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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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 [Showing first 8,000 characters — download PDF for full document]