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Sadhana Nitrochem Ltd. — Proxy Solicitation & Information Statement 2026
May 12, 2026
64100_rns_2026-05-12_8c502a5d-8a22-4580-94b8-8b9f52ec942c.pdf
Proxy Solicitation & Information Statement
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SADHANA NITRO CHEM LIMITED
Date: May 12, 2026
To,
BSE Limited
1st Floor, P. J Towers,
Dalal Street,
Mumbai – 400001
Symbol: 506642
To,
National Stock Exchange India Limited
Exchange Plaza, C-1, Block G,
Bandra Kurla Complex, Bandra (E),
Mumbai-400051, India
Symbol: SADHNANIQ
Subject: Corrigendum to the Notice of 01/2026-27 Extra-Ordinary General Meeting of the Company dated 29th April, 2026
Dear Sir/ Madam,
This is with reference to the Notice of 01/2026-27 Extra-Ordinary General Meeting of the Company dated 29th April, 2026 issued by the Company.
A corrigendum to notice is being issued to inform the shareholders of the Company regarding the changes made in the notice. A copy of the corrigendum to the Extra-Ordinary General Meeting Notice is being enclosed herewith.
Except as detailed in the attached corrigendum, all other contents and terms of the said Notice dated 29th April, 2026 remains unchanged. This corrigendum will be available on the website of the Company at www.sncl.com.
This is for your information and records.
FOR SADHANA NITRO CHEM LIMITED
Nitin
Rameshchandra
Jani
Nitin Rameshchandra Jani
Company Secretary
Membership No.: A4757
Encl: Corrigendum
Corporate Office
10, Bruce Street, 1st Floor,
8/12, Homi Mody Street, Fort,
Mumbai – 400001
Factory Address
47, MIDC, Roha – 402116.
Dist. Raigad (M.S.)
Dhatav, Maharashtra
Registered Office
Nanavati Mahalaya, Unit No. 501,
5th Floor, 18 Homi Mody Street
Fort, Mumbai – 400001
[email protected] | www.sncl.com | CIN : L24110MH1973PLC016698 | Tel.: +912268663300
CORRIGENDUM OF THE NOTICE OF 01/2026-27 EXTRA ORDINARY GENERAL MEETING DATED
29TH APRIL, 2026 FOR THE ATTENTION OF SHAREHOLDERS OF
SADHANA NITRO CHEM LIMITED
CIN: L24110MH1973PLC016698
Registered Office: Unit No. 501, 5th Floor Nanavati Mahalaya, 18 Homi Mody Street, Fort,
Mumbai – 400001.
Phone 022-68663300, Email: [email protected] Website: www.sncl.com
NOTICE IS HEREBY GIVEN THAT THE 01/2026-27 EXTRA-ORDINARY GENERAL MEETING (“EGM”) OF THE MEMBERS OF SADHANA NITRO CHEM LIMITED (“THE COMPANY”) WILL BE HELD ON FRIDAY, 22ND MAY 2026 AT 2.00 PM IST THROUGH VIDEO CONFERENCING (“VC/OAVM”).
This Corrigendum to the Notice of EGM dated 29th April, 2026 (“Corrigendum”) should be read in conjunction with the Notice of EGM.
A. Disclosure in the Explanatory Statement in Item No. 4, Point No. (e) to the Notice of EGM dated 29th April, 2026, is modified wherein the floor price at which the Equity Shares can be issued is Rs. 2.0272, 90 (ninety) trading days and 10 (ten) trading days volume weighted average price (VWAP) of the equity shares of the Company preceding the Relevant Date are Rs. 1.7894 per equity share and Rs. 2.0272 per equity share respectively and the revised disclosure would be read as follows.
| Explanatory Statement – Item No. 4 (e) - Basis on which the price has been arrived at: |
|---|
| i. In terms of the SEBI ICDR Regulations, the floor price at which the Equity Shares can be issued is Rs. 2.0272. As per the pricing formula prescribed under the SEBI ICDR Regulations for the Preferential Allotment and is the higher of the following: |
| a. 90 (ninety) trading days volume weighted average price (VWAP) of the equity shares of the Company preceding the Relevant Date: Rs. 1.7894 per equity share; |
| b. 10 (ten) trading days volume weighted average price (VWAP) of the equity shares of the Company preceding the Relevant Date: Rs. 2.0272 per equity share. |
| c. Floor price determined in accordance with the provisions of the articles of association of the Company. However, the articles of association of the Company does not provide for any method of determination for valuation of shares which results in floor price higher than determined price pursuant to SEBI ICDR Regulations. |
The Preferential Allotment price of Rs. 2.06 per equity share remains the same.
B. Disclosures in the Explanatory Statement in Item No. 4, Point No. (k) to the Notice of EGM dated 29th April, 2026, is modified wherein the Pre Preferential Shareholding of Mr. Niraj Bajaj is 14,75,00,000 number of Equity Shares held in the Company and would be read as follows.
| Explanatory Statement – Item No. 4 (k) | |||||
|---|---|---|---|---|---|
| The names of the proposed allottees, the identity of the natural persons who are the ultimate beneficial owners of the Equity Shares under the Preferential Allotment and/ or who ultimately control the proposed allottees and the percentage of post preferential offer capital that may be held by them: | |||||
| Sr. No. | Name of the Proposed Investors | Ultimate Beneficial Owners ('UBO') | Maximum Amount / Up to (INR) | Pre-preferential allotment, No. of shares/ Shareholding % | Post-preferential allotment, No. of shares/ Shareholding % |
| 1. | Niraj Bajaj | Not applicable | 10,81,50,000 | 14,75,00,000 | |
| 4.98% | 20,00,00,000 | ||||
| 6.60% | |||||
| 2. | Poorvi Milan Chitalia | Not applicable | 3,09,00,000 | Nil | 1,50,00,000 |
| 0.49% |
A copy of the Corrigendum will also be available on the website of the Company at www.sncl.com.
Registered Office:
Unit No. 501, 5th Floor,
Nanavati Mahalaya, 18 Homi Mody Street,
Fort, Mumbai – 400001
CIN: L24110MH1973PLC016698
E-mail: [email protected]
Date: May 12, 2026
By the order of Board of Directors
Nitin Rameshchandra
Nitin R. Jani
Company Secretary
Membership No: A4757