🔍

SETCO - Setco Automotive

📊 NSE: SETCO 🏢 Auto Ancillaries 📅 Last Updated: 12/14/2025 13:02

📢 Recent Corporate Announcements

Setco Automotive EGM Approves Material Subsidiary Stake Sale and Company Name Change

🔵 WATCH ⭐ 8/10

M&A 📅 26 Apr 2026, 01:15 PM

Setco Automotive held an EGM on April 25, 2026, to seek shareholder approval for the disposal of equity shares in its material subsidiary, Setco Auto Systems Private Limited. The meeting also addressed the authorization of a major transaction and a proposed change to the company's name. Additionally, shareholders voted on altering the Object Clause of the Memorandum of Association, signaling a potential shift in the company's core business focus. These moves collectively indicate a significant corporate restructuring and strategic pivot for the automotive component maker.

Proposed disposal of equity shares in Setco Auto Systems Private Limited, a material subsidiary of the company.
Authorization for the finalization and execution of 'Transaction Documents' for a major corporate deal.
Proposed change of the company name and consequent alteration of the Memorandum and Articles of Association.
Alteration of the Object Clause of the Memorandum of Association to potentially broaden or change business activities.
Voting results to be communicated within 48 hours of the meeting conclusion on April 25, 2026.

💡 Investors should wait for the official voting results and further disclosures regarding the valuation and terms of the subsidiary sale. The name change and object clause alteration suggest a significant shift in business strategy that requires careful monitoring of future revenue sources.

Setco Automotive EGM: Approval for Material Subsidiary Sale and Name Change

🔵 WATCH ⭐ 8/10

M&A 📅 25 Apr 2026, 11:42 PM

Setco Automotive Limited held an Extra-Ordinary General Meeting (EGM) on April 25, 2026, to seek shareholder approval for major corporate restructuring. Key resolutions included the disposal of equity shares in its material subsidiary, Setco Auto Systems Private Limited, and a proposal to change the company's name. Additionally, the company sought to alter its Memorandum of Association's Object Clause, suggesting a potential shift in business focus. The final voting results are expected to be disclosed within 48 hours of the meeting's conclusion.

Proposed disposal of equity shares in Setco Auto Systems Private Limited, a material subsidiary of the company.
Approval sought for a change in the company's name and consequent alteration of MoA and AoA.
Resolution to alter the Object Clause of the Memorandum of Association, indicating a strategic pivot.
EGM proceedings concluded on April 25, 2026, with voting results to be submitted separately under SEBI regulations.

💡 Investors should closely monitor the upcoming disclosure of voting results and specific details regarding the 'Transaction' and the valuation of the subsidiary sale. The proposed name change and object clause alteration suggest a significant change in corporate strategy that requires further clarity.

Setco Automotive Issues Notice for Extra-Ordinary General Meeting and E-Voting

🟡 NEUTRAL ⭐ 3/10

ROUTINE 📅 21 Apr 2026, 05:00 PM

Setco Automotive Limited has published newspaper advertisements regarding an upcoming Extra-Ordinary General Meeting (EGM) and provided details for electronic voting. The announcement is a regulatory compliance step under SEBI (LODR) Regulations and the Companies Act, 2013. The notices were published in the English and Gujarati editions of The Financial Express on April 21, 2026. Shareholders are encouraged to review the specific agenda items once the full EGM notice is accessed.

Notice of Extra-Ordinary General Meeting (EGM) published in newspapers on April 21, 2026.
Compliance with SEBI Regulation 47 and Section 108 of the Companies Act, 2013 regarding shareholder communication.
E-voting facility provided to all eligible shareholders to participate in the upcoming meeting resolutions.
Advertisements released in both English and Gujarati languages in The Financial Express.

💡 Investors should check the company's website or exchange filings for the detailed EGM agenda to understand the specific resolutions being voted upon. No immediate action is required until the meeting agenda is reviewed.

Setco Automotive Subsidiary Receives GPCB Revocation Order to Resume Kalol Unit Operations

🟢 POSITIVE ⭐ 7/10

REGULATORY 📅 16 Apr 2026, 07:19 PM

Setco Automotive's subsidiary, SASPL, has received a revocation order from the Gujarat Pollution Control Board (GPCB) allowing it to resume operations at its Kalol manufacturing unit. The unit was previously issued a closure direction on March 10, 2026, under the Water (Prevention and Control of Pollution) Act. The revocation is valid for a period of three months, contingent upon the company adhering to Consolidated Consent Authorisation (CCA) conditions and a specific undertaking. This development is expected to restore production capacity and mitigate the operational risks faced over the past month.

GPCB revoked the closure order dated March 10, 2026, for the subsidiary's manufacturing unit in Kalol, Gujarat.
The revocation is granted for a three-month period following a review of compliance measures undertaken by the company.
Resumption of operations is subject to compliance with CCA conditions and an undertaking dated March 30, 2026.
The company confirms that all necessary corrective actions for environmental compliance have been implemented.

💡 Investors should monitor the company's ability to maintain long-term environmental compliance to ensure the revocation becomes permanent after the initial three-month window.

Setco Automotive to Sell Material Subsidiary SASPL to RSB Transmissions; Proposes Name Change

🔵 WATCH ⭐ 9/10

M&A 📅 03 Apr 2026, 12:34 PM

Setco Automotive Limited has convened an Extra-ordinary General Meeting (EGM) on April 25, 2026, to seek shareholder approval for the sale of its entire stake in its material subsidiary, Setco Auto Systems Private Limited (SASPL). The transaction involves selling 7,10,000 equity shares to RSB Transmissions (I) Limited in multiple tranches. Following the completion of this divestment, the company proposes to change its name to 'Shilayan Industries Limited' and alter its Memorandum of Association. This move indicates a significant corporate restructuring and a potential shift in the company's business focus.

Divestment of 100% equity stake in material subsidiary SASPL, comprising 7,10,000 shares, to RSB Transmissions (I) Limited.
Execution of a Share Purchase and Subscription Agreement (SPSA) and Shareholders’ Agreement (SHA) involving promoters and India Resurgence Fund.
Proposed change of the company's name from 'Setco Automotive Limited' to 'Shilayan Industries Limited' post-transaction.
Alteration of the Object Clause of the Memorandum of Association to reflect new business directions.
The EGM is scheduled for April 25, 2026, with a voting cut-off date of April 17, 2026.

💡 Investors should closely monitor the valuation of the SASPL sale and the company's plan for the sale proceeds, particularly regarding debt repayment or new business ventures. The name change and object clause alteration suggest a major strategic pivot that warrants a cautious outlook until the new business model is clarified.

Setco Auto Subsidiary Secures ₹125.10 Cr IRR Waiver on NCDs from India Resurgence Fund

🟢 POSITIVE ⭐ 8/10

OTHER 📅 31 Mar 2026, 05:05 PM

Setco Automotive's material subsidiary, Setco Auto Systems Private Limited (SASPL), has received significant financial relief through the waiver of accrued interest and premiums on its unlisted NCDs. A total of ₹125.10 crore in accrued Investor IRR at 18% per annum for FY25 and FY26 has been waived by India Resurgence Fund. Additionally, ₹67 lakh in redemption premiums for FY26 was waived, contingent on the redemption of the debentures within a stipulated timeline. This move significantly reduces the subsidiary's debt burden and improves the consolidated financial outlook for the parent company.

Total waiver of ₹125.10 crore in accrued Investor IRR for FY 2024-25 and FY 2025-26
Waiver of ₹67.0 lakh in Additional Redemption Premium for the Financial Year 2025-26
Relief provided by India Resurgence Fund (Scheme 1 and Scheme 2) on unlisted NCDs
Waivers are subject to the redemption of debentures within the stipulated timeline
Principal amount and other key terms of the debentures remain unchanged

💡 Investors should view this as a significant positive development that reduces the company's financial liabilities; however, monitor the company's cash flow to ensure they meet the redemption timelines required to secure these waivers.

Setco Automotive Announces Trading Window Closure Starting April 1, 2026

🟡 NEUTRAL ⭐ 2/10

ROUTINE 📅 31 Mar 2026, 03:48 PM

Setco Automotive Limited has notified the stock exchanges regarding the closure of its trading window effective April 1, 2026. This is a standard regulatory requirement under SEBI (Prohibition of Insider Trading) Regulations, 2015, ahead of the announcement of financial results. The closure applies to all directors, designated employees, and connected persons for the quarter and year ended March 31, 2026. The window will reopen 48 hours after the audited standalone and consolidated financial results are declared.

Trading window closure effective from Wednesday, April 1, 2026.
Closure is in preparation for the Q4 and FY 2025-26 audited financial results.
Applies to all directors, designated employees, and their immediate relatives.
Trading window will reopen 48 hours after the official declaration of financial results.

💡 This is a routine regulatory announcement with no direct impact on stock fundamentals. Investors should focus on the upcoming audited financial results for performance assessment.

Setco Automotive Subsidiary Corrects Investor IRR Waiver Amount to ₹66.46 Crore

🟢 POSITIVE ⭐ 7/10

REGULATORY 📅 31 Mar 2026, 03:43 PM

Setco Automotive Limited has issued a corrigendum regarding a waiver of accrued Investor Internal Rate of Return (IRR) by its material subsidiary, Setco Auto Systems Private Limited (SASPL). The company clarified that the actual waiver amount for FY 2025-26 is ₹66.46 crore, correcting a previous disclosure of ₹75.50 crore. This waiver represents a significant reduction in the subsidiary's financial obligations. Furthermore, the company received in-principle approval from the BSE on March 30, 2026, concerning this financial arrangement.

Material subsidiary SASPL received consent for waiver of accrued Investor IRR for FY 2025-26
Corrected waiver amount stands at ₹66.46 crore, revised from the earlier reported ₹75.50 crore
BSE Limited provided in-principle approval for the matter on March 30, 2026
The waiver reduces the financial liability burden on the material subsidiary's balance sheet

💡 Investors should note the reduction in liability for the material subsidiary, which strengthens the consolidated financial position, though the corrected waiver is slightly lower than initially reported. Monitor the next quarterly results for the impact on net profit.

Setco Automotive to Divest SASPL Stake to RSB Transmissions for over ₹510 Cr

🟢 POSITIVE ⭐ 10/10

M&A 📅 29 Mar 2026, 06:16 PM

Setco Automotive is divesting its entire stake in its material subsidiary, Setco Auto Systems Private Limited (SASPL), to RSB Transmissions in a phased transaction. The company will receive an initial ₹185 crore for a 41% stake, a ₹70 crore non-compete fee, and up to ₹255 crore for the remaining 24% stake by FY28. This move is significant as SASPL contributed 96% of Setco's revenue in FY25 but had a negative net worth of ₹696 crore. Following the sale, the company will rename itself to Shilayan Industries Limited and cease using the 'Setco' brand.

Initial sale of 41% stake in SASPL for ₹185 Cr plus potential EBITDA-linked consideration of ₹71 Cr.
Remaining 24% stake to be sold in FY 2027-28 for a maximum consideration of up to ₹255 Cr.
Company to receive ₹70 Cr as non-compete consideration and ₹33 Cr for subsidiary Lava Cast via a supply agreement.
India Resurgence Fund (IndiaRF) to exit its 35% stake and NCDs in SASPL for ₹976 Cr.
Setco Automotive to undergo rebranding and name change to Shilayan Industries Limited.

💡 This is a critical restructuring move that offloads a heavily indebted subsidiary while bringing in significant cash flow. Investors should monitor the company's growth strategy for its remaining business, Lava Cast, as it pivots away from its primary revenue-generating unit.

Setco Automotive to Divest Stake in SASPL for up to ‡543 Crores; Company to be Renamed

🟢 POSITIVE ⭐ 10/10

M&A 📅 29 Mar 2026, 06:14 PM

Setco Automotive has approved the sale of its 65% stake in its material subsidiary, Setco Auto Systems Private Limited (SASPL), to RSB Transmissions in two phases. The initial 41% stake will be sold for ‡185 Crores, while the remaining 24% is slated for sale in FY2027-28 for up to ‡255 Crores subject to EBITDA milestones. The company will also receive ‡70 Crores as non-compete fees and ‡33 Crores via a supply agreement for its subsidiary Lava Cast. This transaction is a major restructuring move as SASPL contributed 96% of revenue but had a negative net worth of ‡696 Crores.

Initial sale of 41% stake in SASPL for ‡185 Crores, with additional EBITDA-linked deferred consideration up to ‡71 Crores.
Residual 24% stake to be sold in FY28 for a maximum consideration of ‡255 Crores.
Company to receive ‡70 Crores as non-compete consideration and ‡33 Crores for capacity blocking at Lava Cast Private Limited.
Setco Automotive to be renamed 'Shilayan Industries Limited' and will cease using the 'Setco' brand name.
SASPL accounted for 96% of total revenue (‡663 Cr) but had a negative net worth of ‡696 Cr as of March 2025.

💡 Investors should monitor the successful completion of the first phase of the sale and the subsequent debt reduction. While the company is losing its primary revenue driver, the cash infusion and exit from a negative net-worth subsidiary could significantly improve the balance sheet.

Setco Automotive Clarifies Segment Reporting for Q3 FY26 Results

🟡 NEUTRAL ⭐ 3/10

REGULATORY 📅 25 Mar 2026, 12:29 PM

Setco Automotive Limited has responded to a clarification sought by the National Stock Exchange regarding its financial results for the quarter ended December 31, 2025. The company clarified that it operates exclusively in a single business segment, namely Auto Components, which is why no separate segment-wise reporting was provided. The management also confirmed that all financial results were submitted within the prescribed SEBI timelines. This response aims to resolve the 'inadequacy' flag raised by the exchange under Regulation 33 of SEBI LODR.

Company confirmed it operates in a single business segment: Auto Components.
Clarification addresses the inadequacy flag raised by NSE regarding Regulation 33 compliance.
Management stated that financial results for the quarter ended Dec 31, 2025, were filed on time.
The company assured the exchange of continued strict compliance with all applicable regulations.

💡 No action is required as this is a routine procedural clarification regarding reporting formats. Investors should focus on the core financial performance of the company's auto component business.

Setco Automotive Board Approves Merger of Wholly-Owned Subsidiary Lava Cast Private Limited

🔵 WATCH ⭐ 7/10

M&A 📅 23 Mar 2026, 03:56 PM

The Board of Setco Automotive has approved the merger of its wholly-owned subsidiary, Lava Cast Private Limited (LCPL), into the parent company. LCPL reported a turnover of ₹8,737.90 lakhs and a negative net worth of ₹10,256.69 lakhs as of March 31, 2025. As LCPL is a 100% subsidiary, no new shares will be issued, and the shareholding pattern of Setco will remain unchanged. The merger is intended to simplify the corporate structure, reduce administrative costs, and achieve operational synergies.

Merger of wholly-owned subsidiary Lava Cast Private Limited (LCPL) into Setco Automotive approved.
LCPL turnover was ₹8,737.90 lakhs with a negative net worth of ₹10,256.69 lakhs in FY25.
No cash consideration or share issuance involved; shareholding pattern remains unchanged.
Setco's consolidated net worth is significantly negative at -₹69,382.13 lakhs as of March 2025.
The scheme is subject to approvals from NCLT, shareholders, and creditors.

💡 While the merger simplifies the group structure and reduces compliance costs, investors should be wary of the company's deeply negative consolidated net worth. Monitor the NCLT approval timeline and any potential debt restructuring announcements.

Setco Automotive Announces Immediate Trading Window Closure Due to UPSI

🟡 NEUTRAL ⭐ 3/10

ROUTINE 📅 21 Mar 2026, 06:32 PM

Setco Automotive Limited has informed the exchanges of an immediate closure of its trading window for all designated persons and their relatives. This action is taken in compliance with SEBI (Prohibition of Insider Trading) Regulations, 2015, due to the existence of Unpublished Price Sensitive Information (UPSI). The window will remain closed until 48 hours after the specific information is made public. While the nature of the UPSI is not specified, such closures are standard regulatory procedures ahead of significant corporate developments or financial results.

Trading window closed with immediate effect as of March 21, 2026
Closure applies to all Designated Persons and their immediate relatives per SEBI regulations
Window to remain closed until 48 hours after the UPSI becomes generally available
The specific date for reopening the trading window will be announced in due course

💡 This is a routine regulatory compliance filing. Investors should monitor future announcements to identify the specific price-sensitive information that triggered this closure.

Setco Subsidiary SASPL Secures ₹75.50 Crore Interest Waiver on NCDs

🟢 POSITIVE ⭐ 7/10

OTHER 📅 20 Mar 2026, 07:59 PM

Setco Automotive's material subsidiary, Setco Auto Systems Private Limited (SASPL), has successfully obtained a waiver for accrued Investor IRR of 18% per annum. This waiver totals ₹75.50 crore for the financial year 2025-26 on its listed Non-Convertible Debentures. The agreement has received necessary approvals from the Board, Debenture Trustee, and Debenture Holders. This move provides substantial financial relief to the subsidiary without altering the principal debt obligations.

Waiver of 18% p.a. Investor IRR amounting to ₹75.50 crore for FY 2025-26.
Applies to listed Non-Convertible Debentures issued in August 2021 and July 2024.
Formal consent obtained from Debenture Trustee (Vistra ITCL) and debenture holders.
Principal amount and other key terms of the NCDs remain unchanged despite the waiver.

💡 The waiver significantly reduces the interest expense for the subsidiary, which should positively impact Setco's consolidated bottom line. Investors should view this as a credit-positive event that improves liquidity and financial flexibility.

Setco Automotive Consolidates Lava Cast as Wholly Owned Subsidiary; Assigns ₹97.56 Cr Loan

🟢 POSITIVE ⭐ 7/10

M&A 📅 20 Mar 2026, 07:56 PM

Setco Automotive is undergoing a major internal restructuring to simplify its corporate structure by making Lava Cast Private Limited (LCPL) a wholly owned subsidiary. The company is acquiring a 10.32% stake and 1,40,000 Non-Convertible Debentures from its other subsidiary and individual shareholders for a nominal consideration of ₹1. Furthermore, an unsecured loan of ₹97.56 Crores owed by LCPL is being assigned to the parent company. This move is intended to improve balance sheet transparency and consolidate financial exposures within the group.

Acquisition of 1,34,70,000 equity shares (10.32% stake) to make LCPL a 100% subsidiary.
Assignment of a ₹97.56 Crore unsecured loan from SASPL to the parent company for a nominal ₹1.
Transfer of 1,40,000 Non-Convertible Debentures (NCDs) of LCPL to Setco Automotive.
Lava Cast Private Limited reported a turnover of ₹87.38 Crores in FY 2024-25, up from ₹35.54 Crores in FY 2022-23.
Restructuring aims to align the group structure with long-term operational and strategic objectives.

💡 Investors should view this as a positive move toward corporate simplification and direct control over a growing subsidiary. Monitor how the consolidation of the ₹97.56 Crore loan affects the parent company's standalone debt profile.

View All SETCO Announcements on Live Market Tracking →

💰 Financial Performance

Revenue Growth by Segment

Consolidated revenue from operations grew 12.2% YoY to INR 718.6 Cr in FY25, up from INR 640.7 Cr. The Aftermarket segment was a primary driver, growing 31% YoY and contributing 15.6% of total revenue. Standalone revenue was minimal at INR 2.73 Cr following the transfer of the clutch business to its subsidiary.

Geographic Revenue Split

International operations are key drivers: North American (SANAI) sales grew 6% YoY with 12% EBITDA margins. European (SAUL) sales grew 2% YoY, though EBITDA remained negative. The company also operates in the Middle East via Setco MEA DMCC.

Profitability Margins

The company reported a consolidated Net Loss of INR 126.33 Cr in FY25, a slight improvement of 4.95% from a loss of INR 132.58 Cr in FY24. Profitability is severely impacted by high finance costs of INR 217.41 Cr, which increased 21% YoY, exceeding the operating profit.

EBITDA Margin

Consolidated EBITDA grew 50.7% YoY to INR 109.2 Cr in FY25, up from INR 72.5 Cr. The EBITDA margin improved to approximately 15.2% from 11.3% in the previous year, driven by higher-margin aftermarket sales and export growth.

Capital Expenditure

Not explicitly disclosed in absolute INR Cr for the current period, but the company is investing in 'State-of-the-Art' manufacturing and R&D capabilities in the UK and India to support new product ranges.

Credit Rating & Borrowing

The company was assigned an [ICRA]D rating in June 2021 due to irregularities in servicing bank debt. While the rating was withdrawn in December 2021 after debt was transferred to the SASPL subsidiary, liquidity remains stretched with consolidated finance costs at INR 217.41 Cr.

⚙️ Operational Drivers

Raw Materials

Specific raw materials include iron castings (sourced from subsidiary Lava Cast), steel, and friction materials for clutch manufacturing. Castings represent a significant portion of the input for the clutch and flywheel lines.

Import Sources

Sourced domestically in India (via Lava Cast Pvt Ltd) and internationally to support manufacturing hubs in the UK and North America.

Key Suppliers

Lava Cast Private Limited (subsidiary) is a primary supplier of castings. Other third-party vendors for steel and friction components are utilized but not named.

Capacity Expansion

Current capacity is not stated in units, but the company is expanding its 'Setco Allied Products' line to include flywheels, bearings, brakes, and lubricants to utilize existing distribution channels.

Raw Material Costs

Not disclosed as a specific percentage of revenue, but the company is implementing proactive cost-reduction steps in its European operations to offset negative EBITDA.

Manufacturing Efficiency

The company utilizes 'State-of-the-Art' facilities and an R&D hub in the UK (SAUL) to improve product life and performance, specifically for the LIPE brand.

Logistics & Distribution

The company uses a global distribution network with hubs in the UK, USA, and Dubai to serve the European, North American, and Middle Eastern markets.

📈 Strategic Growth

Expected Growth Rate

7-9%

Growth Strategy

The company is transitioning to an aftermarket-focused enterprise to reduce OEM dependency. Strategy includes launching 'Setco Allied Products' (bearings, brakes, lubricants), expanding the LIPE brand in Europe, and developing a new range of clutches for the North American market to augment existing business.

Products & Services

Clutches for M&HCV and LCV, flywheels, bearings, brakes, lubricants, and oil.

Brand Portfolio

LIPE, Setco, Setco Allied Products.

New Products/Services

Launched 'Setco Allied Products' including flywheels, bearings, brakes, and lubricants to complement the core clutch portfolio.

Market Expansion

Targeting the North American market with a new range of clutches and the European market through new distributor setups under the SAUL subsidiary.

Strategic Alliances

Maintains six global subsidiaries including Setco Auto Systems Pvt Ltd (SASPL) and Lava Cast Pvt Ltd.

🌍 External Factors

Industry Trends

The industry is shifting toward organized spare parts and preventive maintenance. Vehicle parc expansion and the increasing average age of vehicles are driving a 31% growth in the company's aftermarket segment.

Competitive Landscape

Competes with global and domestic clutch manufacturers in the OEM and IAM segments.

Competitive Moat

Moat is built on 40+ years of excellence, the established 'LIPE' brand, and a dominant position in the Indian M&HCV clutch market. Sustainability is supported by a shift to the less cyclical aftermarket.

Macro Economic Sensitivity

Highly sensitive to infrastructure spending and GDP growth, which drive M&HCV demand. The Indian auto component industry's 7-9% growth forecast for FY26 is a key benchmark.

Consumer Behavior

Shift toward higher-quality, branded spare parts in the organized aftermarket to ensure vehicle uptime in the commercial sector.

Geopolitical Risks

Exposure to trade barriers and economic uncertainty in European and North American markets where subsidiaries operate.

⚖️ Regulatory & Governance

Industry Regulations

Complies with the Companies Act 2013 and SEBI Listing Regulations. Operations are subject to automotive safety and manufacturing standards in India, the UK, and the USA.

Taxation Policy Impact

Consolidated tax provision was a credit of INR 2.85 Cr in FY25 compared to a credit of INR 6.23 Cr in FY24.

Legal Contingencies

The company has extended the redemption date for NCDs worth INR 574.50 Cr multiple times, with the latest extension to December 1, 2025, following agreements with debenture holders and trustees.

⚠️ Risk Analysis

Key Uncertainties

Liquidity risk is the primary uncertainty, evidenced by the [ICRA]D rating and the need to extend NCD redemptions. Potential impact is a 100% disruption of credit facilities if defaults occur.