JSW Dulux Limited receives debenture trust deed intimation from promoter

JSW Dulux Limited has received an intimation from its promoter, JSW Paints Limited, regarding a debenture trust deed (DTD) entered into on November 4, 2026. Certain clauses of this DTD are applicable to JSW Dulux. The DTD is for the issuance of INR denominated, senior, unsecured, rated, listed and redeemable non-convertible debentures aggregating up to INR 2950,00,00,000/-. JSW Paints Limited, the promoter, holds 61.20% of JSW Dulux’s shares.

JSW Dulux Notified of Promoter’s Debenture Trust Deed

JSW Dulux Limited (formerly Akzo Nobel India Limited) announced on November 5, 2026, that it has received an intimation from its promoter and holding company, JSW Paints Limited. This intimation pertains to a debenture trust deed (DTD) executed between JSW Paints Limited and Axis Trustee Services Limited on November 4, 2026.

Key Details of the Debenture Trust Deed

The DTD involves the issuance of INR denominated, senior, unsecured, rated, listed, and redeemable non-convertible debentures for a total amount aggregating up to INR 2950,00,00,000/-. While JSW Dulux Limited is not directly a party to this deed, specific clauses within the DTD will be applicable to it, as per the terms outlined.

JSW Paints Limited, the issuer of the debentures, is identified as the promoter of JSW Dulux Limited. As of November 4, 2026, JSW Paints holds 27,87,17,230 shares in JSW Dulux, constituting 61.20% of the company’s total shares on a fully diluted basis.

The purpose of the DTD is to, among other things, partially refinance certain existing financial indebtedness of the Issuer. The DTD includes standard representations, warranties, and covenants to protect the debenture holders, as well as customary events of default such as non-payment and cross-default.

Impact on JSW Dulux

The DTD specifies that certain actions by JSW Dulux, such as ceasing to own the majority of JSW Dulux’s shares, ceasing to exercise control, or disposing of shares or creating encumbrances, would trigger consequences as outlined in the DTD. The Issuer has also represented that it will continue to control JSW Dulux.

No liabilities have been directly imposed on JSW Dulux Limited by the DTD. However, restrictions imposed by the DTD in the nature of representations, warranties, and covenants are not quantifiable. The transactions proposed under the DTD do not classify as related party transactions under the LODR for JSW Dulux.

Source: BSE

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