In a significant development in the agrochemical sector, Coromandel International Limited (CIL) has acquired a controlling stake in NACL Industries , leading to a comprehensive overhaul of the company's leadership structure.

Acquisition Details

Coromandel International has acquired 10,68,96,146 equity shares of NACL Industries, representing 53.13% of the total share capital. This acquisition was completed on August 8, 2025, through multiple share purchase agreements dated March 12, 2025. The transaction has resulted in CIL becoming the new promoter of NACL Industries, marking a pivotal shift in the company's ownership.

Board Restructuring

The change in ownership has triggered a sweeping transformation of NACL Industries' board composition:

New Appointments

1. Dr. Raghuram Devarakonda has been appointed as the new Managing Director and Chief Executive Officer.
2. Mr. Natarajan Srinivasan and Mr. Sankarasubramanian S have joined as Non-Executive, Non-Independent Directors.
3. Mr. Suresh Subramanian, Mr. B. Raghavendra Rao, and Mr. Sanjiv Lal have been appointed as Non-Executive, Independent Directors.

Resignations

Following the acquisition, ten directors have stepped down from their positions:

• Mr. Sudhakar Kudva
• Mr. Santanu Mukherjee
• Mr. Ramkrishna Mudholkar
• Mr. N Sambasiva Rao
• Ms. Veni Mocherla
• Mr. Raj A Kaul
• Mr. Atul Churiwal
• Mr. Rajesh Kumar Agarwal
• Mrs. K Lakshmi Raju (former Chairperson)
• Mr. Garimella Veera Bhadram

Change in Statutory Auditors

In light of the ownership change, B S R & Co. has resigned as the statutory auditors of NACL Industries, citing potential independence implications due to ongoing non-audit services to the new holding company. The board has appointed S. R. Batliboi & Associates LLP as the new statutory auditors, subject to shareholder approval at the upcoming Annual General Meeting.

Reclassification of Erstwhile Promoters

The former promoters of NACL Industries, including KLR Products Limited, K. Lakshmi Raju, and Bright Town Investment Advisor Private Limited, will be reclassified from the "promoter and promoter group" category to the "public" shareholder category.

Amendments to Articles of Association

The board has approved amendments to the company's articles of association, reflecting the termination of the previous share subscription and shareholders agreement dated February 8, 2019.

Upcoming Shareholder Approval

NACL Industries will seek shareholder approval through a postal ballot for the appointment of the new directors, statutory auditors, and amendments to the articles of association.

This strategic acquisition by Coromandel International Limited is expected to strengthen NACL Industries' position in the agrochemical market, leveraging synergies between the two companies. The new leadership team brings diverse experience and expertise, which could drive future growth and innovation in the company's operations.

In a significant development in the Indian agrochemical sector, the Securities and Exchange Board of India (SEBI) has issued final comments on Coromandel International Limited's open offer to acquire a substantial stake in NACL Industries . This move marks a potential shift in the ownership structure of NACL Industries and could have far-reaching implications for both companies.

Open Offer Details

Coromandel International Limited, a leading player in the Indian fertilizer and crop protection industry, has proposed to acquire up to 5,24,62,320 fully paid-up equity shares of NACL Industries. This represents a 26% stake in NACL's voting share capital, with each share having a face value of INR 1.00.

Regulatory Approval

SEBI's issuance of final comments on the Draft Letter of Offer is a crucial step in the open offer process. Both Coromandel International and NACL Industries disclosed this development to the stock exchanges, highlighting the transparency of the proceedings.

Next Steps

Following SEBI's comments, Coromandel International has stated that it will take further steps as recommended by the regulatory body. These steps will be in accordance with the open offer process pursuant to SEBI's Substantial Acquisition of Shares and Takeovers (SAST) Regulations, 2011.

Impact on Shareholders

NACL Industries' shareholders now have an opportunity to participate in this open offer. The offer provides them with a chance to sell their shares to Coromandel International, potentially at a premium to the market price.

Company Statements

B Shanmugasundaram, Company Secretary & Compliance Officer of Coromandel International Limited, confirmed the receipt of SEBI's final comments in a statement to the stock exchanges. Similarly, Satish Kumar Subudhi, Sr. Vice President - Legal & Company Secretary of NACL Industries, acknowledged the development in a separate disclosure.

Market Implications

This open offer could potentially lead to a significant change in NACL Industries' ownership structure. If successful, it would give Coromandel International a substantial stake in NACL, possibly leading to synergies between the two agrochemical companies.

As the open offer process unfolds, market participants will be keenly watching for further developments and their potential impact on both companies' operations and market positions in the agrochemical sector.