SADHNANIQ - Sadhana Nitro
π’ Recent Corporate Announcements
Sadhana Nitrochem Limited has successfully completed the allotment of 263,52,83,328 equity shares following its Rights Issue. The shares were issued at a price of βΉ1 per equity share, significantly expanding the company's equity base. As a result, the paid-up equity share capital has increased from βΉ32.94 crore to βΉ296.47 crore. While 5,128 shares are kept in abeyance pending clearances, the new shares will rank pari-passu with existing equity.
- Allotment of 263,52,83,328 fully paid-up equity shares at an issue price of βΉ1 per share
- Paid-up equity share capital increased from βΉ32,94,11,057 to βΉ2,96,46,94,385
- 5,128 Rights Equity Shares kept in abeyance pending regulatory or other clearances
- New shares rank pari-passu in all respects with existing fully paid-up equity shares
Sadhana Nitrochem Limited has appointed Mrs. Sindhu Suneer Kotian as a Non-Executive Independent Director for a five-year term starting March 07, 2026. Mrs. Kotian is a seasoned legal professional with over 25 years of experience in litigation, arbitration, and corporate advisory at the Bombay High Court. The appointment, which is subject to shareholder approval, is intended to strengthen the board's legal and regulatory oversight. This move follows the recommendation of the company's Nomination and Remuneration Committee.
- Appointment of Mrs. Sindhu Suneer Kotian as Non-Executive Independent Director for a 5-year tenure.
- The term of appointment is effective from March 07, 2026, through March 06, 2031.
- Mrs. Kotian brings over 25 years of legal expertise in corporate advisory and litigation.
- The appointee is not related to any existing directors and is not debarred by SEBI.
Sadhana Nitrochem Limited has approved the appointment of Mrs. Sindhu Suneer Kotian as a Non-Executive Independent Director. The appointment is set for a five-year term effective from March 07, 2026, to March 06, 2031, subject to shareholder approval. Mrs. Kotian is a seasoned legal professional with over 25 years of experience in litigation, arbitration, and corporate advisory at the Bombay High Court. This appointment aims to strengthen the board's legal and governance oversight.
- Appointment of Mrs. Sindhu Suneer Kotian as Non-Executive Independent Director for a 5-year term.
- Tenure commences on March 07, 2026, and concludes on March 06, 2031.
- Appointee brings over 25 years of legal expertise in corporate advisory and litigation.
- The appointment is based on the recommendation of the Nomination and Remuneration Committee.
- Confirmation is subject to the final approval of the company's shareholders.
Sadhana Nitrochem Limited has officially designated February 19, 2026, as the record date for its upcoming Rights Issue. This date is crucial as it determines which shareholders are eligible to receive Rights Entitlements (REs) in their demat accounts. The company is proceeding with this capital raising activity in compliance with SEBI Listing and Disclosure requirements. Investors must hold the shares on or before this date to participate in the offering.
- The official record date for the Rights Issue is fixed for February 19, 2026.
- The purpose is to identify shareholders eligible for Rights Entitlements under the proposed issue.
- The announcement follows compliance with Regulation 42 of SEBI LODR and Regulation 68 of SEBI ICDR.
- The ISIN for the Rights Entitlement is identified as INE888C20024.
Sadhana Nitrochem Limited has finalized the terms for a significant rights issue totaling βΉ263.53 crore. The company will issue 263.53 crore new equity shares at a price of Re. 1 per share, which is at par with the face value. Existing shareholders are entitled to 8 new shares for every 1 share held as of the record date. The record date for this corporate action is set for February 19, 2026.
- Total rights issue size fixed at βΉ26,352.92 lakhs (approximately βΉ263.53 crore)
- Rights entitlement ratio set at 8 fully paid-up equity shares for every 1 share held
- Issue price determined at Re. 1 per share, representing zero premium over face value
- Record date for eligibility established as February 19, 2026
- Total number of fresh rights shares to be issued is 263,52,92,056
Sadhana Nitrochem reported a dismal set of numbers for Q3 FY26, with revenue from operations crashing 81% YoY to βΉ5.66 crore. The company swung to a net loss of βΉ25.40 crore from a profit of βΉ0.64 crore in the previous year's corresponding quarter. Management highlighted technical constraints, liquidity challenges, and US tariff-related trade uncertainties as the primary drivers for this downturn. For the nine-month period, the company has accumulated a net loss of βΉ53.48 crore, significantly impacting its financial health.
- Quarterly revenue from operations plummeted to βΉ566.26 lakhs from βΉ2,975 lakhs YoY.
- Net loss for Q3 FY26 widened to βΉ2,540 lakhs compared to a profit of βΉ64 lakhs in Q3 FY25.
- Finance costs rose to βΉ688 lakhs from βΉ464 lakhs YoY, reflecting increased debt servicing pressure.
- Total comprehensive loss for the nine-month period ended Dec 2025 stood at βΉ5,361 lakhs.
- Management cited US tariff uncertainties and technical production constraints as primary reasons for the decline.
Sadhana Nitrochem Limited reported a standalone net loss of βΉ25.40 crore for the quarter ended December 31, 2025, a sharp decline from a profit of βΉ0.64 crore in the same period last year. Revenue from operations fell significantly by 81% YoY to βΉ5.66 crore, although it showed a sequential recovery from the previous quarter's low of βΉ0.26 crore. The company cited technical production constraints, liquidity challenges, and global trade uncertainties in US and European markets as primary reasons for the poor performance. Management expects an operational recovery in Q4 FY26 as these issues have reportedly been addressed.
- Standalone revenue from operations plummeted 81% YoY to βΉ5.66 crore from βΉ29.75 crore.
- Reported a net loss of βΉ25.40 crore in Q3 FY26 against a profit of βΉ0.64 crore in Q3 FY25.
- 9-month standalone net loss reached βΉ53.48 crore compared to a profit of βΉ1.23 crore in the prior year period.
- Finance costs increased to βΉ6.88 crore from βΉ4.64 crore YoY, reflecting higher interest burden.
- Management attributed losses to technical constraints and US tariff-related uncertainties affecting export schedules.
Sadhana Nitrochem Limited has announced the re-constitution of four key board committees following a circular resolution passed on February 05, 2026. Mr. Tej Mayur Contractor (DIN: 00454197) has been appointed as a member of the Audit Committee, Nomination and Remuneration Committee, Stakeholders Relationship Committee, and CSR Committee. This administrative update is part of the company's routine corporate governance and compliance with SEBI Listing Regulations. The changes are effective immediately and do not impact the company's operational or financial status.
- Mr. Tej Mayur Contractor (DIN: 00454197) appointed as a member of the Audit Committee.
- Re-constitution of the Nomination and Remuneration Committee to include Mr. Contractor.
- Stakeholders Relationship and CSR Committees also re-constituted with the same appointment.
- All resolutions were approved via circular resolution on February 05, 2026.
Sadhana Nitrochem Limited has announced the successful passage of a special resolution via postal ballot for the appointment of Mr. Tej Mayur Contractor as a Non-Executive Independent Director. The resolution received overwhelming support, with 99.91% of the total 101.4 million votes cast in favor. While promoter participation was high at 99.59%, public institutional participation was nil, and public non-institutional participation stood at 1.35%. This appointment is part of the company's efforts to maintain its board governance and regulatory compliance.
- Special resolution passed to appoint Mr. Tej Mayur Contractor as Non-Executive Independent Director.
- Total of 101,425,451 votes were polled, representing 30.79% of the total 329,411,057 shares.
- The resolution received 99.91% approval (101,330,857 votes) from the participating shareholders.
- Promoter group showed strong support with 98,313,829 votes cast, all 100% in favor of the appointment.
- Public non-institutional shareholders cast 3,111,622 votes, with 96.96% in favor and 3.04% against.
Sadhana Nitrochem has submitted its quarterly compliance certificate regarding the dematerialization of shares for the period ending December 31, 2025. As of the quarter-end, approximately 327.26 million shares, representing 99.35% of the total share capital, are held in electronic form. During the quarter, 18,514 shares were successfully processed for dematerialization within the mandated timelines. Only a small fraction of 2.15 million shares remains in physical form.
- Total share capital stands at 329,411,057 shares of Rs. 1 face value as of December 31, 2025
- 18,514 shares were successfully dematerialized during the October-December 2025 quarter
- 99.35% of the company's total equity is now held in dematerialized format (327,257,667 shares)
- The company confirmed compliance with SEBI timelines for processing demat requests within 15 days
Sadhana Nitrochem Limited has submitted its quarterly compliance certificate under SEBI Regulation 74(5) for the period ending December 31, 2025. The company confirmed that 18,514 shares were processed for dematerialization and listed on the stock exchanges during the quarter. As of year-end 2025, approximately 99.35% of the company's 32.94 crore total shares are held in electronic form. This is a routine administrative filing confirming that the company and its RTA are following standard security handling procedures.
- Total equity share capital as of December 31, 2025, stands at 32,94,11,057 shares of Rs. 1 each.
- A total of 18,514 shares were successfully dematerialized during the October-December 2025 quarter.
- 32,72,57,667 shares are now held in electronic form, representing 99.35% of the total capital.
- Physical shareholding remains at 21,53,390 shares, which is approximately 0.65% of the total equity.
Sadhana Nitrochem Limited has announced the closure of its trading window starting January 1, 2026, in compliance with SEBI (Prohibition of Insider Trading) Regulations. This closure is a standard procedure ahead of the declaration of the company's financial results for the quarter and nine months ending December 31, 2025. The restriction applies to all designated persons and their immediate relatives to prevent insider trading. The window will remain closed until 48 hours after the financial results are officially disclosed to the stock exchanges.
- Trading window closure begins on January 1, 2026, for the quarter ending December 31, 2025
- Restriction applies to all Designated Persons and their immediate relatives
- Window will reopen 48 hours after the declaration of Unaudited Financial Results
- NSDL is designated for freezing PAN at the security level for ISIN-INE888C01040
Sadhana Nitrochem Limited is seeking shareholder approval via postal ballot for the appointment of Mr. Tej Mayur Contractor (DIN: 00454197) as a Non-Executive Independent Director. The appointment is for a term of 5 years, commencing from October 18, 2025, up to October 17, 2030. The e-voting period will commence on December 17, 2025, at 9:00 A.M. (IST) and conclude on January 15, 2026, at 5:00 P.M. (IST). The results will be declared on or before January 17, 2026.
- Appointment of Mr. Tej Mayur Contractor (DIN: 00454197) as Non-Executive Independent Director.
- Director term: 5 years, from October 18, 2025 to October 17, 2030.
- E-voting starts December 17, 2025, at 9:00 A.M. (IST).
- E-voting ends January 15, 2026, at 5:00 P.M. (IST).
Sadhana Nitrochem Limited announced the appointment of Mr. Tej Mayur Contractor (DIN: 00454197) as a Non-Executive Independent Director. The board also approved a draft postal ballot notice for shareholder consent. The company will utilize NSDL's e-voting platform for the postal ballot and has appointed a scrutinizer to oversee the voting process. These decisions were made via circular resolution on December 12, 2025.
- Appointment of Mr. Tej Mayur Contractor (DIN: 00454197) as NonβExecutive Independent Director
- Company to avail services of NSDL for e-voting platform for the Postal Ballot
- Appointment of Scrutiniser to scrutinise voting process for the Postal Ballot
Sadhana Nitrochem Limited announced the retirement of Ms. Ayesha Patel (DIN: 02074115) as Independent Director, effective from December 6th, 2025, upon completion of her term. This change is in compliance with Regulation 30 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015. Ms. Patel also tendered her resignation, effective December 7th, 2025. The company has provided details as per SEBI Circular No. SEBI/HO/CFD/CFD-PoD-1/P/CIR/2023/123 dated July 13, 2023.
- Ayesha Patel (DIN: 02074115) retired as Independent Director.
- Retirement effective from December 6th, 2025.
- Compliant with SEBI Regulation 30.
- Resignation effective December 7th, 2025.
Financial Performance
Revenue Growth by Segment
Total revenue from operations declined 29.38% YoY to INR 135.99 Cr in FY25, compared to INR 192.86 Cr in FY24. The decline was driven by lower sales across all product segments and the management's decision to halt Para Amino Phenol (PAP) production due to competitive import pricing.
Profitability Margins
Net profit margin remained stable at 3.91% in FY25 compared to 3.92% in FY24. Profit After Tax (PAT) for FY25 was INR 5.22 Cr, down 29.5% from INR 7.41 Cr in FY24.
EBITDA Margin
EBITDA margin improved to 29.37% in FY25 from 23.45% in FY24. This 592 bps improvement was driven by higher profitability on specific products like ODB2, despite the overall revenue decline.
Capital Expenditure
Fixed assets increased by INR 41.90 Cr (13.5% increase) to INR 352.10 Cr in FY25, up from INR 310.20 Cr in FY24, primarily reflecting the capacity enhancement of the PAP plant.
Credit Rating & Borrowing
The company's credit rating is IVR D (Default). Borrowing costs are high, with finance costs reaching INR 17.65 Cr in FY25 (13% of revenue). The company has ongoing delays in servicing term loans and overutilization of cash credit limits.
Operational Drivers
Capacity Expansion
Para Amino Phenol (PAP) capacity was enhanced to 6,000 TPA, achieved in September 2024. However, the plant remained non-operational in H2FY25 due to market conditions.
Raw Material Costs
Cost of materials consumed was INR 64.02 Cr in FY25, representing 47.08% of total revenue, down from INR 71.88 Cr in FY24.
Strategic Growth
Growth Strategy
Growth is targeted through vertical integration, plant automation, and upskilling the workforce in AI/IoT applications. The company aims to establish end-to-end visibility of production and dispatch to enhance competitiveness.
Products & Services
Para Amino Phenol (PAP), ODB2, and Metanilic Acid.
New Products/Services
ODB2 is highlighted as a high-margin product contributing to EBITDA growth.
External Factors
Industry Trends
The industry is shifting toward digital infrastructure for supply chain visibility and predictive maintenance. Current trends include significant pressure from low-cost imports and a focus on vertically integrated manufacturing to mitigate cost risks.
Competitive Landscape
Intense competition from Chinese manufacturers who are selling products at historically low prices.
Competitive Moat
The company's moat is built on its vertically integrated manufacturing approach and 50-year history of serving multinational conglomerates, which provides a sustainable advantage in quality control and process optimization.
Macro Economic Sensitivity
Sensitive to global economic slowdowns and domestic demand fluctuations in the chemical industry.
Geopolitical Risks
High sensitivity to trade dynamics with China, specifically dumping practices that impact domestic margins.
Regulatory & Governance
Industry Regulations
Operations are subject to Maharashtra Pollution Control Board (MPCB) consents and safety legislations (ISO 9001, OHSAS 18001).
Environmental Compliance
The company maintains ISO 14001:2004 certification and focuses on socially responsible waste and effluent management.
Taxation Policy Impact
The effective tax rate for FY25 was approximately 42.8%, with tax expenses of INR 3.91 Cr on a PBT of INR 9.13 Cr.
Legal Contingencies
A fire incident in the chemical storage area at the Roha plant in September 2024 resulted in the deaths of contract workers, leading to regulatory inspections and local agitation.
Risk Analysis
Key Uncertainties
Uncertainty regarding the resumption of PAP production and the company's ability to regularize debt servicing for more than 90 days to improve its credit rating.
Technology Obsolescence Risk
Risk of lagging digital infrastructure; the company is mitigating this through digital pilots and upskilling in AI/IoT.
Credit & Counterparty Risk
Trade receivables stood at INR 126.23 Cr in FY24; the company is implementing stricter credit control and recovery processes.