Sadhana Nitrochem Limited has completed a significant inter-se transfer of shares among its promoter group members, with the latest regulatory filing submitted on December 23, 2025. The transaction involves a substantial 26.65% stake in the company, amounting to 8.77 crore equity shares valued at approximately ₹54.15 crores.

Transaction Overview

The share transfer was executed between November 7-14, 2025, involving key promoter group members. The regulatory disclosure under Regulation 29(2) of SEBI (Substantial Acquisition of Shares and Takeovers) Regulations, 2011 was filed with both BSE Limited and National Stock Exchange of India Limited.

Updated Shareholding Pattern

Following the completion of the inter-se transfer, the shareholding pattern shows significant changes in promoter group holdings. The latest filing reveals updated shareholding positions post-transaction.

Regulatory Compliance Framework

The transaction falls under the exemption provided in SEBI regulations for inter-se transfers among promoter group members. Mr. Abhishek Asit Javeri, serving as Managing Director, was already part of the promoter group, making this an internal restructuring exercise.

Strategic Implications

This restructuring represents a strategic consolidation within the promoter group, with the aggregate promoter and promoter group holding remaining unchanged. The transaction demonstrates the promoter group's commitment to optimizing their shareholding structure for operational efficiency and tax optimization.

The completion of this inter-se transfer strengthens the individual holding of key management personnel while maintaining the overall promoter control structure. With Mr. Abhishek Asit Javeri now holding a significant 14.16% stake, the management's direct involvement in the company's strategic direction is further reinforced.

Sadhana Nitrochem has announced a significant corporate action that could pave the way for future growth and capital raising initiatives. The company's Board of Directors has approved an increase in the authorized share capital and consequent alteration of the Memorandum of Association, subject to shareholder approval.

Key Developments

Board Approval

The Board of Directors passed a circular resolution approving the increase in authorized share capital based on the recommendation of the Audit Committee.

Shareholder Approval Pending

The proposed changes are subject to approval by the company's shareholders at an upcoming Extraordinary General Meeting (EGM).

EGM Preparations

The board has taken several steps to facilitate the EGM:

• Approved the draft notice for the EGM
• Authorized the Company Secretary to sign the notice on behalf of the company
• Decided to use NSDL services for e-voting and video conferencing
• Appointed a scrutinizer to oversee the voting process

Regulatory Compliance

The company has informed the stock exchanges about these developments in compliance with Regulation 30 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015.

Legal Representation

The board has authorized directors to represent the company before judicial, quasi-judicial, and statutory authorities.

Implications

An increase in authorized share capital is often seen as a preparatory step for companies planning to raise additional funds or issue new shares. While the specific reasons for this move have not been disclosed, it could potentially signal Sadhana Nitrochem's intentions for future growth, acquisitions, or other strategic initiatives.

Investors and market watchers will likely keep a close eye on the upcoming EGM and any further announcements from the company regarding its plans for utilizing the increased capital base.

The date for the Extraordinary General Meeting has not been announced yet, but shareholders can expect to receive the official notice soon, which will provide more details on the proposed changes and the voting process.

Sadhana Nitrochem, a player in the chemical industry, appears to be positioning itself for potential expansion or capital restructuring. Shareholders and potential investors should stay tuned for further updates as the company moves forward with this significant corporate action.