Shree Pushkar seeks approval for Rs 45 crore Unit 5 plant

Shree Pushkar Chemicals & Fertilisers Limited is seeking shareholder approval on 2 December 2026 for up to Rs 45.0004214 crore of promoter warrants to fund a proposed chemical plant at Unit 5 in Ratnagiri. The proposal covers 8,54,060 fully convertible warrants at Rs 526.90 each for Chairman, Managing Director and promoter Punit Gopikishan Makharia.

What are Shree Pushkar shareholders being asked to approve?

Shree Pushkar shareholders are being asked to approve a preferential issue of up to 8,54,060 fully convertible warrants to Punit Gopikishan Makharia at Rs 526.90 per warrant. The board approved the proposal on 2 November 2026, subject to shareholder and regulatory approvals, and scheduled an extraordinary general meeting, or EGM, for 2 December 2026 at 3:00 p.m. Indian Standard Time through video conferencing or other audio-visual means.

Each warrant would convert into one fully paid equity share with a face value of Rs 10, producing a maximum issue size of Rs 45.0004214 crore. Shree Pushkar said the price is not lower than the minimum calculated under Chapter V of the Securities and Exchange Board of India, or SEBI, Issue of Capital and Disclosure Requirements, or ICDR, Regulations. The special resolution names Makharia as the only proposed allottee.

Shree Pushkar is also seeking to increase authorised share capital to Rs 34 crore, divided into 3,40,00,000 equity shares, from Rs 33.5 crore and 3,35,00,000 shares. Its paid-up share capital stood at Rs 32.337691 crore, comprising 3,23,37,691 shares, at the 2 November 2026 board meeting. The company said the additional authorised capital would accommodate existing unconverted warrants, the proposed issue and future capital-raising flexibility.

How will Shree Pushkar use the warrant proceeds?

Shree Pushkar intends to deploy the full Rs 45.0004214 crore potential proceeds as capital expenditure for a proposed chemical plant at its Unit 5 site at D-10, Maharashtra Industrial Development Corporation, or MIDC, Lote Parshuram, Taluka Khed, Ratnagiri. The company identified the project location as an existing vacant land parcel and disclosed March 2028 as the tentative utilisation timeline.

The stated deployment assumes 100% conversion of the warrants, because the consideration will arrive in stages as Makharia exercises them within the permitted tenure. Shree Pushkar said management expects to use the proceeds in phases according to fund availability and business requirements. Until deployment, the company may place funds in bank or cash-credit accounts, while setting aside any corresponding cash-credit limit for the stated objective.

The filing permits a plus or minus 10% variation in the estimated allocation or timing, citing commercial, technical, financial, market and sectoral factors. If proceeds are not fully used in the disclosed period, the board may reschedule spending and use the balance in later periods in accordance with applicable law. The notice does not disclose the proposed plant's capacity, products, commissioning date or total project cost beyond the warrant proceeds.

Because the preferential issue is below Rs 100 crore, Shree Pushkar said Regulation 162A does not require a monitoring agency. The company instead said it would internally monitor use of funds and make stock-exchange filings required under listing and ICDR rules. This means the disclosed oversight mechanism is internal rather than an externally appointed monitoring agency.

What are Shree Pushkar's warrant payment terms?

Shree Pushkar requires the allottee to pay 25% of the Rs 526.90 price at warrant subscription and the remaining 75% when exercising the warrants. If the whole issue is subscribed and converted, the initial payment would be Rs 11.25010535 crore and the conversion balance would be Rs 33.75031605 crore. The subscription payment must come from the warrant holder's own bank account into Shree Pushkar's designated account.

The warrants may be exercised in one or more tranches within 18 months from allotment. If any warrant remains unexercised after that period, it lapses and the amount already paid on it is forfeited by Shree Pushkar. A warrant carries no shareholder rights before conversion, while shares issued on exercise would rank equally with existing equity shares for dividends and voting rights.

The company expects to allot warrants in dematerialised form within 15 days of the special resolution, unless regulatory permission is needed, in which case the period runs from the final approval. The relevant pricing date was 2 November 2026, 30 days before the EGM. Shree Pushkar used National Stock Exchange trading data for pricing because it said the exchange recorded higher trading volumes over the prescribed period.

How could Shree Pushkar's ownership change?

Shree Pushkar's promoter-group ownership would rise to 70.88% from 69.45% on the fully diluted assumptions in the notice, while public ownership would decline to 29.12% from 30.55%. The comparison includes conversion of the 8,54,060 proposed warrants for Makharia and 7,36,196 unconverted warrants issued to Gautam Gopikishan Makharia on 27 December 2025.

Makharia individually held 16,28,388 shares, or 5.04%, before the proposed issue, based on the shareholding pattern dated 30 October 2026. On the stated fully diluted basis, his holding would rise by 8,54,060 shares to 24,82,448 shares, or 7.32%. The total share base would increase to 3,39,27,947 shares from 3,23,37,691 shares under those assumptions.

Shree Pushkar said the proposal would not change control, though voting rights would change with the shareholding pattern. It also said no promoter or promoter-group member sold or transferred equity shares during the six months before the relevant date. The company disclosed no preferential allotments during the financial year before this proposal.

Conclusion

Shree Pushkar is proposing a defined promoter-funded raise of up to Rs 45.0004214 crore, with all potential proceeds designated for capital expenditure on the Unit 5 chemical plant in Ratnagiri. The proposal links financing, an increase in authorised capital and a possible rise of 1.43 percentage points in promoter-group ownership on the filing's fully diluted assumptions.

The next event is the 2 December 2026 EGM, where shareholders will vote on the warrant issue and authorised-capital increase. If approved, the warrants must be allotted within the disclosed regulatory timetable, Makharia would have 18 months to exercise them, and Shree Pushkar targets phased use of the proceeds for Unit 5 through March 2028.