Transchem Limited , a company listed on the Bombay Stock Exchange, has announced a series of strategic decisions that could significantly alter its capital structure and financial capabilities. The company's Board of Directors, in a meeting held on November 21, 2025, approved several key measures subject to shareholder and regulatory approvals.

Warrant Issue to Non-Promoter Investors

The Board has given the green light for issuing up to 6.15 crore warrants, each convertible into one equity share, to non-promoter investors. This move is set to raise up to Rs. 461.25 crore, with each warrant priced at Rs. 75. The proposed allottees include:

This preferential issue, if fully subscribed and converted, would result in a significant change in the company's ownership structure, with the new investors collectively holding 83.40% of the expanded equity.

Increase in Authorized Share Capital

To accommodate this potential expansion, Transchem's Board has approved an increase in the authorized share capital from Rs. 30 crore to Rs. 75 crore. This change will amend Clause 5 of the company's Memorandum of Association, increasing the number of authorized equity shares from 3 crore to 7.5 crore, each with a face value of Rs. 10.

Enhanced Investment and Loan Authority

The Board has also sought shareholder approval to increase the company's authority for making investments, providing loans, or offering guarantees. The proposed limit is set at Rs. 250 crore, a move that could significantly enhance Transchem's financial flexibility and investment capabilities.

Warrant Exercise Terms

The warrants come with an 18-month exercise period from the date of allotment. In line with SEBI regulations, allottees will need to pay 25% of the consideration upfront, with the remaining 75% due at the time of converting the warrants into equity shares.

Upcoming Extraordinary General Meeting

To seek shareholder approval for these decisions, Transchem has scheduled an Extraordinary General Meeting (EGM) for December 20, 2025, to be held via video conferencing.

These developments mark a potential turning point for Transchem Limited, possibly setting the stage for significant changes in its capital structure, ownership, and financial capabilities. Shareholders and market observers will be keenly watching how these moves unfold and impact the company's future trajectory.

Transchem has announced robust financial results for the second quarter and first half of fiscal year 2026, along with plans for a significant acquisition in the financial services sector.

Financial Performance

The company's Board of Directors approved the unaudited financial results for Q2 and H1 FY2026, revealing impressive growth:

Strategic Acquisition

In a move to diversify its business portfolio, Transchem has granted in-principle approval to acquire 100% equity in Greshma Shares & Stocks Limited (GSSL), a stock broking and financial services company. Key details of the proposed acquisition include:

• Acquisition Target: Greshma Shares & Stocks Limited
• Equity Stake: 100%
• Shares to be Acquired: 1,55,16,000
• GSSL Financials (as of March 2025):
  • Annual Turnover: ₹11.32 crores
  • Net Worth: ₹15.89 crores

The acquisition is subject to due diligence and regulatory approvals from SEBI, stock exchanges, and depositories. Upon completion, GSSL would become a wholly-owned subsidiary of Transchem.

Strategic Implications

This acquisition marks Transchem's entry into the comprehensive financial services sector. The move is expected to:

1. Diversify Transchem's business portfolio
2. Leverage GSSL's platform for stock broking and wealth management
3. Expand service offerings to include equity and derivatives trading on BSE and NSE

Timeline and Process

• The acquisition process is expected to be completed within 3 months of entering the non-binding term sheet.
• The transaction will be an all-cash deal, with the final price to be determined after due diligence.

Corporate Actions

In addition to the financial results and acquisition plans, Transchem has taken significant corporate actions:

1. Articles of Association: The company has adopted a new set of Articles of Association in conformity with the Companies Act, 2013.
2. Memorandum of Association: Amendments to the Memorandum of Association have been approved.

These changes were passed as Special Resolutions at the company's Extra-Ordinary General Meeting held on October 16, 2025.

Transchem's strategic moves and strong financial performance indicate a positive outlook for the company as it expands its footprint in the financial services sector.