Catalyst Trusteeship Limited Discloses Pledge Creation Over 24,44,534 Equity Shares of Indo Borax Chemicals Under SEBI SAST Regulations

2 min read     Updated on 15 May 2026, 01:08 PM
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Catalyst Trusteeship Limited disclosed the creation of a pledge over 24,44,534 equity shares (7.62%) of Indo Borax Chemicals Limited on May 12, 2026, under SEBI SAST Regulations. The pledge secures 39,000 non-convertible debentures of face value INR 1,00,000 each, aggregating INR 390,00,00,000, issued by Zenrock Chemicals Private Limited. Post-transaction, total shares encumbered with Catalyst Trusteeship Limited stand at 1,23,26,764, representing 38.42% of the company's total share/voting capital. The company's equity share capital remains unchanged at Rs. 3,20,90,000, comprising 3,20,90,000 equity shares of Rs. 1 face value each.

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Indo Borax & Chemicals has been the subject of a regulatory disclosure filed on May 14, 2026, under Regulation 29(2) of the Securities and Exchange Board of India (Substantial Acquisition of Shares and Takeover) Regulations, 2011. Catalyst Trusteeship Limited, acting as Debenture Trustee on behalf of debenture holders, has reported the creation of a pledge over certain equity shares of the company, with the transaction date recorded as May 12, 2026.

Pledge Created to Secure Debenture Issuance

The pledge was created in favour of Catalyst Trusteeship Limited to secure the issuance of 39,000 senior, secured, unlisted, unrated, redeemable and non-convertible debentures having a face value of INR 1,00,000 (Indian Rupees One Lakh) each, aggregating up to INR 390,00,00,000 (Indian Rupees Three Hundred and Ninety Crore). These debentures were issued by Zenrock Chemicals Private Limited in favour of Catalyst Trusteeship Limited in its capacity as Debenture Trustee for the benefit of debenture holders. The mode of acquisition is described as creation of pledge over equity shares of the target company.

Key Transaction Details

The following table summarises the key parameters of this disclosure:

Parameter: Details
Target Company: Indo Borax Chemicals Limited
Acquirer: Catalyst Trusteeship Limited (as Debenture Trustee)
Acquirer belongs to Promoter/Promoter Group: No
Mode of Transaction: Creation of pledge over equity shares
Date of Transaction: May 12, 2026
Disclosure Date: May 14, 2026
Debentures Secured: 39,000 senior, secured, unlisted, unrated, redeemable NCDs
Face Value per Debenture: INR 1,00,000
Aggregate Debenture Value: INR 390,00,00,000
Issuer of Debentures: Zenrock Chemicals Private Limited

Shareholding and Encumbrance Position

The disclosure provides a detailed breakdown of the encumbered shareholding position before and after the pledge creation. The equity share capital of Indo Borax Chemicals Limited stands at Rs. 3,20,90,000, comprising 3,20,90,000 equity shares having a face value of Rs. 1 each, both before and after the transaction.

Metric: Number of Shares % of Total Share/Voting Capital % of Total Diluted Share/Voting Capital
Shares encumbered before transaction: 98,82,230 30.80% 30.80%
Shares pledged/encumbered in this transaction: 24,44,534 7.62% 7.62%
Total shares encumbered after transaction: 1,23,26,764 38.42% 38.42%

Regulatory Compliance

The disclosure was submitted to both BSE Limited and the National Stock Exchange of India Limited in compliance with Regulation 29(2) of the SEBI (Substantial Acquisition of Shares and Takeover) Regulations, 2011. The filing was signed by Deesha Srikkanth, Senior Vice President at Catalyst Trusteeship Limited, on May 14, 2026, from Mumbai. Catalyst Trusteeship Limited is not part of the promoter or promoter group of Indo Borax Chemicals Limited.

Historical Stock Returns for Indo Borax & Chemicals

1 Day5 Days1 Month6 Months1 Year5 Years
-0.09%+1.11%+7.42%+4.70%+46.49%+85.40%

How might the increase in pledged shares from 30.80% to 38.42% impact investor confidence and the stock price of Indo Borax Chemicals Limited in the near term?

What are the potential risks for Indo Borax Chemicals shareholders if Zenrock Chemicals Private Limited defaults on its INR 390 crore NCD obligations, triggering invocation of the pledged shares?

What is the strategic rationale behind Zenrock Chemicals Private Limited raising INR 390 crore through NCDs, and how could the deployment of these funds affect its financial relationship with Indo Borax Chemicals?

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Indo Borax & Chemicals Postal Ballot Results: All Four Resolutions Passed via Remote E-Voting

5 min read     Updated on 12 May 2026, 03:51 AM
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Indo Borax & Chemicals Limited successfully concluded its postal ballot remote e-voting process with all four resolutions—covering ESOP 2026 introduction, ESOP grant exceeding 1% of issued capital, investments beyond Section 186 limits, and commission to non-executive directors—passed with requisite majority. The e-voting ran from April 09, 2026 to May 08, 2026, with 17094723 votes polled representing 53.2712% of total outstanding shares across 20751 registered shareholders. The scrutinizer's report by CS Sandhya R. Malhotra of M/s. Manish Ghia & Associates confirmed all special resolutions received more than three times the votes in favour versus against.

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Indo Borax & Chemicals Limited has successfully concluded its postal ballot remote e-voting process, with all four resolutions receiving shareholder approval. The e-voting period commenced on Thursday, April 09, 2026, at 9:00 a.m. (IST) and concluded on Friday, May 08, 2026, at 5:00 p.m. (IST). The results were submitted to the stock exchanges on May 11, 2026, pursuant to Regulation 44 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015.

Voting Participation Overview

The record date for the postal ballot was April 03, 2026, on which a total of 20751 shareholders were registered. The company dispatched the postal ballot notice electronically on Wednesday, April 08, 2026, and published an advertisement in The Free Press Journal (English) and Navshakti (Marathi) on Thursday, April 09, 2026. The overall voting participation across all resolutions is summarised below.

Parameter: Details
Record Date: April 03, 2026
Total Shareholders on Record Date: 20751
Total Shares: 32090000
Total Votes Polled: 17094723
% of Votes Polled on Outstanding Shares: 53.2712%
No. of Resolutions Passed: 4
E-Voting Agency: MUFG Intime India Private Limited

Resolutions Considered and Results

Four resolutions were put to shareholders through the postal ballot process. Three were special resolutions and one was an ordinary resolution. All were declared passed with requisite majority. The scrutinizer's report confirmed that for all three special resolutions, votes cast in favour exceeded three times the votes cast against, while the ordinary resolution received a simple majority in favour.

Resolution 1 — ESOP 2026 Introduction (Special Resolution)

Shareholders considered and approved the introduction and implementation of the "Indo Borax & Chemicals Limited Employees Stock Option Plan – ESOP 2026."

Category: Shares Held Votes Polled % Polled Votes in Favour Votes Against % in Favour % Against
Promoter & Promoter Group: 16300230 16300230 100 16300230 0 100 0
Public – Institutions: 868459 230849 26.5815 112678 118171 48.8103 51.1897
Public – Non Institutions: 14921311 563644 3.7774 563594 50 99.9911 0.0089
Total: 32090000 17094723 53.2712 16976502 118221 99.3084 0.6916

Result: Passed — 36 members voted in favour (16976502 valid votes, 99.3084%), while 2 members voted against (118221 valid votes, 0.6916%).

Resolution 2 — ESOP 2026 Grant Exceeding 1% of Issued Capital (Special Resolution)

Shareholders approved the grant of Employee Stock Options equal to or exceeding 1% of the issued capital of the company to identified employees under the ESOP 2026 plan.

Category: Shares Held Votes Polled % Polled Votes in Favour Votes Against % in Favour % Against
Promoter & Promoter Group: 16300230 16300230 100 16300230 0 100 0
Public – Institutions: 868459 230849 26.5815 112678 118171 48.8103 51.1897
Public – Non Institutions: 14921311 563644 3.7774 563594 50 99.9911 0.0089
Total: 32090000 17094723 53.2712 16976502 118221 99.3084 0.6916

Result: Passed — 36 members voted in favour (16976502 valid votes, 99.3084%), while 2 members voted against (118221 valid votes, 0.6916%).

Resolution 3 — Investments and Loans Beyond Section 186 Limits (Special Resolution)

Shareholders approved the company's ability to make investments, give loans, guarantees, and security in excess of the limits specified under Section 186 of the Companies Act, 2013.

Category: Shares Held Votes Polled % Polled Votes in Favour Votes Against % in Favour % Against
Promoter & Promoter Group: 16300230 16300230 100 16300230 0 100 0
Public – Institutions: 868459 230849 26.5815 112678 118171 48.8103 51.1897
Public – Non Institutions: 14921311 563644 3.7774 563394 250 99.9556 0.0444
Total: 32090000 17094723 53.2712 16976302 118421 99.3073 0.6927

Result: Passed — 35 members voted in favour (16976302 valid votes, 99.3073%), while 3 members voted against (118421 valid votes, 0.6927%).

Resolution 4 — Commission to Non-Executive Directors (Ordinary Resolution)

Shareholders approved the payment of remuneration by way of commission to directors other than the Managing Director and Whole-Time Director.

Category: Shares Held Votes Polled % Polled Votes in Favour Votes Against % in Favour % Against
Promoter & Promoter Group: 16300230 16300230 100 16300230 0 100 0
Public – Institutions: 868459 230849 26.5815 230849 0 100 0
Public – Non Institutions: 14921311 563644 3.7774 563394 250 99.9556 0.0444
Total: 32090000 17094723 53.2712 17094473 250 99.9985 0.0015

Result: Passed — 36 members voted in favour (17094473 valid votes, 99.9985%), while 2 members voted against (250 valid votes, 0.0015%).

Scrutinizer's Details

The postal ballot process was scrutinized by CS Sandhya R. Malhotra, Partner at M/s. Manish Ghia & Associates, Company Secretaries, appointed by the Board of Directors on April 06, 2026. The scrutinizer's report was issued to the company on May 11, 2026.

Parameter: Details
Scrutinizer Name: CS Sandhya R. Malhotra
Firm Name: M/s. Manish Ghia & Associates
Qualification: CS
Membership Number: 6715
Date of Board Appointment: April 06, 2026
Report Issuance Date: May 11, 2026

The scrutinizer confirmed that for Resolution Nos. 1, 2, and 3 (Special Resolutions), votes cast in favour exceeded three times the votes cast against. For Resolution No. 4 (Ordinary Resolution), votes cast in favour exceeded those cast against. All resolutions contained in the Postal Ballot Notice dated April 06, 2026 were accordingly declared passed with requisite majority. The results and scrutinizer's report have been uploaded on the company's website at www.indoborax.com and on the e-voting agency's platform. The filing was signed by Pravin Chavan, Company Secretary & Compliance Officer, Membership No. A16857.

Historical Stock Returns for Indo Borax & Chemicals

1 Day5 Days1 Month6 Months1 Year5 Years
-0.09%+1.11%+7.42%+4.70%+46.49%+85.40%

How many stock options will Indo Borax & Chemicals grant under ESOP 2026, and which key employees or management levels are identified for grants exceeding 1% of issued capital?

What specific investments, loans, or guarantees is Indo Borax & Chemicals planning that necessitated shareholder approval to exceed Section 186 limits, and which subsidiaries or entities are likely targets?

Given that institutional investors voted nearly 51% against the ESOP resolutions, what concerns might they have raised, and could this signal broader governance scrutiny of the company?

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1 Year Returns:+46.49%