NSEUpdates13 Oct 2026 · 13 Oct 2026, 10:53 am
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NGL Fine-Chem Limited · NGLFINE
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NGL Fine-Chem Limited has received an exemption order from SEBI for the proposed acquisition of shares and voting rights in the company by Ajita Nachane Family Trust and Rahul Nachane Family Trust, allowing them to acquire 29.09% of the company's total paid-up equity share capital without complying with certain regulations.
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Full Announcement
NGL Fine-Chem Limited has informed the Exchange regarding 'Intimation regarding receipt of SEBI Exemption Order under Regulation 11(5) of the SEBI (Substantial Acquisition of Shares and Takeovers) Regulations, 2011'.
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NGL2022_13102026105213_Final_Reg_30_Disclosure_SEBI_Order_Signed.pdf
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October 13, 2026
BSE Limited National Stock Exchange of India Limited
Phiroze Jeejeebhoy Towers, Exchange Plaza, 5th Floor, Plot No.C/1, G Block, Bandra
Dalal Street, Fort, Kurla Complex, Bandra East,
Mumbai 400 001. Mumbai 400 051.
Scrip Code: 524774 Symbol: NGLFINE
Sub: Intimation regarding receipt of SEBI Exemption Order under Regulation 11(5) of the SEBI
(Substantial Acquisition of Shares and Takeovers) Regulations, 2011
Dear Sir/Madam,
This is to inform you that the Company received yesterday, i.e., October 12, 2026, the order bearing reference
no. WTM/KCV/CFD/11/2025-26 dated October 9, 2026, passed by the Securities and Exchange Board of
India (“SEBI”), in the matter of the proposed acquisition of shares and voting rights in NGL Fine-Chem
Limited (Target Company) by Ajita Nachane Family Trust and Rahul Nachane Family Trust.
Vide the said order, SEBI has granted exemption to Ajita Nachane Family Trust and Rahul Nachane
Family Trust, the proposed acquirers, from complying with the requirements of Regulations 3(1) and 4 of
the SEBI (Substantial Acquisition of Shares and Takeovers) Regulations, 2011, in respect of the proposed
acquisition of shares of the Company, as under:
Target Company Proposed Acquirers
1. Ajita Nachane Family Trust
NGL Fine-Chem Limited
2. Rahul Nachane Family Trust
The proposed acquisition involves the transfer of 7,13,449 equity shares (11.55%) held by
Mrs. Ajita Nachane (Transferor) and 10,83,450 equity shares (17.54%) held by Mr. Rahul Nachane
(Transferor), aggregating to 17,96,899 equity shares, representing 29.09% of the total paid-up equity share
capital of the Company, to the respective family trusts.
There will be no change in the total shareholding of the Promoter and Promoter Group in the Target Company
before and after the aforesaid transaction.
A copy of the said Order is enclosed for your reference.
You are requested to take the above information on record.
Thanking you,
Yours faithfully,
For NGL Fine-Chem Limited
Shivam Gharat
Company Secretary and Compliance Officer
M. No.: A56704
Encl.: As above
WTM/KCV/CFD/11/2025-26
SECURITIES AND EXCHANGE BOARD OF INDIA
ORDER
UNDER SECTIONS 11(1) AND 11(2)(h) OF THE SECURITIES AND EXCHANGE
BOARD OF INDIA ACT, 1992 READ WITH REGULATION 11(5) OF THE
SECURITIES AND EXCHANGE BOARD OF INDIA (SUBSTANTIAL ACQUISITION
OF SHARES AND TAKEOVERS) REGULATIONS, 2011
IN THE MATTER OF PROPOSED ACQUISITION OF SHARES AND VOTING
RIGHTS IN –
TARGET COMPANY PROPOSED ACQUIRERS
1. Ajita Nachane Family Trust
NGL Fine-Chem Limited
2. Rahul Nachane Family Trust
BACKGROUND
1. NGL Fine-Chem Limited (hereinafter referred to as the “Target Company”), a
company incorporated on December 18, 1981 under the provisions of the
Companies Act, 1956, has its registered office at 301, E-Square, Subhash Road,
Vile Parle East, Mumbai- 400057. The equity shares of the Target Company are
listed on BSE Ltd (hereinafter referred to as “BSE”) and National Stock Exchange
of India Ltd. (hereinafter referred to as “NSE”).
2. An application seeking exemption (hereinafter referred to as the “Application”)
from the applicability of regulation 3 and regulation 4 of the Securities and
Exchange Board of India (Substantial Acquisition of Shares and Takeovers)
Regulations, 2011 (hereinafter referred to as the “SAST Regulations, 2011”) was
received by SEBI from Ajita Nachane Family Trust (hereinafter referred to as the
“Acquirer Trust 1”) and Rahul Nachane Family Trust (hereinafter referred to as
the “Acquirer Trust 2”), through their trustees Mr. Rahul Nachane and Mrs. Ajita
Nachane, respectively for the proposed acquisition of shares and voting rights in
the Target Company by the acquirer trusts (hereinafter Acquirer Trust 1 and
Exemption Order in the matter of NGL Fine Chem Limited. Page 1 of 10
Acquirer Trust 2 collectively referred to as “Applicants” / “Acquirer Trusts”). The
applicable fee in respect of the Application was remitted on August 06, 2026.
DETAILS OF THE PROPOSED ACQUISITION:
3. The Applicants vide the aforesaid Application have, inter alia, submitted the
following:
(a) The issued and paid-up share capital of the Target Company is INR 3,08,90,120/-
divided into 61,78,024 equity shares of INR 5/- each. The shareholding pattern of
the Target Company, as on July 09, 2026, is as under:
Table no. 1
Shareholding in the Target Company
Sr. No. Name No. of shares % holding
Promoters and Promoter Group
1. Rajesh Lawande 13,52,366 21.89%
2. Sunita Potdar 8,11,510 13.14%
3. Pushpa Lawande - -
4. PCI Ferrmone Chemicals (India) Pvt.
5,17,871 8.38%
Ltd.
5. Ajita Nachane 7,13,449 11.55%
6. Rahul Nachane 10,83,450 17.54%
Total Promoter Shareholding (A) 44,78,646 72.49%
Total Public shareholding (B) 16,99,378 27.51%
Total Shareholding (A+B) 61,78,024 100%
(b) Ajita Nachane Family Trust, settled under the provisions of the Indian Trusts Act,
1882 vide a trust deed originally executed on January 21, 2022, and another
registered restated trust deed executed on August 29, 2025 which superseded the
original trust deed, is an irrevocable, discretionary and private trust. The details of
the Settlors, Trustees and Beneficiaries of the Acquirer Trust are tabulated below:
Table no. 2
Exemption Order in the matter of NGL Fine Chem Limited. Page 2 of 10
Ajita Nachane Family Trust
Relationship with Settlor/
Particulars Name
Transferor
Self and promoter/ promoter group
Settlor/ Transferor Ajita Nachane
of Target Company
Husband and promoter/ promoter
Trustee(s) Rahul Nachane
group of Target Company
Husband and promoter/ promoter
Rahul Nachane
group of Target Company
Beneficiaries Ahaan Nachane Son
Nupur Nachane Narang
Daughter
(c) Rahul Nachane Family Trust, settled under the provisions of the Indian Trusts Act,
1882 vide a trust deed originally executed on January 21, 2022, and another
registered restated trust deed executed on August 29, 2025 which superseded the
original trust deed, is an irrevocable, discretionary, private trust. The details of the
Settlors, Trustees and Beneficiaries of the Acquirer Trust are tabulated below:
Table no. 3
Rahul Nachane Family Trust
Relationship with Settlor/
Particulars Name
Transferor
Settlor/ Self and promoter/ promoter group of
Rahul Nachane
Transferor Target Company
Wife and promoter/ promoter group of
Trustee(s) Ajita Nachane
Target Company
Wife and promoter/ promoter group of
Ajita Nachane
Target Company
Ahaan Nachane
Beneficiaries
Nupur Nachane
Narang Daughter
(d) The Acquirer Trusts propose to acquire 17,96,899 equity shares of the Target
Company, which represents 29.09% of the total outstanding shares of the Target
Company, held by Mrs. Ajita Nachane and Mr. Rahul Nachane, both being
promoters of the Target Company, in the following manner:
Table no. 4
Exemption Order in the matter of NGL Fine Chem Limited. Page 3 of 10
Transferor Acquirer Number of shares
Holding
Ajita Nachane Family
Ajita Nachane 7,13,449 11.55
Trust
Rahul Rahul Nahane Family
10,83,450 17.54
Nachane Trust
TOTAL 17,96,899 29.09
(e) Pursuant to the above-mentioned acquisition, the Acquirer Trusts would be able to
exercise rights over shares constituting 29.09% of the share capital of the Target
Company.
(f) There would be no alteration in total equity share capital of the Target Company
as a result of the proposed acquisition. The shareholding pattern of the Target
Company, before and after the proposed acquisition, will be as under:
Table no. 5
SHAREHOLDING BEFORE SHAREHOLDING AFTER
PROPOSED
THE PROPOSED THE PROPOSED
TRANSACTION
TRANSACTION TRANSACTION
NAME
No of %
No of Shares % Holding No of Shares % Holding
Shares Holding
Promoters and Promoter Group other than the Acquirers and PACs
Rajesh Lawande 13,52,366 21.89 - - 13,52,366 21.89
Sunita Potdar 8,11,510 13.14 - - 8,11,510 13.14
Pushpa Lawande - - - - - -
PCI Ferrmone
Chemicals (India) 5,17,871 8.38 - - 5,17,871 8.38
Pvt. Ltd.
Ajita Nachane 7,13,449 11.55 (7,13,449) (11.55) - -
Rahul Nachane 10,83,450 17.54 (10,83,450) (17.54) - -
Acquirer and PACs (Also part of the Pro
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