Key Quantitative Figures
- Total shares subject to original SPA: 2,38,44,000 equity shares
- Percentage of total paid-up equity share capital: 64.26%
- Sellers' current retained shareholding: 9.95% of total paid-up equity share capital
Dates of Action
- Original Share Purchase Agreement (SPA) execution date: August 20, 2026
- Amendment Agreement execution date: October 22, 2026
- Disclosure intimation date: October 23, 2026
Parties Involved
Purchaser: Indo Borax and Chemicals Limited (holds 64.26% of Kronox and became promoter on September 29, 2026)
Sellers:
- Mr. Ketan Vinodchandra Ramani
- Mr. Pritesh Vinodchandra Ramani
- Mr. Jogindersingh Gianchand Jaswal
(Erstwhile promoters of Kronox Lab Sciences Limited, collectively holding 9.95%)
Other Party: Zenrock Chemicals Private Limited (became member of promoter group on September 29, 2026)
Purpose and Rationale
The Amendment Agreement modifies the original SPA to remove specific restrictive covenants on the sellers' retained shareholding.
Significant Terms of Amendment
The Amendment Agreement deletes the following clauses from the original SPA in their entirety:
- Clause 9.5 (Lock-in on Sellers' Shareholding)
- Clause 9.6 (Right of First Refusal)
Impact and Implications
- The Sellers' shares will no longer be subject to any lock-in restrictions
- The Purchaser will no longer hold a right of first refusal over the Sellers' retained shareholding
- No impact on management or control of the listed entity
- No restrictions or liabilities imposed upon the listed entity
- Does not constitute a related party transaction
Corporate Structure Changes
- The Sellers have ceased to be the promoter or promoter group of the Company
- The Purchaser and ZCPL are members of the promoter/promoter group of the Company effective September 29, 2026
Financial Impact
No financial impact quantified in the disclosure.