Nilachal Refractories Ltd Board Approves Disposal of Substantially Whole Undertaking, Sets EGM for May 18
Nilachal Refractories Ltd announced that its Board of Directors held a meeting on May 9, 2026, approving major corporate transactions, including the disposal of its core assets. The Board also approved holding an Extra-Ordinary General Meeting (EGM) for shareholders to vote on the proposed sale.During the board meeting, the company approved the proposal for the sale, transfer, or disposal of its movable fixed assets. This includes the disposal of plant and machinery and capital work-in-progress, which amounts to disposing of substantially the whole undertaking of the company. This move is subject to the approval of shareholders under the provisions of Section 180(1)(a) of the Companies Act, 2013.
The Board also approved entering into material Related Party Transaction(s) related to the disposal of these fixed assets. These material transactions are subject to the approval of the Audit Committee and shareholders, where applicable.
Details of Proposed Material Related Party Transactions
The proposal includes transactions with four related parties. The maximum expected aggregate transaction value in all cases is capped at Up to ₹ 2 Crores.| Related Party Name | Nature of Relationship | Proposed Transaction Type | Maximum Aggregate Transaction Value | Period Validity | Basis of Material Terms |
|---|---|---|---|---|---|
| Jekay International (Track Private Limited) | Private Company/Director | Sale/transfer/disposal of movable fixed assets, including plant machinery and capital work-in-progress | Up to ₹ 2 Crores | One year from the date of shareholders' approval | Arms-Length Valuation reports |
| Juaiaztar (Private Limited) | Private Company/Director | Sale/transfer/disposal of movable fixed assets, including plant machinery and capital work-in-progress | Up to ₹ 2 Crores | One year from the shareholders' approval | Commercially negotiated terms |
| Jekay (Wagons Limited) | Public Company/Director | Sale/transfer/disposal of movable fixed assets, including plant machinery and capital work-in-progress | Up to ₹ 2 Crores | One year from the date shareholders' approval | Arms-Length Valuation reports |
| Industrial Associates (Thermal Solutions Private) | Private Company/Director | Sale/transfer/disposal of movable fixed assets, including plant machinery | Up to ₹ 2 Crores | One year from the date shareholders' approval | Arms-Length Valuation reports |
The company noted that the aforesaid transaction(s) may be undertaken in one or more tranches and/or one or more transactions.
Extra-Ordinary General Meeting Scheduled
To seek shareholder approval for the transaction, the Board approved the Notice of the Extra-Ordinary General Meeting (EGM). The meeting is scheduled for May 18, 2026, at 12:30 PM at the company's registered address in Kolkata.The board also approved convening the EGM on shorter notice, provided consent is received from members holding not less than 95% of the voting power. Furthermore, the board approved the e-voting schedule, cut-off date, and the appointment of a scrutinizer for the EGM.
Change in Key Managerial Personnel
The Board confirmed and accepted the resignation of Mr. Vijay Kumar Gupta from the post of Company Secretary and Compliance Officer (Key Managerial Personnel) with effect from May 9, 2026.The board meeting commenced at 11:30 A.M and concluded at 1:30 P.M.
Stock Price Movement
Nilachal Refractories Ltd settled at ₹45.20 on Friday, edging higher by 1.12% at the close. Shares spent the session moving within a range, finding support between ₹43.00 and reaching an intraday high of ₹46.90.Disclaimer: Due care and diligence have been taken in compiling and presenting news and market-related content. However, errors or omissions may arise despite such efforts.
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