RELIANCE

‘CHEMOTEX INDUSTRIES LIMITED

RCIL/SEC/18—19/Dated: 20.08.2018

To,

BSE Limited

24 Pheroze Jeejeebhoy Tower,

Dalal Street,

Mumbai— 400 001

Sub: Notice of 40th Annual General Meeting— Disclosure under Regulation 30 of

SEBI (Listing Regulations) 2015.

Dear Sir,

With reference to Regulation 30 of SEBI (Listing Regulations) 2015, we are

enclosing herewith Notice of 40th Annual General Meeting to be held on Monday,10th September, 2018 at 10:30 A.M. at Alka Hotel, Near Shastri Circle, Udaipur,

Rajasthan— 313001.

This is for your information and necessary record.

Thanking You,

For Reliance Chemotex Industries Ltd

WW(Vimal Tank)

Company Secretary 86 Compliance Officer

M.No. 22370

Registered Office 8 Mills : Village Kanpur, P. O. Box No, 73, Udaipur-313 003 (Raj.)

Phone : (0294) 2490488. 2491489-90 Fax : 0294-2490067 e-mail: udaipur@re|iancechemotex.com

CIN : L40102RJ1977PLC001994

Website : www.re|iancechemotex.com

°

RELIANCE

V“ CHEMOTEX INDUSTRIES LIMITEDCIN I40102Iu1977I1C 001994

RELIANCE CHEMOTEX INDUSTRIES LIMITED

Registered ornte VIIIagz xanpur, Udaiwrs313m3 IRaII

cw tamuzmgwtcumgga Contact 029472490433 FaxND 029472490057

EmaII udaipur@reiientetnemotex [Dru Weosite wwwreiiantetnemotex [Dru

NOTICE OF FDRTIETH ANNUAL GENERAL MEETING

NOTICE IS HEREBY GIVEN THAT THE FORTIETH ANNUAL

GENERAL MEETING [AGM) OF THE MEMBERS OF RELIANCE

EHEMOTEX INDUSTRIES LIMITED wIII beneId at AIka HBteI, Near

Sriastri CircIe, Udaipur on Monday 10‘” September, 2010 at 10:30

A.MtBtransacunefBIIBwIng businesszr

ORDINARY BUSINESS:

1. Toconsiderandadopttne Audited rinanciaIStatementsottrie

CBmpanvartnefInanciaIvearended Marcri 31,201B,togetrier

untri reports ottrie BoardofDirectorsandAuditorstnereon.

2. To decIare a nnaI dividend Bf Rs. lu/sper 10% CumuIatiye

PreferenceSI'IaresBfRs.1UU/sea:n.

3. TodecIareatinaIdiyidend BfRs.1/sperEduIt\/SnaresBfRs.1U/r

eacn.

4. To appoint a Director in pIace Bf Mr. R.N. Sriarma, (DIN:

0035mm wrio retires py rotation, and Being eIigipIe, Bffers

I'IImseIffBrrerappBIntmenL

SPEEIALBUSINESS:

5. To consider continuous appointment of Mi. Kiinoii Lal

Somhalia asan Independentniiectoiottiiecompany

To considerandittriougritnt,to passtnefBIIBwIngresBILmBnas

aSpecla Resolution:

"RESOLVED THAT pursuant to BeguIatiori 17(1AI Bf trie

Securities and Excnange Board Bflndia (Listing opiigations and

DiscIosure Beduirementsi BeguIatioris, 201s (incIudirig any

statutory modincationtsi or reenactmenttsi tnereot fBr tne

time Being in torcei and turtnerto tne approyaI granted pytrie

Members In LI’IE 35‘" AnnuaI GeneraI Meeting neId Bn 29‘"

September, 2014, approyaI ottrie Members Be and is nerepy

granted fBr tne continues appointment Bf Mr. K.L SBntnaIIa(

DIN :UUEBQQSEI as a ‘NBanerLmve, Independent DIreEtBr‘ Bf

trie Company up to 20m Seatember, 2019, not IiapIeto retire py

rotation.

RESOLVED FURTHER THAT LI’IE BBard Bf DIreEtBrs be and Is

nerepy autnorized to settIe any ouestion, ditncuity or doupt

tnat may arise in giying errect to tnis resqution and to do an

sucri acts, deeds, matters and tnings and take aII sucri steps as

may pe necessary, proper or expedient to give effect to tnis

resqution.

s. Toconsidei continuousapp'

ment ofM1.NavayanShmflas

anIndependentniiectoioftnecompany

Toconsider and ittnougntnt,to passtnetoiIounngresoiution as

Resolution:

.74.

"RESOLVED THAT pursuant t: BeguIatiori 17(1AI Bf trie

Securities and Excnange Board oIIndia (Listing opiigations and

DiscIosure Beeuirementsi Beeuiations. 201s (incIudirie any

statutory ranIfIEatIBn(sI or reenactmenttsi tnereot fBr tne

time Being in torcei andturtnertotne approuaI granted pytrie

Members In LI’IE 35‘" AnnuaI GeneraI Meeting neId Bn 29‘"

September, 2014, approyaI Bf tne Members Be and is nerepy

granted fBr tne continues appointment Bf Mr. Narayan snrotr

(DIN : 05207412I as a ‘NBanerImIIe, Independent Director‘ Bf

trie CBmpanvuptBZE‘"September,2019,nBtIIabIetBretlre by

rotation.

RESOLVED FURTHER THAT LI’IE BBard Bf DIreEtBrs be and Is

nerepyautnorizedtosettieanyouestion,ditncuityordoupttriat

mayariseingiyingettecttotnisresoiutionandtodoaIIsucriacts,

deeds, matters and tnings and take aII sucri steps as may pe

necessary,properorexpedienttogiyeettecttotriisresqution."

To ie-appoint Mi. Rahul shiofIIDIN: 01301653) as Executive

Diiectoioftiiecompany

Toconsiderand ittnougntnt,topasstnetoIIoWingresqution as

aSpecialResolufion:

"RESOLVED THAT pursuant (D the perIsIan Bf SeEuan 195,

197,190 and 203 read Witri ScrieduIe v and otrier appIicapIe

proyisioris, if any, Bf trie Companies Act, 2013 read Witri trie

Companies (Appointment arid Remuneration Bf ManageriaI

PeranneI IBuIes, 2014 and Securities and Excriarige Board Bf

India (Listing opiigations and DiscIosure Beouirementsi

BeguIations, 201s (incIuding anv statutory ranIfIEatIBn(sI or

rerenactmendsI tnereot fBr tne time Being in torcei and

provisions Bf tne ArticIes Bf Association Bf tne Company and

supiect to aII otrier reouisite approyaIs, permissions and

sanctions and supiecttosucn conditions as may pe prescriped

pyanyottrie concerned autnorities (itanyi wniiegrantingsucn

approyaIsasmaypeappiicapie,tieconsentottriemempersot

tne Company, and Based on tne recommendation Bf

Nomination and Remuneration CBmmmee, Be and is nerepy

accorded fBr tne reappointment Bf Mr. RanuI snrotr (DIN:

02301593I as trie WI'IBIettlme Director Bf trie Company

designated as Executive Director untri etrect fer 25m

Septemper, 201B fBr a period Bf tnree years at an oyeraII

remuneration upto Rs. 10.00 LaILI'Is permontri incIusiyeotaII

aIIowances and perouisites, as may pe decided pytrie Board Bf

Directors of trie Company and on sticri citrier terms and

conditions, as set out in tne Expianatory Statement annexed

neretownicrisriaiipe deemedtotormpartnereot,untniiperty

to tne Board Bf Directors to aiter and vary tne terms and

conditions Bf appointment and ,I or remuneration, supiect to

tne same riot exceedingtrie Iimirs specified under Scneduiev

Bf trie Companies Act, 2013 and / Br any statutory

deIfI:atIBn(sIBrrerenactmenflshnerer.

RELIANCE

‘l‘ CHEMOTEX INDUSTRIES LIMITEDCIN L40102R11977I1C001994

RESOLVED FURTHER THAT in the event Bf any Statuthy

amendment, delficatlBri Bf feIaxatIBri by the Central

GBvefrimerit LU ScheduIeV Bf the CDmnanles Act, 2013,Bfaflv

other relevant StatutBry enactment(s) thereof In tnIs regard,

the Board Bf BIreetbrs be and Is nereby autnbrIzed (B vary Bf

Inerease tne remuneratIon IneiudIng salary, :BmmlSSan,

berduIsItes, alibwanees eta. vntnIn suen prescribed iImIt Bf

eeIiIngandtnesaIdtermsofagreementbetweentnecbmbany

and Mr. Randi snrotf, Executwe BIreetbr be suItabiy amended

(B gIve etfeet (B suen mdeeranaIn, feIaxatIBri or variatIBri

vntnbut any further referenee (B the members fBr tneIr

abbrovai.

RESOLVED FURTHER THAT the BBde Bf DirecthS Bf the

CBmpanv be and Is nereby autnbnzed (B do» all suen acts and

takeaII suen steps as maybe necessary, perer or expedient (B

gIveetfeettotnIsresoiunon."

a. To ratify the remuneration of cost auditors for the finaneral

yearzma-u.

Tb ebnsIder and Iftnbugntnt, tobass, tnefbiiowmgresbiunbn

asanordinaryResolution

"RESOLVED THAT pursuant LU prvlSlBriS Bf SectIBri 145 and

otherabbhcable brovIsIons,Ifany,ofThe CombanIesAct,2013

read vntn The CombanIes (AudIt and AudItbrs) Rules, 2014

(IneiudIng any statutbry mdetIeanaIn(s) or feenactmerids)

thereof, for the tnne beIng In forte) the payment Bf tne

remuneranon Bf Rs. Sudan/(Rupees Sixty TI'iBusarid Only)

bios abbheabie taxes and reImbursement art but Bf pBCket

expensesatamuaItBM/§.N.N.&ASSBCIBIES,CBSIACCBLAHIBMS

(rIrm RegIstratron MB. 2322) whowas abboInted bythe Board

BfleectBrSBftI'ieCBmpanv,a§"CBStAudlths"(BcBnducttI'ie

audIt art the cost reeords maIntaIned by the CBmpanv for

rInancIal‘fearendIngMarch 31,2019,beandIsherebyratrtIed

andabbrbved.

RESOLVED FURTHER THAT the BBde Bf DirecthS Bf the

CBmpanv be and Is nereby autnbnzed (B do» all suen acts and

take all suen steps as maybe necessary, pererBrexpedlenttB

giveeffecttBtI'ilsfesBIutlB'i.”

Place Mumbai By order ofthe Board

Dam 13‘" Ausufi. 20“ :urReIldllLe CIlellluIex IIIduslnes LIIIIIled

Registered office: 5.”.

Village Kanpur Post Box No 73 vimal Tank

Udaipur 313003 Company SecretaryM.No. 22370

.75.

NOTES FOR MEMBERS' ATTENTION

An Explanatory Statement pursuant to section 102 (1) of

the Companies Act, 2013, in respect of business to be

transacted at Annual General Meeting (AGM), as set put

under item no.(s) 5, 5, 7 and a above and relevant details

ofthe directorsseeking reappointment underitem no.4,

5, SB 7above as required by Regulation 25 (A) and 35 (3)

of the Securities and Exchange Board of india (Listing

Obligations and Disclosure Requirements) Regulations,

2015 (Listing Regulations) and as required under

Secretarial standards . 2 on aeneral Meetings issued by

the institute of Company Secretaries of india is annexed

hereto.

A member entitled m attend and vote BL the AGM is

entitledto appoint a proxyto attend and vote on a poll in

the meeting instead of himself/herself and the proxy

need not be a member of the company. Pursuant to

Section 105 of the Act, a person can act as pmxy on

behalf of members not exceeding Fifty (so) and holding

in the aggregate not morethan ten percent (10%) ofthe

total paid up share capital of the Campany carrying

voting rights. However, a member holding more than

10% of the total paid up share capital of the company

carrying voting rights may appoint a single person as

proxy and such person shall not act as proxy for any

otherperson orshareholders. ifa Proxyis appointedfor

more than fifty Members, the Proxy shall choose any

fiftyMembersandconfirm thesameto the Companynot

later than as hours before the commencement of the

meeting.

The instrument appointing the proxy in order to be

effective should be, duly stamped, completed and signed

and must be deposited at His registered offIce of the

company not less than 42 hours before commencement

ofthe AGM.A proxyform isannexedtothe annual report.

Corporate Members intending to send their authorized

representatives to attend the meeting are requested to

send a duly certified true copy of the Board Resolution

authorizing their representatives to attend and vote on

their behalf atthe AGM.

Members may now avail the facility of nomination as

permitted under Section 72 of the CompaniesAct, 2013 in

respect ofphysicalsharesheld bythem inthe Company, by

nominating in the prescribed form SHVlS which can be

procured from Registrar and Share Transfer Agent (Big

Shares Services Private Limited) a person to whom their

sharesintheCompanyshallvestinthe event oftheirdeath.

x8RELIANCE

CHEMOTEX INDUSTRIES LIMITEDCIN 140102Rl1977l1c 001994

Members holding shares in demat form may contact their

respective depositoryparticipantsforsuchnominations.

Members/vaieS/au'hmixed representatives should

bring copyofAnnualReportandthedulyfilled attendance

slip enclosed herewith to attendthe meeting.

Members are informed that in case of joint holders

attending the Meeting, only such ioint holder who is

higher in the order ofthe nameswill be entitled tovote.

Duringthe period beginning 24 hrs. before the time fixed

for the commencement of the AGM and until the

conclusion ofthe meeting, a memberwould be entitled to

inspect the proxies lodged during the business hours of

the Company, provided that not less than three days of

notice in wvifingisgiveh(otheCompany

Book closure and Dividend

. The Register ofmembers and share Transfer Booksofthe

company will remain closed from Am September, 2018 to

10‘” september, 2012 (both days inclusive) for annual

closing and in conne:tion with the payment of final

dividend, ifdeclaved,faithsfinancialyeavlolTlS.

. Payment of Dividend for the Financial Year ended 31"

Mavch,20]8

i Final Di dend for financial rear ended 31“ March,

2012, asrecommended by Board ofDirectors, ifapproved

bythe members atthe AGM, will be paid on or after 14‘"

september,201stothose memberswhose namesappear

on the Register ofmembers ason the book closure date.

ii. Members holding shares in dematerialized form are

hereby informed that bank particulars registered with

their respective depository participants (DP), with whom

they maintain their DEMAT Accounts will be used bythe

company forthe payment of dividend. Members holding

shares in dematerialized form are requested to intimate

all changes pertaining to their bank details, National

Electronic Clearing service (NECS), Electronic Clearing

Service (ECS), mandates, power of attorney, change of

address, change of name, email address, contact

numbers, etc., to their Depository Participant (DP).

changes intimated to the DP will then automatically be

rejected in the Company‘s record which will help the

Company and the Company‘s Registrars and Transfer

Agents to provide better services. The company or RTA

cannot act on any request received directly from the

membersholdingsharesin electronicformforanychange

ofbankparticularsorbankmandates.5uchchangesareto

beadvised onlytothe DPofthemembers.

iii. Membersholding sharesin physicalform and desirous

.7 5.

10.

11.

12.

of either registering bank particulars or changing bank

particulars already registered against their respective

folios for the payment of dividend are requested to

intimate to Big share Services Private Limited and/or the

company.

Members are encouraged to update their details to

enable expeditiouscreditofcividendintotheir respective

bank accountselectronicallylhvough Automated clearing

House (ACH) mode or such other permitted mode for

creditofdividend.

. In accordance with the amendments to regulation 40 of

Listing Regulation, to be made effective w.e.f 5'"

December, 2012, the securiies and Exchange Board of

lndia (SEBI) has revised the provision relatingtotransfer

of Listing securities and has decide that request for

effective transfer of listed securities shall not be

processed unless the securitiesare held in dematerialized

form with Depository (Naional security Depository

Limited) and (central Depository services lndia Limited).

This measure is aimed at curbingfraud and manipulation

risk in physical transfer of securities by unscrupulous

entities. Transfer of securities only in DEMAT form will

improve ease, facilitate convenience and safety of

transactions for investors. Members holding shares in

physicalform are requested to converttheir holding(s)to

dematerialized form to eliminate all risks associated with

physicalshares.

Members holding shares in physicalform under multiple

folios are requested to send Company‘s Registrar and

share Transfer Agent details of such folios together with

the share certificates for consolidating their holdings in

one folio. such shareholders are also requested to

dematerialize their physical holdings. A consolidated

share certificate will be returned to such Members after

makingreduisitechangestheieon.

Members desiring any inlormation as regards the

Accountsand/oroperation oithecompanyarereduested

to write to the Company at least seven days before the

date ofmeeting so astoenablethe Management to keep

theinformationreadyatthemeeting.

The Register of Directors and Key Managerial Personnel

and lh shareholding and Regisler of Conlracls or

Arrangements in which Directors are interested,

maintained undersections170 and 189 ofthe Companies

Act, 2013 respectively will be available for inspection by

themembersatAGM.

AIIthe documents referred in the notice will be available

\IRELIANCE

CHEMOTEX INDUSTRIES LIMITEDCIN 140102Rl1977l1c 001994

13.

1A.

15.

15.

17

1s.

forinspection by the shareholdersatthe registered office

ofthe Company between 11.00AMto 5.00 PM on allthe

working days excluding saturdayshereofuptothe date of

the meeting.

Members are requested to address all their

correspondence including demat applications, request

for share transfers, intimation of change of address and

othercorrespondencetotheCompany‘sRTA.

M/s Bigshare Services Pvt. ltd.

Bharat Tin works Building,1st Floor,

Opposite vasant Oasis, nextto Keys Hotel Marol

Maroshi Road, Andheri Fast, Mumbai 7400059.

Telr 022752538200/217

Email id lnuestors@bigsharesonline.com

Members are requested to quote their Regd. Folio

Number / DP and Client ID Nos. in all their

Covvespondencewith'he CompanyoritsRTA.

Non Resident lndian Members are requested to inform

RTA ofthe Company anychange in their residential status

on return to lndia for permanent settlement, particulars

of their bank account maintained in lndia with complete

name, branch accoun'typt, account number and address

ofthe bankwith pin codenumber,ifnotfurnished earlier.

Pursuant to circular No. SEBI/HO/ MIRSD/ D0P1/

ClR/P/2013/73 dated 20th April, 2013 has mandated

registration of Permanent Account Number (PAN) and

BankAccount Detailsforall securities holders. Members

holding shares in physical form aretherefore, requested

to submit their PAN and Bank Account Details to

CompanyoritsRTAbysendingadulysignedletteralong

with self-attested copy of PAN Card and original

cancelled cheque. The original cancelled cheque should

bear the name of the Member. in the alternative.

Members are requested to submit a copy of bank

passbook / statement attested by the bank. Members

holding shares in demat form are requested to submit

theaforesaidinformationtotheirrespectiueDepository

Participant.

The annualreport andthe notice ofAGM is available at the

websiteofthecompanyatwww.reliancechemotex.com

The Company has engaged the seruices of Central

Depository Seruices (lndia) Limited (“CDSL”) asAgencyto

pvovidesvofingfacilfly.

Theuoting rights of shareholders shall be in proportionto

their shares in the paid up equity share capital of the

Companyason 5‘”5eptember,201s (Cutroffdate).

.77.

19.

20.

21.

22.

23.

The notice of the meeting along with the Annual Report

2017718isbeingsentthvough electronic mode onlytothe

memberswhose email addresses are registered with the

Company/Depository Parti pant(s), unless any member

has requested for a physical copy of the report. For

memberswhohaue not vegis’eved their email addresses,

physical copies of the Annual Report 2017712 are being

sentbythepermitted mode.

To supportthe “Green lnitiatue“ Memberswho have not

registered their Email addresses are requested to

register the same with Company‘s Registrar and share

TransferAgent.

In compliance with section 108 of CompaniesAct, 2013,

read with Rule 20 of The Companies (Management &

Administration) Rules, 2014. substituted by Companies

(Management and Admi stiation) Amendment, Rules

2015, and Regulation 44(3) of SEBI ( Listing Obligations

and Disclosure Requirements) Regulations 2015,

the

Company has provided a facility to the members to

exercise their uotes electronicallyfrom a place other than

the venue of the AGM through the electronic uoting

service facility arranged by CDSL The facility for voting,

through ballot paper,willalsomade auailable at (heAGM

and members attending the AGM who have not already

cast their uotes by remote eeuoting shall be able to

exercise their right at the AGM through ballot paper.

Members who have cast their uotes by remote eeuoting

prior to the AGM may attend the AGM but shall not be

entitled to cast their uotes again. The instructions for

vemoteew/ofingareannexedtotheNotice.

The Board of Directors has appointed CS Manoj

Maheshwari, FCS 3355, Practicing Company secretary,

Jaipurasthe5crutinizerfortheconductofremote eeuoting

and polling process in a fair and transparent manner and

alsofovpollingat(hefimeof40‘"AGMofthecompany.

The Voting period begins on Thursday, 5‘” September,

2012 at 10.00 AM and ends on sunday, 9‘” September,

2012 at 5.00 PM. During this period shareholders of the

company, holding shares either in physicalform or demat

form ason the cutoff date 5‘" September, 2018 may cast

their uote electronically. The eeuoting module shall be

disablcd by CDstoruotingthcrcaftcr. anccthc uotc on a

resolution is cast by the shareholder, the shareholder

shallnotbeallowedtochangeitsubsequently.

The Final result including remote eeuoting & poll results

shallbe declared on within 42 hours from conclusion

of the Annual General Meeting. The Final result along

with the Scrutinizers Report shall be placed on the

n8RELIANCE

CHEMOTEX INDUSTRIES LIMITEDCIN [40102R11977I1C001994

24.

25.

25.

27.

Company‘s website www.reliancechemotex.com and on

the website of CDSL within two days of passing of

resolution attheAnnralGeneralMeetingoftheCombanv

andcommunicatetoosFLimited simultaneously.

Any person who acquires shares of the Company and

becomes member ofthe Company after dispatch of the

noticeofAGM andhoidingsharesasonthecutcoffdateie

10‘”August,2018mayobtaintheloginlDandpassword by

sending a request at helpdesk.evoting@cdslindia.com.

However, if you are already registered with Cost for

remote ervoting, then you can use your existing user ID

andpasswordforcastingyourvote.

A Route map showing direction to reach the venue ofthe

40‘” Annual General Meeting is given at the end of the

AnnualReport aspartofNotice under requirement ofthe

SecretarialStandard?ofGeneralMeefing.

Pursuant to the pro'li ons of Investor Education and

Protection Fund Authority (Accounting, Audit, Transfer

and Refund) Rules, 2015 (including any amendments

madetherein) (‘The Rules‘), all shares in respect of which

dividend has not been paid or claimed by the

shareholders for 7 (seven) consecutive years or more

would be transferred to the DEMAT Account created by

lnvestor Education and Protection Fund (IEPF) Authority.

The Company has sent reminder letters to the

shareholders whose shares are proposed to be

transferred to iFPF, relating to transfer of underlying

shares. The details ofunclaimed dividends along with full

details of such shareholders are available on company‘s

websitewww.reliancechemotex.com.

All unclaimed dividend of Fnancial year Fr 2009710 has

been transferred intolnvestor Education Protection Fund

of the Central Government. Pursuant to provision of

investor Education Protection Funds Rules, the Company

has uploaded the details of the unpaid and unclaimed

dividends amounts lying with the Company on the

website ofthe Company. un claimed dividend of the Fr

2010711 willfall due lor transfer to the said funds in due

time. Those members who have not enchased their

dividend for the Financialyear 2010711 are requested to

claim it from company or Big shares Services private

limited, the share 'ransfer agent of the Company,

immediately,those memberswhohavenotsofar claimed

their dividend for the subsequent Financial year are also

advisedtoclaimitfrom company.

The sharestransferredto iFPF Authority can be claimed by

the concerned members from the IEPF Authority after

complyingwiththeprccedureprescribedunderiFPFrules.

.73.

The instructions for members for voting electronically are as

under:-

(0

(ii)

(iii)

(M

(V)

M)

(v

The voting period begins on Thursday, a“ september,

2018 and ends on sunday, 9‘” September, 2018. During

this period shareholders‘ ofthe Company, holding shares

eitherin physicalform orin dematerializedform, asonthe

cutoff date (record date) of Wednesday, 5‘” September,

2012 may cast their vote electronically. The ervoting

module shall be disabled by CDstorvotingthereafter.

Log ontothe ervotingwebsitewww.evotingindia.com

Click on shareholders/Members

Now EnteryourUserlD

ForCDsL lsdigitsbenefi’ciarle,

For NSDL 8Character DP lchillowed by s DigitsClientlD,

Members holding shares in Physical Form should enter

Folio Number registered withthe Company.

Next enterthe image Verification as displayed and Click on

Login.

lfyou are holding sharesin dematform and had logged on

to www.evotingindia.com and voted on an earlier voting

ofanycompany, then your existing password isto be used.

lfyou are afirsttimeuserfollcwthestepsg en below

Fol Members midwgshalss in DsmatFulmaffl Puma Palm

err moron rororsirisrrmoc no and n vim/he in Department

IAPPIubIeioibmh demztxhzfeholde/szweiiii piriaisisciouesi

- Members we have ml “MM weir w m. we Caraway!

mm mes-run feuumd re rune nm on ienenmeir

r. allIMIdllmoflhlmmfx-numb-flnfif-lli Mlmw

IhlnimlindafidmlkHV/MI Bailyllvmi/mainirith-HNM. .. r. o. were run. Is Iess mun r We smut: Winnie

mmaev m D‘s more oerrnrer oer or no. no Minna; rm.

.m In tAPim imrs u moor me i. rmrr ham-Mm ,ern

mmheflmemmiuhenflm

vaflsnd Eank

more UK om er

sroer rre amend Ink neroiir or we a? rim (In «mm/rmhmilliImamyourdnmlmumuflnmlmmfllwnmxln

nmnmbfln.EinfilDoElnomthedetzrlnre no lemma! no rr. demo Whoa-r

rimmrremrmrroiionvmremrr.mirerrrsrrumrs

fieuasrriemonaiinmsirumnnliv)

(viii) After entering these details appropriately, click on

(ix)

“SUBMIT“tab.

Members holding shares in physical form willthen reach

directly the Company selection screen. However,

members holding shares in demat form will now reach

‘Password Creafion‘ menu wherein they are required to

maridaio password in the new

password field. Kindly note thatthis password isto be also

used by the demat holders 'or voting for resolutions of

any other company on which they are eligible to vote,

provided that company opts for envofing through CDsL

platform. it is strongly recommended not to share your

password with any other person and take utmost care to

keepyourpasswordconfidential.

eriier llleil lo

x8RELIANCE

CHEMOTEX INDUSTRIES LIMITEDCIN [40102R11977I1C001994

(X)

(Xi)

(xii)

(xiii)

(xiu)

(XV)

(Xvi)

(xvii)

(xuiii)

(xix

For Members holding shares in physicalform, the details

can be used onlyfovetuofing ontheresolutionscontained

inthisNotice.

click on the EVSN for the releuant <Company Name> on

which you choose touote.

On the voting page, you will see “RESOLUTION

DESCRIPTIONH and againstthe same the option HYES/NOH

for uoting. Select the option vEs or NO as desired. The

option YES implies that you assenttothe Resolution and

option NO impliesthatyou dissenttothe Resolution.

Click on the HRESOLUTIONS FILE LINKH ifyou wish to View

the entire Resolution details.

After selectingthe resolution you have decided touote on,

click on “SUBMIT“. A confirmation boxwill be displayed. if

you wish to confirm your uote, click on “OK“, else to

change your uote, cli:k on “CANCEL“ and accordingly

modifyyouruote.

Onceyou “CONFIRM“youruote ontheresolution,you will

not be allowedto modifyyouruote.

rou can also take out print ofthe uoting done by you by

clicking on “Click hereto print“ option on theVoting page.

if Demat account holder has forgotten the changed

password then Enter the User ID and the image

verification code and click on Forgot Password & enter the

detailsasprompted bythe system.

shareholders can also casttheiruote using CDSL‘s mobile

app erofing auailablefor android based mobiles. The ms

Voting app can be downloaded from Google Play store.

Apple and windows phone users can download the app

from the App store and the windows Phone store

respectiuely. Please follow the instructions as prompted

bythe mobile appwhileuoting on your mobile.

) Notefor Non rlnd' dualshareholdersand Custodians

Nonrlndividualshareholders(Le.other(hanlndividualsMUF,

NRl etc.) and Custodian are required to log on to

www.euotingindia.com and register themselues as

Corporates.

(XX)

(A)

(B)

(C)

.79.

A scanned copy of the Registration Form bearingthe stamp

and sign of the entity should be emailed to

helpdesk euoting@cds In .a com

Afterreceiuingthe login detailsa compliance User should be

created usingthe admin login and password.The compliance

User would be able to linkthe account(s) for which they wish

touote on.

The list of accounts linked in the login should be mailed to

helpdesk.euoting@cdslindia.com and on approval of the

accountstheywould be abletocasttheiruote.

A scanned copy of the Board Resolution and Power of

Attorney (POA) which they haue issued in favour of the

custodian, if any, should be uploaded in PDF format in the

systemforthe scrutinizertouerifythe same.

in case you have any dueriesor issuesregarding eruoting,

you may refer the Frequently Asked Questions (“FAQS“)

and eruoting manual available at www.euotingindi com,

under help section or write an email to

helpdesk.euoting@cdslindia.com.

in case ofmembersreceiuingthephysicalcopy

Please follow all stepsfrom sl. no. (i)to sl. no. (xix) aboue

tocastuote.

The uoting period begins on Thursday, 5‘” September,

2018 and ends on Sunday 9‘ September, 2018. During

this period shareholders‘ ofthe company, holding shares

either in physicalform or in dematerialized form, as on the

cutoff date (record date) of Wednesday, 5‘ September,

2012, may cast their vote electronically. The eruoting

moduleshallbedisabled bchstoruotingthereafter.

in case you have any dueriesor issuesregarding eruoting,

you may refer the Frequently Asked Questions (“FAQS“)

and eruoting manual available at www.euotingindia.com

under help section or write an email to

helpdesk.euoting@cdslindia.com.

RELIANCE

V“ CHEMOTEX INDUSTRIES LIMITEDCIN L40102IU1977I1C 001994

ANNEXU RE TO THE NOTICE

EXPLANATDRV STATEMENT IN RESPECT OF THE SPECIAL BUSINESS PURSUANT To SECTION 102 DFTHE COMPANIES ACT, 2013

Item Na. 5 s. 5

Pursuant to Subrvegulafion (1A) of Regulation 17 of the Securities and Exchange Board of India (Listing Obligations and Disclosures

Reduirements) Regulations, 2019 inserted by the Securities and Exchange Board of India (Listing obligations and Disclosures

RequirementsHAmEdeED')Regulations,2018,approvaloftheMembersbywayofaSpecialResolufionisnecessawfovappointment

/continuation ofappointmentofanyNoanxeCufiveDirectovwhohasanained(heageof75(5eventyFive)yeavS.

The Members ofthe Company, attheiv35‘"Annua|Geneval MeetingheId on 29‘”September, 2014,granted approuaIfor appointment

oer. I<ishori LaI SonthaIia (DIN 00299992) & Mr. Narayan Shroff (DIN 9207412) as a "NoanxeCufive, Independent Director" of the

Companyfor a term of 9 (five) yearsw.e.f. 29‘” September, 2014, up to 28‘”September, 2019, not liable to retire by rotation. Mr. I<ishori

LaI SonthaIia hoIdsa degree of Commerce and having 40 rears ofIndustriaI experience and Mr. Narayan Shroff, Commerce Graduate

and having 40 rears of Industry experience. A brief resume of Mr. I<ishori LaI SonthaIia and Mr. Narayan Shroff and their other

details/disclosures under regulation 35 of the Securi es and Exchange Board of India (Listing obligations and Disclosures

Reduirements)ReguIations, 2019 and Secretarial Standard on GeneraIMeetingsissued bytheInstitute ofCompanySecretariesofIndia

aIsoformspartofthisNotice.

The Nomination and Remuneration Committee of the Board of Directors has recommended the coitinuation of Mr. Kishori LaI

SonthaIia &Mv. Narayan Shroff as an “Independent Director" ofthe Company, considering hisrich experience, expertise and uaIuabIe

contribution made tothe Board of Directors ofthe Company.

The Members are, therefore, requested to granttheir approuaI by way of a Special Resolution for the continuation of appointment of

Mr. Kishori LaI SonthaIia and Mr. Narayan Shroff as a "NoanxeCufive, Independent Director" ofthe Company upto 22“ September,

2019, notIiabIetoretire by rotation.

None ofthe Directors, Key Managerial Personnel ofthe Company ortheir reIatiues is in anyway, concerned or interested, financially or

otherwise, inthe aforementioned resolution.

The Board recommendsthe Special Resqution setforth in Item No. 9 &5fov approuaI ofthe Members.

Item Nfl.7

Mr. RahuI Shroff was appoiited asthe Executiue Director ofthe Companyfor a period of 3 years with effect from 25.09.2019, with

approuaI ofthe Members. The present term oer. RahuIShroffcomesto an end on 29‘" September, 201s.The Board has, based on the

recommendation ofthe Nomination and Remuneration Committee and subject to the approuaI of the Members, approued the var

appointment of Mr. RahuI Shroffas Executiue Director for a further period of 3 years, post completion of his presentterm in September

2018.

Mr. RahuI Shroff is not disqualified from being reappointed as a Director in terms ofSection 154 ofthe Act and hasgiuen hisconsentto

act as Executive Director ofthe Company. Mr. Rahul Shroffsatisfies allthe conditions as set out in Section 195(3) ofthe Act and Panrll of

Schedule vtothe Act,for being eIigibIefor his appointment.

Abrieiprotile oiMr. RahuI Shrotf, including nature of his expertise, is annexed with the notice in accordance with Regulation 35 (3) of

SEBI (Listing Regulation).

In so far asthe remuneration oer. RahuI Shroff, as Executiue Director isconcerned,the Membershaue by a Special Resqution at the

AGM held on 12‘" September 2015approued thefoIIowing maximum Iimitswithin which the authority hasbeen deIegated tothe Board

or Committeethereoftofixthe remuneration ofthe Executiue Director. TheTermsofRemuneration are as under

.3 0.

°

RELIANCE

h‘ CHEMOTEXINDUSTRIESLIMITEDcm [40102RJ1977RC 001994

Name Mr. Rahul Shmff

Designation Executive Director

Basic salary From Rs. 2,55,000/rupto Rs. Siaoiooo/r Per Month

House Rent Allowance/ RFHA From Rs. 50,450/rupto Rs. 1,21,000/r Per Month

Dther Allowances From Rs. 25,000/7 Upto Rs. 1.70.000/r Per Month

Extgiafia in lieu oisonus From Rs. sauna/r upto Rs. 1,05,000/7 Per Month

Leave T'aVE' COMESSiO"For family and self, once in ayear asper rulesoithe company, butshallnot exceed the one

month basicsalary.

Mediia'REimbWfimemMedicalReimbursementexpensesincurrediorseliandiamily, butshall not exceed One

month basic salary ayear or 3 Months‘ basic salary over a periods rears.

PersonalAmidem/“fledica' '"SWWEActualpremium on personalaccidental/medicalinsuranceiorseliandtheiamily.

Provident Fund. superannuation fund and Gratuity as per rules oi the Company, subiectto ceiling as per guidelines for Managerial

Remuneration.

carwith Driver and telephone at residence are provided to our Executive Director for business purpose as well as for personal use.

Perouisite valueiorthe use oicarwith Driver hasbeen included in his Computation oilncome asper Section 17(2) oithe IncomeTax

Act. 1951. Howevertelephone provided to our Executive Director is not ataxable perquisite as per section 17(2) oithe lncomeTaxAct,

1951.

Fncasement oileave as per rules oithe Company.

Club Fees issubjectto a maximum oftwo clubs, thiswiII not include admission and life membershipfees.

statement piParti’culars purstanttp Schedulerv piTne Companies Act, 2013

1. General Information

Namre oi industry Manuiacturing and marketing oi Syntbetic Blended rarn

Date or expected date oi commencement oicommercial production, ibe Campany is in operation since August, 1m,

in case oinew companies, expected date oi commencement oi activities as Not Applicable

per proiectapproved byiinancial institutions appearing intbe prospectus,

earneuian rei tne nnaneoi [Rs in iaoi

Financial periormance based ongiven indicators. year ended 31032013

saies ineiudne etnei intone 23535 73

eientibeme eieeonenai b extraordinary itens b m) X] 43

eientopei raxbereie onei eonoienensive intone zss 77

Furelgn investment and collaboration iiany No sucn ioreign investmnnt or collaboration except minor

sbareboldingomon Residentlndians, iiany,

.gi.

°

RELIANCE

V“ CHEMOTEX INDUSTRIES LIMITEDCIN L40102RJ1977I1C 001994

2. information about the appointee

Name Mr. Rahul Shrnff

Background Details Mr. RahuI shroff, Executive Director of the Company since 1’August, 2010. He is a us

Citizen and hasa Bachelor of Science in Management5cience and Master ofEngineeringin Electrical Engineering and Computer Science from Massachusetts lnsitute of

Technology, Cambridge USA. He has been the wholetime Director cum Executive

Director ofReliance Chemotexlndustries Limited for last 9 rears and has been associated

withTexfileIndustryfromLastgvears.

Past Remuneration paid during the

year2017s1s

Rs. 71.11 Lakhs Paid duringtheyear

Recognition orawards N.A

Job profile and hissuitability He looks afterthe daystonay running ofthe company and has substantial power under

supervision, control, direction of Managing Director. He focuses on streamlining the

company‘s manufacturing processes with speci c emphasis on lean ideologies,

analytical reasoning and increased flexibility. He is responsible for the organization‘sincreased exports and its focus on diversifying into qualiwsconscious industrial and

medicaltextilemarkets.

Remuneration proposed Upto Rs. 10.00 Lakhs Per Month

Comparative remuneration profilewith respect to industry, size of the

Company, profile of the position and

person.

The Nomination and Remuneration Committee constituted bythe Board ofDirectors, in

terms of Schedule v ofthe Companies Act, 2013 pursue remuneration of ManagerialPerson in the Textile industry and other Companies comparable with the size of the

Company, industry benchmarkin general, profile and responsibilities of Mr. Rahul shroff,

Executive Director, before approving the remuneration as proposed herein above.

Taking into account the turnover of the company and responsibilities ofthe Executive

Director, remuneration proposed to be paid to him is reasonable and in line with the

remuneration levelsintheindustry acrossthe country.

Pecuniary relationship directly or

indirectly with the company or

relationship with the managerial

Son of Mr. Sanjiv shroff, Managing Director & Mrs. Dipika shroff, Director and brother of

Mr.Ameya shroff, Executive Director ofthe Company.

personnel.ifany.

3. other Infarmafinn

Reasons ot inadeduate

pmfit

The last year has been challenging due to tvvin headvvinds in torm ot lingering effect of demonetization and a

subdued economic environment caused by issues faced during implementation otthe Goods and Services Tax

(ssmhe onetime implementation otthe GSThas ledtoa downturn innrsthaltottrennancial year.

Steps taken or

proposed to be taken

torimprovement

The lndian textile market is almngmnmenmm and is settor resurgence on account otstronggrowth in the domestic

anc export markets. Vnuf Company intends to leverage this along With its longstanding customer relations, deeptocus on understand its cusmmef‘s needs, EXCEIIEntsttssaIES service, innovative product development and versatile

product mix to turther strengthen its sales both globallyand in the domestic market. Furthermore, in its etforts to

remain ahead of the curve, the company has actively taken steps to enhance economies of scale, increase

productivity, reduce costs, shrink delivery schedules, invest in the research and development otnevv products and

aggressively pursue opportunities in new markets. FlriaIIy, Vour Company is also evaluating the feasibility of a

diversitication and expansion proiectwhich wlIIfunI'ieflmpfnvethecnmpafiv‘s bottomline.

Expected increase in

the productivity and

protits in measurable

terms.

Locking to the Company‘s strong performance during the Financial Vear 2017713 The company is cautiously

optimisttor 2015719. The Companylooking atmodernisation otold ring trame andto continued tocus on value

added products, consistent duality and versatile product mix and cost cutting wlII result in increased protit by 2%

(aparox.iottherevenueinthenexttiscal.

.gz.

°

RELIANCE

V“ CHEMOTEX INDUSTRIES LIMITEDCIN 140102Rl1977l1c 001994

A. Disclnsures

lntarmanan an the The sharEHDIders are nanned atthe remuneratmrl gaeRage Df managenal persnnnEI (I'lmugI'l abstracts attenns

remuneratmrl gaeRage einulated ta them as well as EpranatUry statementannexed ta the name atmeetmg m whieh pmpnsaI atthen

atthe managenal appmntmentlspIaCEdbefnrethesharehnIders.

persnnneI

DlSCInsurE an The Bnard Regan and Cnrpnrate savemanee Regan farms gan Df the Annual Regan fur the year and the

remuneratmrl gaeRage remuneratmrl gaeRage and ntherterms aggheabletathe Directnrs have been diselased (Herein.

and ntherterms Df

Bnard under

‘Cnrpnrate

Gavernanee‘ Regan

Theterms of remuneration specified aboue are now being placed before the Membevsfovtheiv approual.

Mr. saniiu Shvoff, Mrs. Dipika Shvoff, Mr. Rahul Shvoff,Mv.Ameya Shvoff and Mr. N.G Rhaitan Directors of the company forthemsewes

and through theirrelatiuestothe extent oftheiv shareholding, if any, in the Company, may be deemed to be concerned or interested,

financially or otherwise, in tte Resolution at SI. Nos. 7, respectiuehy.

saue and exceptthe aboue, none ofthe other Directors, Key Managerial Personnel ofthe Company and/ortheir relatiues are in anyway

concerned or interested,linsncially or otherwise in the said Resolution.The Board recommendsthe Resolutions at item no. 7 of the

Noficefovappvovaloflhe Membersby meansofspecialResolufion

ITEM N0. 3

The Board, on the recommendation of the Audit Committee, has approued the appointment and remuneration of M/s N.N B

Associates, CostAccountantstoconductthe auditofthe cost records ofthe Companyforthefinancialyearending March 31, 2019.

in accordance with the provisions of Section 142 ofthe CompaniesAct, 2013 read with the Companies (Audit and Auditors) Rules,

201A,the remuneration payabletothe CostAuditorhasto be ra 'ed bvtheshaveholdevsofthe Company.

Accordingly, consent ofthe members is soughtfovpassing an DrdinaryResolution as set outin item No. Softhe Noficefov ratification ofthe

remuneration payabletothe ZostAudiIovfov(hefinancialyeav ending March 31, 2019. None ofthe Directors or Rey Managerial Personnel

ofthe Company ortheir relatiues are, in anyway, concerned or interested,linancially or otherwise, in the Resolution set outat item No. 2 of

the Notice.The Board recommendsthe Drdinary Resolution setfonh in item No. B ofthe Noficefov approual cfthe members.

Place Mumhai By order of the Board

Date 13'August,2on ForRehaiceChemotexlndustnestimited

Registered Office:_

“/-VlmalTank

Village Kanpur Post Box No 73

udaipure 313003Company Secretary

M.No. 22370

Details of Director seeking appointment/reappointment atthe AGM (Pursuantto Regulation 25(4) and 35(3) ofthe Listing Regulation

and Secretarialstandamyz oleeneral Meeting)

Name a aneenn MR Rsnuisnmn MR Ru snama Mr M sample MR Rn shaman

aw d22disa2 mam 00st dsmm2

ones) Bmh R nae m2 1955 Emma moan dsdsian

22Reas Mess wees wees

Dale at am me in an ne Be: a 2eoe2dis mums mama 14014011

QuzIm esnan RseReRn m seeRee n Msnaaenen seenae RseReianseenee iniesnie Canneieeaause cannece

mussels) wheeling n ceernai reemaeanan WY emanate

En ween sRaCanRaeiseeee

csReieme sna Expemse areaissiespeienaeiniReResneiRatenr mealsrespeieneemne unreaiaRexReneee n unreaimepeienemausnesssna

techie wads Rusnesssna made new

terms we Commons en Reenrem Ra 7m MmmbfiM ARReineassReecseemue AppfllmfldzsND» Appaineass Murvhxume/Imepemsm

sRReiRmeRu eeRRei men may iaseraienesr nxmwe/lmepemem (new ianee emew Ream

Mullen aieeei Ilzbbmleweby

Numbel m Meenna nuanced 4 2 4 2

dullni he Yul

PeIzmn between aieenn inei se Reaeae Ml sznhushnm Ml Ame»: Ml R u Shawl: lsmllehmd Ml KI sannaia 5 Rat reared Ml vawanhlmfilsmnehmmlw

snsn Mrs Dipiusmmm Ml us Khzrun reawmeiaieeei iaawaneiaieeei mVeldlmol

aeaitsaRRenuReumn last Rs mums snnmeesar snnnReesaR SVIWVstm

aim Rs 252w Rs mSw/e Re 22mm.

Rem snsesnea inmebzmpl R un sosnaes mdsnaes sosnses

Ilsx m aneennsmp ea in he I IMDYeinIeEr Flbresllmnad ul GODIIJ PDIYDIlslIlmnad NII

VubIr Dumplings ssan 1101mm 2 sunnsetaminausmeslmnea

.33.

‘9

RELIANCE

V“ CHEMOTEX INDUSTRIES LIMITEDCIN I40102Iu1977PIC 001994

gig“:RELIANCE

/ CHEMOTEX INDUSTRIES LIMITED

Registered Office: ViIIage Kanpur, Udaipur—313003 (Ray)CIN: L40102RJ1977PLC001994 Contact: 0294-2490488, Fax No. : 0294 4490057

Email: cs@reIiencechemotex.com Website: wwwreIiancechemotexcom

PROXY FORM

(Pursuant to Section 105 (e) of the Companies Act, 2013 and Rule 19 (3) of the Companies (Managementand Administration) Rule, 2014)

Name oItne member (s): Lmaii Id:

ND. oIsnares neId

Registered address: FDIID ND.

DP ID’.

CIient ID’.

’

Appiicabieior investors noIding shares in eIectronicIorm.

I/We being the member(si oItne above named Company hereby appoint:

S.ND. Name Address EmaII address

1 orIaiIing him

1 ortaiiing him

3

as my/our pruxy to attend and vote (on a poIII Ior me/us and on my/our benaII attne40m AnnuaI Generai Meeting oItne Company to be neId on

Monday, 10“ day oISepuember, 2017 allD.BDA.MalNka Hotewearsrastri CIr:IE,UdaIpurr3130013nd atanyadiournmentnereoiinrespectoisucnresoiutionsasareindicated beIow:

”IWisn myaboveProxytovote intne manneras indicatedintneboxbeiow:

s.No. Resolution For Against

1 To. consider and adopt the Audited Financial Statements of the Company for the year ended March

31,2018. togethervvith reportsofthe Board and Auditorsthereon.

2 To declare a Final Dividend ofRs. 10/7 per 10% Cumulative Redeemable Preference shares of Rs. 100/7

each.

To declare a Final Dividend of Rs. 1/7 per Equity Shares otRs 10/7 each.

A To Appoint a Director in place of Mr. R.N. Sharma, who retires by rotation, and being eligible, ofler

himselttorreappointment.

5. To Considerthe Continuousappointment of Mr. Kishori Lal Sonthlia as an Independent Director ofthe

company

5. To Consider the Continuous appointment of Mr. Narayan Shmfl as an Independent Director of the

company

7. To reappoint Mr. Rahul Shmfl(DlN 02301593) as Executive Director ofthe company

8. Ratification ofRemunerationmthe CostAuditors

”Itis optionaIto puta intneappropriatecoiumn againsttne Resoiotions indicated intne Bax. IIyou Ieavetne ‘FDr‘ Dr‘againsl‘ cqumn biank

againslanyuraIIREsDIutiDns,yDurPer\/WIIIbeentilIEdlDI/DleInlhemannerashe/Shelhinksappmpriale.

34.