61 In compliance with Regulation 23(4) of the Listing Regulations, approval of the members is required for entering into or continuing material related party transactions. Considering the industry in which the Company and Amal Speciality Chemicals Ltd (ASCL), material wholly-owned subsidiary company of the Company operate, both work closely with related parties to achieve business objectives and enters into various operational transactions with related parties, from time to time, in the ordinary course of business and on an arm’s length basis. The annual consolidated turnover of the Company for the financial year ended on March 31, 2024, is ` 8,609 lakhs. Amongst the transactions with Atul Ltd (Atul), a related party, the estimated value of the transaction entered into | to be entered into during financial years 2025-26 and 2026-27, may exceed the threshold and hence the transactions by the Company and ASCL with Atul will be material related party transactions. The Company is approaching the members for approval of the material related party transaction for financial years 2025-26 and 2026-27 as set out in the resolution. The transactions with Atul will help the Company and ASCL to achieve synergies and economies of scale and will be in the best interest of the members. Further, the transactions will help bring efficiency in operational and logistics costs, strengthen sustainability and leverage the knowledge pool across functions. In the interest of the Company, the similar transactions were approved by the members for the financial year 2023-24 and 2024-25. The relevant information pertaining to material-related party transactions with Atul as required under the SEBI Circular No. SEBI/HO/CFD/CMD1/CIR/P/2021/662 dated November 22, 2021, is given below: No. Particular Details | information pertaining to transactions 1 Nature of relationship Atul Ltd is promoter company of the Company. Atul Ltd holds 49.86% equity shares along with Atul Finserv Ltd in the Company. 2 Nature, material terms, monetary value, tenure and particulars of contracts or arrangement Arm’s length at mutually agreed terms and conditions 3 Any advance paid or received for the contract or arrangement, if any Nil 4 A statement that the valuation or other external report, if any, relied upon by the listed entity in relation to the proposed transaction will be made available through the registered email address of the shareholders The proposed transactions have been evaluated by an independent valuer in terms of pricing and arm’s length criteria and the report confirms that the proposed transactions are at an arm’s-length and in the ordinary course of business. 5 Percentage of the Company’s annual consolidated turnover for the immediately preceding financial year 2023-24, that is represented by the value of the proposed related party transactions Transaction by: Amal Ltd with Atul Ltd: 15% Amal Speciality Chemicals Ltd with Atul Ltd: 24%
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