Kronox Lab Sciences Limited announced the completion of the transfer of a 64.26% equity stake to Indo Borax & Chemicals Limited on September 29, 2026. This transaction marks a complete change in control, with the outgoing promoters formally reclassified as public shareholders under SEBI regulations.

The sale involved 2,38,44,000 equity shares held by Mr. Ketan Vinodchandra Ramani, Mr. Pritesh Vinodchandra Ramani, and Mr. Jogindersingh Gianchand Jaswal. Following the transfer, the sellers collectively retain a residual holding of 9.95% in the voting share capital. The deal was executed pursuant to a share purchase agreement signed on August 20, 2026, with Zenrock Chemicals Private Limited also party to the agreement.

Regulatory Reclassification and Open Offer

Pursuant to Regulation 31A(10) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, the erstwhile promoter group has ceased to be members of the promoter group. The company confirmed that the sellers do not hold more than 10% of total voting rights, exercise control over affairs, hold special rights, or have representation on the board. Consequently, they are reclassified as public shareholders.

Indo Borax & Chemicals Limited, along with Zenrock Chemicals Private Limited acting in concert, has undertaken an open offer to acquire up to 95,70,000 equity shares, representing 25.79% of the voting share capital, from public shareholders. This open offer is being made in compliance with SEBI (Substantial Acquisition of Shares and Takeovers) Regulations, 2011.

Board Overhaul and New Leadership

Consequent to the change in control, the entire board structure was reconstituted. The outgoing Managing Director, Mr. Jogindersingh Gianchand Jaswal, resigned immediately, along with executive directors Mr. Ketan Ramani and Mr. Pritesh Vinodchandra Ramani. Additionally, Chief Financial Officer Mr. Samir Gadhiya stepped down from his role as CFO, though he will continue as an employee in senior management.

The new board includes:

• Mr. Suresh Kalra: Appointed as Managing Director and CEO (5-year term).
• Mr. Sunil Malhotra: Appointed as Whole-time Director (5-year term).
• Mr. Harsh Malhotra: Appointed as Executive Director (5-year term).
• Mr. Shashikant Bharuka: Appointed as Chief Financial Officer.

Three new independent directors were also appointed: Mr. Amit Kumar Sharma, Ms. Anuradha Suneet Maheshwari, and Mr. Dhananjay Tapasvi. All three resigning independent directors (Mr. Parth Shah, Ms. Krutika Arunkumar Negandhi, and Mr. Satish Kumar) stepped down simultaneously.

Committee Reconstitution

All statutory committees were reconstituted to reflect the new leadership. Mr. Dhananjay Tapasvi heads the Audit Committee, while Ms. Anuradha Suneet Maheshwari chairs the Stakeholders Relationship Committee. The Nomination and Remuneration Committee is chaired by Mr. Dhananjay Tapasvi.

Transition Support Agreements

To ensure operational continuity, the company entered into consultancy agreements with the three former promoters. Each agreement is for a period of 36 months with a fixed aggregate fee of ₹2.10 crore per consultant. These agreements cover transition support for research, development, production, and quality assurance, including oversight of the proposed manufacturing facility at GIDC, Dahej-II.

What the Numbers Show

The transaction highlights a clean exit strategy where former promoters retain a minority stake (9.95%) while securing substantial consultancy fees (₹6.30 crore aggregate) for a three-year transition period. This structure suggests that while Indo Borax assumes full governance control, it relies on the technical expertise of the founding family for operational stability during the critical post-acquisition phase.

Kronox Lab Sciences shareholders approved all four ordinary resolutions at its 17th annual general meeting held on September 16, 2026. The final dividend of ₹0.50 per equity share for FY26 and the reappointment of Jogindersingh Jaswal as director received overwhelming support.

The scrutinizer’s report, submitted by Devesh Pathak & Associates, confirmed that the resolutions were passed with more than 99.97% of votes cast in favour. A total of 33 shareholders participated in the voting process, comprising two promoters and 31 public shareholders (one present via video conferencing and 32 via remote e-voting).

Voting Results

The company recorded a total of 17,758,011 valid votes out of 37,104,000 equity shares held by 32,116 shareholders on the record date of September 9, 2026. This represents a participation rate of approximately 47.86% of outstanding shares.

Promoter group shareholders, holding 27,534,000 shares, voted unanimously in favour of all resolutions through remote e-voting. Public institutional shareholders also voted entirely in favour. Among public non-institutional shareholders, while remote e-voting saw a split (45.17% against), those attending the meeting via video conferencing voted unanimously in favour, resulting in an overall majority support for all agenda items.

Key Resolutions Passed

Shareholders approved the following ordinary resolutions during the proceedings:

• Adoption of audited financial statements for the fiscal year ended March 31, 2026
• Declaration of a final dividend of ₹0.50 per equity share for FY26
• Reappointment of Jogindersingh Jaswal (DIN: 02385809) as director by rotation
• Ratification of remuneration payable to cost auditors for FY27

Management Presence

Jogindersingh Jaswal, chairman and managing director, presided over the meeting. Other directors present included Ketan Ramani, Pritesh Ramani, Kratika Negandhi, Parth Shah, and Satish Kumar.

Key managerial personnel Samir Gadhiya (chief financial officer) and Nikhil Goswami (company secretary) attended via VC. Statutory auditor Mahesh Udhwani, internal auditor Jaimin Modi, and secretarial auditor Devesh Pathak were also present.

Voting Process

The company secretary confirmed that quorum was present through VC/OAVM facilities provided by Kfin Technologies Limited. Members who had not voted electronically before the meeting were given 15 minutes after its conclusion to cast their votes. Results were disseminated to stock exchanges and posted on the company website on September 17, 2026.