N R Agarwal Industries Limited promoters have created significant encumbrance on their shareholdings as part of a non-disposal undertaking against term loan facilities. The disclosure, made under Regulation 31 of SEBI (Substantial Acquisition of Shares and Takeovers) Regulations, 2011, reveals that three promoters have collectively encumbered 73.56% of the company's total share capital.

Encumbrance Details

The encumbrance creation took place on February 16, 2026, involving all three promoters of the company. The arrangement serves as collateral for term loan facilities extended by major public sector banks.

Lending Arrangement Structure

The encumbrance has been structured as a non-disposal undertaking, which restricts the promoters from disposing of their encumbered shares without lender consent. The arrangement involves multiple financial institutions and a trustee mechanism.

Key Participants

• Primary Lenders: State Bank of India and Punjab National Bank
• Trustee: SBICAP Trustee Company Limited (for R N Agarwal's shares)
• Encumbrance Type: Non-disposal undertaking
• Purpose: Against term loan facilities

Regulatory Compliance

The disclosure was filed on February 17, 2026, in compliance with SEBI regulations governing substantial shareholding changes and encumbrances. The company's shares are listed on both BSE Limited and National Stock Exchange of India Limited.

Documentation Process

All three promoters have digitally signed the disclosure document:

• R N Agarwal: Signed on February 17, 2026, at 11:16:25 +05'30'
• Reena Agarwal: Signed on February 17, 2026, at 11:19:37 +05'30'
• Raunak Agarwal: Signed on February 17, 2026, at 11:21:16 +05'30'

Impact on Shareholding Pattern

The encumbrance does not affect the promoters' voting rights or ownership structure but creates restrictions on share transferability. The non-disposal undertaking ensures that the encumbered shares remain with the promoters while serving as security for the term loan facilities. This arrangement provides lenders with additional security while allowing promoters to retain operational control of the company.

N R Agarwal Industries Limited has announced strong financial results for the third quarter of fiscal year 2026, showcasing significant growth across key performance metrics. The paper and paper boards manufacturer reported robust revenue expansion and improved profitability for the quarter ended December 31, 2025.

Financial Performance Highlights

The company's quarterly performance demonstrated substantial growth momentum, with revenue from operations reaching Rs. 56,322.69 lakhs compared to Rs. 41,791.21 lakhs in the corresponding quarter of the previous year. This represents a notable 34.77% year-on-year increase, reflecting strong operational execution and market demand.

Profitability and Operational Efficiency

The company maintained healthy profitability margins despite increased operational scale. Net profit after tax for Q3FY26 stood at Rs. 1,442.61 lakhs, representing a 13.35% increase from Rs. 1,272.65 lakhs in Q3FY25. Profit before tax reached Rs. 2,623.63 lakhs compared to Rs. 925.86 lakhs in the previous year's corresponding quarter.

Total expenses for the quarter amounted to Rs. 53,925.71 lakhs, with cost of materials consumed being the largest component at Rs. 39,062.47 lakhs. The company benefited from favorable inventory changes, recording a positive impact of Rs. 1,509.27 lakhs from changes in inventories of finished goods and work-in-progress.

Nine-Month Performance

For the nine-month period ended December 31, 2025, N R Agarwal Industries demonstrated consistent growth trajectory. Revenue from operations reached Rs. 154,005.28 lakhs, marking a 29.05% increase from Rs. 119,329.63 lakhs in the corresponding nine-month period of the previous year.

Exceptional Items and Tax Impact

The company recorded exceptional items totaling Rs. 550.76 lakhs during the nine-month period, including Rs. 106.47 lakhs impact from Labour Code implementation and Rs. 444.29 lakhs loss on assets discarded. The quarter ended December 31, 2025 saw a deferred tax expense of Rs. 1,181.02 lakhs, contributing to the overall tax expense of Rs. 1,181.02 lakhs.

Corporate Governance and Compliance

The financial results were reviewed by the Audit Committee and approved by the Board of Directors on February 11, 2026. The company's statutory auditors, GMJ & Co, conducted a limited review of the financial results and provided an unmodified conclusion. The company operates in the manufacture and sale of paper and paper boards business, which constitutes its single operating segment as per Indian Accounting Standards.