S R Industries to issue ₹16.5 crore CCDs to Bazel International under resolution plan

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    14/Apr/2025

  • S R Industries' board approves issuance of ₹16.5 crore CCDs to Bazel International, to be converted into equity shares over 18 months as per NCLT-approved resolution plan.

  • Preferential allotment to be made in one or more tranches, aimed at fulfilling working capital needs as part of the company's revival post-Corporate Insolvency Resolution Process.

  • Bazel International's post-issue stake to rise to 72.86%, with equity shares issued on conversion of CCDs listed on BSE, maintaining SEBI's Minimum Public Shareholding norms.

New Delhi, India – April 14, 2025S R Industries Limited (BSE Script Code: 513515, Script Name: SRIND), a footwear manufacturing company rehabilitated from the Corporate Insolvency Resolution Process (CIRP), has announced a major funding decision to strengthen its financial position.

In a Board Meeting held on April 14, 2025, the Board of Directors of S R Industries approved the issuance of unlisted, unrated 0.01% Compulsorily Convertible Debentures (CCDs) aggregating up to ₹16.5 crore to Bazel International Limited (BIL), the company’s resolution applicant.


Issuance Details and Purpose

The CCDs will be issued via preferential allotment on a private placement basis in one or more tranches. The instrument will carry a face value of ₹10 each, with 1.65 crore CCDs proposed to be issued. The issuance is in line with the Resolution Plan approved by the Hon’ble National Company Law Tribunal (NCLT), Chandigarh Bench, and is crucial to meet the company's working capital requirements.

Under the resolution plan, BIL has committed to infusing ₹16.5 crore over time:

  • ₹12 crore in the first year, and

  • ₹1.5 crore each in the third, fourth, and fifth years,
    through debt instruments like these CCDs.

The issued CCDs will be converted into equity shares within 18 months from the date of allotment at a fixed price of ₹10 per share. These shares will be listed on BSE Limited upon conversion, subject to approvals.


Change in Shareholding

Before the preferential allotment:

  • Bazel International held 98,56,424 shares, amounting to 50.10% of the total equity.

After the conversion of CCDs:

  • BIL’s shareholding will increase to 2,63,56,424 shares, representing a 72.86% stake in the company.

However, the filing notes that this shareholding is notional and subject to change, due to requirements under SEBI’s Minimum Public Shareholding (MPS) regulations. Both BIL and S R Industries are obligated to realign the shareholding to ensure compliance with SEBI’s MPS norms under Regulation 19A of the Securities Contracts (Regulation) Rules, 1957, and the relevant SEBI Circular dated February 3, 2023.


Instrument Features and Conversion Terms

Here are the key terms of the issued CCDs:

  • Type: Unlisted, unrated 0.01% Compulsorily Convertible Debentures (CCDs)

  • Mode: Preferential allotment, private placement

  • Investor: Bazel International Limited

  • Amount: ₹16,50,00,000

  • Price: ₹10 per CCD

  • Conversion Period: Within 18 months

  • Listing Status: CCDs will remain unlisted; converted equity shares will be listed on BSE

  • Security: To be decided mutually between BIL and the company

  • Tenure: Maximum of 18 months

  • Interest Rate: 0.01%

There are no special rights or privileges attached to these CCDs. The company has also reported no delays or defaults in interest or principal obligations, nor is there any cancellation of the issuance proposal.


Background: Corporate Insolvency and Resolution Plan

S R Industries had undergone Corporate Insolvency Resolution Process (CIRP) initiated by NCLT Chandigarh on December 21, 2021. As per the process, Bazel International Limited, along with its associates, emerged as the Successful Resolution Applicant (SRA).

Under the approved resolution plan:

  • 18,689,825 equity shares (95%) were allotted to the promoter and promoter group.

  • 9,856,424 shares (50.10%) were initially allotted to BIL, marking their strategic entry into the company.

  • The fresh infusion through CCDs is intended to ensure long-term revival and sustainable operations of the company.


Compliance with SEBI Guidelines

The company and BIL are working in compliance with:

  • SEBI LODR Regulation 30, relating to disclosure of material events,

  • SEBI ICDR Regulations, 2018, governing the issuance of capital,

  • SEBI Circular SEBI/HO/CFD/CFDPoD1/P/CIR/2023/123 (dated July 13, 2023),

  • Minimum Public Shareholding norms, under Regulation 19A and SEBI Circular dated February 3, 2023.

These steps reflect a coordinated strategy to maintain regulatory compliance, raise capital, and revive operations after CIRP.


Company Information

S R Industries Limited is engaged in the manufacture and sale of footwear and leather goods. It operates from its registered office in Mohali, Punjab, and corporate office in Lajpat Nagar, New Delhi.

Corporate Details:


What Investors Should Watch

This capital infusion signals strong commitment from the new promoter group to stabilize the business, post-rehabilitation from insolvency. Investors should monitor:

  • Timely infusion of each tranche of working capital by BIL,

  • Execution of business revival strategy,

  • Adherence to MPS norms and listing of converted equity shares,

  • Performance and disclosures in the upcoming financial quarters.


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