NSEGeneral Updates1d ago · 31 Aug 2026, 11:10 pm
General Updates
Neogen Chemicals Limited · NEOGEN
✦ AI SummaryDivestiture
Neogen Chemicals Limited has informed the Exchange about the execution of a Business Transfer Agreement (BTA) between its wholly-owned subsidiary, Neogen Ionics Limited, and another wholly-owned subsidiary, Neogen Morita New Materials Limited, for the sale of an undertaking for a lumpsum consideration of Rs. 245 Crore.
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Full Announcement
Neogen Chemicals Limited has informed the Exchange about disclosure pursuant to regulation 30 (9) read with Schedule III of the SEBI LODR.
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August 31, 2026
BSE Limited National Stock Exchange of India Limited
Department of Corporate Services Listing Department,
Floor 25, Phiroze Jeejeebhoy Towers, Exchange Plaza,
Dalal Street, Mumbai 400 001 Bandra Kurla Complex, Bandra (East),
Scrip Code No: 542665 Mumbai – 400 051
Debt Segment Code: 977028 Company Symbol: NEOGEN
Dear Sir/Madam,
Sub: Disclosure pursuant to regulation 30 (9) read with Schedule III of the SEBI (Listing Obligations and
Disclosure Requirements) Regulations, 2015 (“Listing Regulations”).
With reference to the captioned subject, we wish to inform you that the Board of Directors of Neogen Ionics
Limited (“NIL”) – a wholly owned subsidiary of Neogen Chemicals Limited (“the Company”) and the Board of
Neogen Morita New Materials Limited (“NML”)- a wholly owned subsidiary of NIL and a step down wholly
owned subsidiary of the Company, had at its meeting held today i.e., Monday, August 31, 2026, inter alia
considered and approved the Execution of Business Transfer Agreement (“BTA”) between NIL and NML for
sale/ transfer of undertaking/ assets as mentioned in detail in the annexure to the BTA by NIL to NML, on a
going concern basis, for a lumpsum consideration of Rs. 245 Crore, subject to approval of shareholders of NIL
and such regulatory approvals, as may be required and completion of condition precedents as set out in the
BTA. Further the necessary approvals were granted by the shareholders of NIL for the said transaction in its
meeting held today i.e. August 31, 2026.
The details pursuant to Regulation 30 of the Listing Regulations read with SEBI Master Circular No.
HO/49/14/14(7)2025-CFD-POD2/I/3762/2026 dated January 30, 2026, as amended from time to time (“SEBI
Circulars”), with respect to the said BTA is enclosed herewith as Annexure 1.
The above information is also being uploaded on the Company’s website at
https://neogenchem.com/announcements/ > other disclosure pursuant to regulation 30 and at the website of
the NSE (www.nseindia.com) and BSE (www.bseindia.com).
Kindly take the above information on your records.
Thanking you,
For Neogen Chemicals Limited
Unnati Kanani
Company Secretary & Compliance Officer
Mem. No: A35131
Place: Thane
Encl.: As above
Registered Office: 1002, Dev Corpora, Cadbury Junction, E: sales@neogenchem.com T: +91 22 2549 7300
Eastern Express Highway, Thane (W) 400 601, India. W: www.neogenchem.com F: +91 22 2549 7399
CIN No. L24200MH1989PLC050919
Annexure 1
Execution of BTA for Sale/ transfer of undertaking/ assets by NIL to NML
PARTICULARS DETAILS
a) the amount and percentage of the turnover The amount and percentage of the turnover or revenue or
or revenue or income and net worth income and net worth contributed by the said undertaking of
contributed by such unit or division or NIL during the last financial year is as under:
undertaking or subsidiary or associate Particulars Rs. in crores %
company of the listed entity during the last
Revenue from Nil 0% of consolidated
financial year;
operations as per revenue of the
Profit and Loss Company and of
Statement for the the NIL
year ended on
March 31, 2026
Net worth as per 155.52 19.05% of
Balance Sheet as consolidated net
at March 31, 2026 worth of the
Company and
57.36% of
consolidated net
worth of NIL
b) date on which the agreement for sale has The Business Transfer Agreement shall be executed in a weeks’
been entered into; time, between NIL and NML (“BTA”).
c) the expected date of completion of Likely to be completed on or before March 31, 2027.
sale/disposal;
d) consideration received from such The undertaking is proposed to be transferred to NML as a going
sale/disposal; concern, subject to necessary approvals and customary
completion of condition precedents and in accordance with the
BTA.
The value of such consideration including the relevant assets
and after deducting the relevant liabilities, aggregates to a net
amount of Rs. 245 Crore. The aforesaid consideration shall be
received on or before March 31, 2027, as per the terms and
conditions set out under the BTA.
e) brief details of buyers and whether any of Neogen Ionics Limited (“NIL”) – is a wholly owned subsidiary of
the buyers belong to the promoter/ Neogen Chemicals Limited (“the Company”) and Neogen Morita
promoter group/group companies. If yes, New Materials Limited (“NML”)- is a wholly owned subsidiary of
details thereof; NIL and a step down wholly owned subsidiary of the Company.
NIL and NML are not a member of promoter and promoter
group of the Company.
f) whether the transaction would fall within Yes, the transaction falls under the category of related party
related party transactions? transaction(s) between a wholly owned subsidiary (i.e. NIL) and
If yes, whether the same is done at “arm’s step-down wholly owned subsidiary (i.e. NML) of the Company
length”; (i.e. Neogen Chemicals Limited). The Company is interested in
NIL and NML, to the extent of the share capital held by the
Registered Office: 1002, Dev Corpora, Cadbury Junction, E: sales@neogenchem.com T: +91 22 2549 7300
Eastern Express Highway, Thane (W) 400 601, India. W: www.neogenchem.com F: +91 22 2549 7399
CIN No. L24200MH1989PLC050919
Company in NIL and NML. The said transaction is exempted
under regulation 23 of Listing Regulations and section 188 of the
Companies Act, 2013 and the same is done at an arm’s length
basis.
g) whether the sale, lease or disposal of the The said transaction does not form part of any scheme of
undertaking is outside Scheme of arrangement. The said transaction will be undertaken pursuant
Arrangement? If yes, details of the same to the BTA executed between NIL and NML.
including compliance with regulation 37A
of LODR Regulations. The said undertaking of NIL does constitute an undertaking in
terms of Section 180 of the Companies Act, 2013. Therefore,
approvals under Section 180 of the Companies Act, 2013 is
obtained. Further as the transaction is between a wholly owned
subsidiary (i.e. NIL) and a step-down wholly owned subsidiary
(i.e. NML) of the Company (i.e. NCL) the approval under
regulation 37A of Listing Regulations is not applicable.
Additional details in case of a slump sale, as applicable for amalgamation/merger are provided as under:
h) name of the entity(ies) forming part of the The BTA shall be executed between NIL and NML.
transaction, details in brief such as, size,
turnover etc.; NIL is an unlisted public limited company incorporated under the
laws of India on March 29, 2023, and is a wholly owned
subsidiary of the Company, having its registered office at 1002,
10th Floor, Dev Corpora Building, Cadbury Junction, Khopat,
Thane (W) – 400601, Maharashtra, India. It has presence in
India. NIL is engaged in the business of manufacturing of
Chemicals (including but not limited to Specialty Organic and
Inorganic Chemicals) comprising of battery materials,
electrolyte, electrolyte salts, electrolyte additives and others as
specified in detail in Memorandum of Association of NIL. Its
authorised capital is 1,00,00,000 Equity Shares of Rs. 10 each
amounting to Rs. 10,00,00,000 and paid – up capital is 99,00,000
Equity Shares of Rs. 10 each amounting to Rs. 9,90,00,000. Its
Turnover as on March 31, 2026 was Rs. 35.97 crore.
NML is an unlisted public limited company incorporated under
the laws of India on July 30, 2025, and is a wholly owned
subsidiary of NIL and Step-down wholly owned subsidiary of the
Company, having its registered office at 1002, 10th Floor, Dev
Corpora Building, Cadbury Junction, Khopat, Thane (W) –
400601, Maharashtra, India. It has presence in India. NML is
engaged in the business of manufacturing of Chemicals
(including but not limited to Specialty Organic and Inorganic
Chemicals) comprising of electrolyte salts such as LiPF6, NaPF6
and others, as specified in detail in Memorandum of Association
of NML. Its authorised capital is 99,00,000 Equity Shares of Rs.
10 each amounting to Rs. 9,90,00,000 and paid – up capital is
72,00,000 Equity Shares of Rs. 10 each fully
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