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Transchem Limited has called its 2nd EGM of FY2025-26 on Saturday, December 20, 2025 at 11:00 a.m. (IST) via video conferencing. Three special businesses are on the agenda: (1) increasing authorized share capital from Rs. 30 crore (3 crore shares of Rs. 10 each) to Rs. 75 crore (7.5 crore shares of Rs. 10 each) and amending the Capital Clause of the Memorandum of Association — an Ordinary Resolution; (2) a fresh Section 186 authorization for the Board to give loans, guarantees and acquire securities up to Rs. 250 crore outstanding at any time — a Special Resolution; and (3) issuance of up to 6,15,00,000 convertible warrants at Rs. 75 each on a preferential basis, aggregating up to Rs. 461.25 crore, with 25% upfront and balance on conversion within 18 months — a Special Resolution. All four proposed allottees (Bakkt Opco Holdings LLC, Pishu V Chainani, JVS Holdings LLP, Dhawal Jiwankumar Mehta) are non-promoters. Remote e-voting opens December 17, 2025 and closes December 19, 2025; cut-off date is December 13, 2025.
This is a significant capital-raising event: if all 6.15 crore warrants are exercised, the company could bring in up to Rs. 461.25 crore and issue 6.15 crore new equity shares, which represents substantial potential dilution for existing shareholders (over 200% relative to current paid-up capital of 3 crore shares). The authorized capital hike to Rs. 75 crore and broad Section 186 borrowing/investment limit of Rs. 250 crore give the Board wide financial flexibility going forward. Shareholders should review the preferential issue price (Rs. 75 per share) and the identity of non-promoter allottees before voting.