Promoters of Kronox Lab Sciences have signed a share purchase agreement (SPA) to sell a controlling stake in the listed chemical firm to Indo Borax & Chemicals Limited. The deal involves the transfer of 2,38,44,000 equity shares, representing approximately 64.26% of the company’s total paid-up equity capital.

The agreement was executed on August 20, 2026, by Mr. Ketan Vinodchandra Ramani, Mr. Pritesh Vinodchandra Ramani, and Mr. Jogindersingh Gianchand Jaswal. Collectively known as the sellers, these promoters currently hold a combined 74.21% stake in the company. The acquirer, Indo Borax & Chemicals Limited, along with Zenrock Chemicals Private Limited acting as persons acting in concert, will assume control upon completion.

Transaction Structure

The base price for the shares under the SPA is ₹103.22 per equity share. However, when inclusive of consultancy fees payable by the company to the sellers for transition support, the effective price rises to ₹105.87 per share. This valuation is calculated in accordance with Regulation 8(7) of the SEBI Substantial Acquisition of Shares and Takeovers (SAST) Regulations.

Key terms of the agreement include:

• The sellers will retain a remaining holding of 9.95%, which is subject to a lock-in period specified in the SPA.
• Upon expiry of the lock-in, any further transfer by the sellers requires the acquirer’s right of first refusal.
• The sellers have undertaken non-compete and non-solicit obligations for an identified period.
• Post-completion, the sellers will enter into a consultancy agreement with the company.

Change in Control

The transaction results in a significant shift in management and control. Upon completion, Indo Borax & Chemicals Limited will be classified as the promoter, while Zenrock Chemicals Private Limited will be part of the promoter group. The existing promoters will cease to be in control and will be reclassified into the public category under Regulation 31A(10) of the SEBI Listing Obligations and Disclosure Requirements (LODR) Regulations.

Indo Borax & Chemicals Limited will appoint three nominee directors to the board, and the outgoing promoters will resign from their positions. Between the execution date and completion, the sellers have agreed to operate the business in the ordinary course, refraining from material changes such as entering into new related-party contracts, creating asset encumbrances, or declaring dividends without prior written approval from the acquirer.

Regulatory Implications

Pursuant to Regulation 3(1) and Regulation 4 of the SAST Regulations, 2011, the acquirer is required to make a mandatory tender offer to public shareholders. The company disclosed this development within 24 hours of becoming aware of the SPA, complying with Regulation 30(6) of the LODR Regulations. Further disclosures regarding the open offer and completion status will be made as required.

Kronox Lab Sciences Limited reported a significant improvement in profitability for the first quarter of FY26. The company’s net profit after tax rose 60% year-on-year to ₹25.85 crore, compared to ₹16.17 crore in the corresponding period of the previous fiscal. This growth was supported by a 34% increase in revenue from operations, which reached ₹71.33 crore against ₹53.32 crore in Q1FY25.

The company filed its unaudited financial results with stock exchanges on August 16, 2026, pursuant to Regulation 47 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015. The results were published in Indian Express (English) and Financial Express (Gujarati) on August 14, 2026.

Financial Performance

Revenue from operations grew steadily, reflecting stronger business activity. Other income also saw a substantial increase, contributing to the bottom-line expansion. The total comprehensive income for the quarter stood at ₹25.85 crore.

What the Numbers Show

The divergence between revenue growth (34%) and profit growth (60%) indicates an expansion in operating leverage or a significant contribution from non-operating sources. With other income rising from ₹17.64 crore to ₹23.62 crore (+34%), it remains a material component of the company’s earnings structure, suggesting that profitability is partially dependent on factors beyond core operational revenue generation.

Regulatory Disclosures

Nikhil Goswami, Company Secretary and Compliance Officer (Membership No. A68272), signed off on the filing. The company also disclosed details regarding its registered office and corporate identification numbers as part of the standard regulatory requirements.