NCLT Rejects Insolvency Plea Against Heranba Organics as Debt Falls Below Threshold

Heranba Industries Limited has informed the stock exchanges that the Hon'ble National Company Law Tribunal, Mumbai Bench-VI has dismissed an insolvency application filed against its wholly owned subsidiary, Heranba Organics Private Limited. The disclosure was made pursuant to Regulation 30 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, and is an update to an earlier intimation letter dated February 27, 2026.

NCLT Order and Grounds for Dismissal

The NCLT passed its final order vide Order No. CP (IB)/190(MB)2026 on May 12, 2026, rejecting and dismissing the application filed by Haresh Petrochem Private Limited under Section 9 of the Insolvency and Bankruptcy Code, 2016 against Heranba Organics Private Limited. The tribunal held that upon exclusion of the interest component claimed by the applicant, the principal operational debt amount fell below the threshold limit prescribed under Section 4 of the Insolvency and Bankruptcy Code, 2016, rendering the application not maintainable.

As a direct outcome of the dismissal, no Corporate Insolvency Resolution Process has been initiated against Heranba Organics Private Limited pursuant to the said application.

Key Details of the Order

The following details have been disclosed by the company in accordance with Schedule III of SEBI LODR:

Parameter:	Details
Authority:	Hon'ble National Company Law Tribunal, Mumbai Bench-VI
Applicant:	Haresh Petrochem Private Limited
Respondent:	Heranba Organics Private Limited (Wholly Owned Subsidiary)
Order Number:	CP (IB)/190(MB)2026
Date of Order:	May 12, 2026
Nature of Action:	Final order under Section 9 of the Insolvency and Bankruptcy Code, 2016
Outcome:	Application dismissed/rejected as not maintainable
CIRP Initiated:	No
Impact on Heranba Industries Limited:	No material adverse impact
Next Steps / Hearing Date:	NA
Interim Orders:	NA

Impact on Heranba Industries Limited

Heranba Industries Limited has confirmed that there is no material adverse impact on the company pursuant to the NCLT order. Heranba Organics Private Limited may take such necessary steps as may be advised in accordance with applicable law. The company has stated it will provide timely updates on further developments, if any, in the matter.

The disclosure was signed by Abdul Latif, Company Secretary & Compliance Officer of Heranba Industries Limited, on May 13, 2026.

1 Day	5 Days	1 Month	6 Months	1 Year	5 Years
-1.12%	-9.18%	+2.12%	-25.29%	-20.73%	-72.09%

Heranba Industries Limited has disclosed the completion of an internal debt restructuring transaction involving its wholly owned subsidiary, Heranba Organics Private Limited (HOPL). On May 7, 2026, HOPL allotted 45,00,00,000 (Forty Five Crores) fully paid-up Optionally Fully Convertible Debentures (OFCDs) of face value ₹10/- each, at par, to Heranba Industries Limited. This allotment was made against the conversion of existing unsecured Inter-Corporate Deposits (ICDs) granted by the Company to HOPL, with no fresh cash outflow involved. The disclosure has been made pursuant to Regulation 30 read with Schedule III, Part A of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015.

Transaction Overview

The transaction represents a conversion of unsecured ICDs into unsecured OFCDs of equivalent value. The Board of Directors of Heranba Industries had considered and approved this proposal at their meeting held on April 27, 2026, as communicated through an earlier intimation on the same date. The acquisition is a one-time transaction, completed upon allotment of the OFCDs by HOPL. No governmental or regulatory approvals were required for this transaction.

The key details of the acquisition are presented below:

Parameter:	Details
Instrument:	Optionally Fully Convertible Debentures (OFCDs)
Number of OFCDs Allotted:	45,00,00,000 (Forty Five Crores)
Face Value per OFCD:	₹10/-
Allotment Basis:	At par, private placement
Total Consideration:	Rs. 450.00 Crores
Consideration Type:	Conversion of existing unsecured ICDs
Date of Allotment:	May 7, 2026
OFCD Type:	1% Unsecured OFCDs

About Heranba Organics Private Limited

HOPL is a material unlisted wholly owned subsidiary of Heranba Industries Limited, incorporated on August 29, 2022, and engaged in the business of Agro Chemicals. The company is incorporated and operates in India. The financial profile of HOPL, based on available audited data, is outlined below:

Parameter:	Details
Authorised Share Capital:	Rs. 15,00,000/- divided into 1,50,000 Equity Shares of Rs. 10/- each
Issued & Paid-up Share Capital:	Rs. 10,00,000/- divided into 1,00,000 Equity Shares of Rs. 10/- each
Industry:	Agro Chemicals
Date of Incorporation:	August 29, 2022
Country of Presence:	India

The last three years of HOPL's turnover are as follows:

Financial Year:	Turnover
FY 2024-25:	Rs. 220.58 Crores
FY 2023-24:	Rs. 0.27 Crores
FY 2022-23:	Rs. Nil

Related Party and Shareholding Details

HOPL is a related party of Heranba Industries, being its wholly owned subsidiary. Mr. Sadashiv K. Shetty, Mr. Raghuram K. Shetty, Mr. Shiraj S. Shetty, Mr. Raunak R. Shetty, and Mr. Anilkumar M Marlecha serve as common directors on the Boards of both the Company and HOPL. The conversion of ICDs into OFCDs has been undertaken on an arm's-length basis. Heranba Industries continues to hold 100% of the equity share capital and control of HOPL both prior to and after the transaction, with no impact on shareholding or control.

Regulatory Compliance

The disclosure has been made in compliance with Regulation 30 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, read with SEBI Circular No. SEBI/HO/CFD/CFDPoD-1/P/CIR/2023/123 dated July 13, 2023, and SEBI/HO/CFD/PoD2/CIR/P/0155 dated November 11, 2024. The filing was signed by Abdul Latif, Company Secretary and Compliance Officer (Membership No.: A17009), on May 7, 2026.