Monitoring Agency Report for Shivam Autotech Limited - Quarter Ended September 30, 2026

NSE Symbol: SHIVAMAUTO

Nature of Disclosure: Monitoring Agency Report submitted pursuant to Regulation 32(6) of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, read with Regulation 41(4) and 173A(4) of SEBI (Issue of Capital and Disclosure Requirements) Regulations, 2018.

Monitoring Agency: CARE Ratings Limited

Report Period: Quarter ended September 30, 2026

Issue Type: Preferential issue of optionally convertible debentures

Total Issue Size: ₹120 crore

Issue Details:

  • Issue Period: February 10-11, 2026 (Tranche 1: ₹75 crore) and February 11-12, 2026 (Tranche 2: ₹45 crore)
  • Promoter: Dayanand Munjal Investments Pvt. Ltd.
  • Type of Securities: Optionally convertible debentures

Utilization Status:

The monitoring agency report confirms that the entire ₹120 crore issue proceeds have been fully utilized as of September 30, 2026, with no unutilized funds remaining.

Object-wise Utilization:

1. Repayment of Non-Convertible Debentures (NCDs) issued to ALPHA Alternatives Structured Credit Opportunities (AASCO):

  • Proposed amount: ₹115 crore (Tranche 1: ₹75 crore + Tranche 2: ₹40 crore)
  • Amount utilized during Q2 FY27: ₹3 crore
  • Total utilized: ₹115 crore
  • Comments: The ₹3 crore utilized in Q2 FY27 was for reimbursement of repayment already done in earlier quarters from company's own funds. The actual repayment of NCDs was completed in February 2025 using OCD funds and company's own funds, with final reimbursement received in Q2 FY2026-27.

2. Long-term Working Capital Requirements:

  • Proposed amount: ₹5 crore (Tranche 2)
  • Amount utilized during Q2 FY27: ₹4.99 crore
  • Total utilized: ₹5 crore
  • Comments: ₹1.99 crore was transferred to IDFC CC account and ₹3 crore was used towards creation of DSRA (Debt Service Reserve Account).

Deviation from Timelines:

Significant delays were observed in the utilization of proceeds compared to the implementation schedule outlined in the term sheet:

  • Repayment of NCDs: Scheduled within 7 days of receipt of funds and approvals; actually completed on July 28, 2026 (160 days delay)
  • Working Capital Deployment: Scheduled within 15 days of receipt of funds and approvals; actually completed on July 28, 2026 (152 days delay)

Board Resolutions: Board resolutions dated July 27, 2026 were passed for intimation of the delays in utilization.

Material Observations by Monitoring Agency:

1. Financial Performance Concerns:

  • Company has been incurring continuous net losses since FY17
  • Reported net loss of ₹81.33 crore in FY26 (previous year: ₹48.04 crore)
  • Increase in finance cost in FY26 due to charging redemption premium in P&L while paying off NCDs through OCD issuance (no cash outflow)

2. Going Concern Uncertainty:

  • Statutory auditors included a Material Uncertainty Related to Going Concern paragraph in their audit report
  • Company reported net loss during FY2025-26 and had negative working capital position with current liabilities exceeding current assets as of March 31, 2026
  • Audit opinion remains unmodified

3. Conversion Risk:

  • Stock price as of October 23, 2026: ₹14.80
  • Conversion price: ₹28.81 per share
  • Company may face repayment risk if OCDs are not converted into equity shares

Company's Response to Observations:

  • Redemption premium to be waived off on conversion of OCDs
  • Company's rights issue is ongoing, which is expected to make net worth positive
  • Conversion mechanism is linked solely to achievement of company performance, not market price
  • Company confident of achieving financial covenants as specified in transaction documents

Certifications: The report is based on Chartered Accountant certificate from NSBP & Co. dated October 22, 2026, management certificates, PAS-4 forms, OCD subscription agreement, and bank statements.

Regulatory Compliance: The report confirms no material deviations from the objects disclosed in the offer document, no change in means of finance, and no major deviations from earlier monitoring agency reports.