Director for entities such as Megha Arcade Private Limited and Sun Retail Limited. She is currently an Independent Director at Supernova Engineers Limited.

Mr. Sanmitra Trivedi is a qualified professional with a Bachelor of Engineering (Mechanical) from NITK, a Post Graduate Diploma in Personnel Management & Industrial Relations, and a Bachelor of Laws (LL.B.). With over 30 years of experience, he has served on the boards of Verizon Data Services India and Reliance Industries' R&M Board. He is the Founder & CEO of Gentoro People Consulting.

Resignation

Mr. Faiyazkhan Y. Pathan (DIN: 07702208) has resigned from his position as Non-Executive Independent Director. His resignation is effective from the close of business hours on May 8, 2026, due to pre-occupation and personal reasons. In his resignation letter, Mr. Pathan confirmed there are no material reasons for his departure other than those stated.

Board Composition Details

The following table summarizes the changes approved by the Board:

The company has confirmed that neither Mrs. Lavingia nor Mr. Trivedi is related to any of the existing or proposed Directors or Key Managerial Personnel of the Company. The necessary disclosures regarding these changes have been submitted to the National Stock Exchange of India Limited.