In a significant move for corporate restructuring, the National Company Law Tribunal (NCLT), Cuttack Bench, has approved the Scheme of Amalgamation between Popular Mercantile Private Limited (the Transferor Company) and Shri Bajrang Alliance Limited (the Transferee Company). This scheme is poised to integrate the operations of both entities, marking a new chapter in their business operations.

Background of the Scheme

This scheme has been under consideration for some time, with previous updates provided by the companies in 2024. The first application, submitted under Sections 230 to 232 of the Companies Act, 2013, was followed by further motions for approval. The scheme proposes to merge Popular Mercantile, a wholly owned subsidiary of Shri Bajrang Alliance, into the parent company, Shri Bajrang Alliance Limited. The appointed date for the amalgamation is April 1, 2024, marking the beginning of a new operational phase for the entities involved.

NCLT's Order and Key Developments

On April 25, 2025, the NCLT Cuttack Bench passed an order approving the Scheme of Amalgamation. This was the culmination of a series of motions filed by the companies, including the necessary legal notices and compliance with regulatory bodies such as SEBI and the Stock Exchanges. The final order was made available on the NCLT website on April 30, 2025, which was downloaded and submitted for record-keeping purposes.

Steps Ahead for Implementation

The scheme will come into effect once the certified copy of the NCLT order is filed with the Registrar of Companies under the Ministry of Corporate Affairs, fulfilling all conditions as outlined in the scheme. The process involves additional regulatory steps, including the payment of fees related to the enhancement of authorized capital of the Transferee Company and filing the necessary documents with the stock exchanges.

Regulatory and Compliance Requirements

As part of the approval process, the companies have adhered to various statutory requirements, including obtaining clearances from the Regional Director, Registrar of Companies, and Income Tax Authorities. Furthermore, disclosure requirements under SEBI regulations have been fulfilled, including the submission of the scheme to the Bombay Stock Exchange (BSE).

Conclusion

The amalgamation marks a pivotal moment for both companies, streamlining their operations and aligning their business goals under a unified corporate structure. This move not only strengthens Shri Bajrang Alliance Ltd's position but also enhances its ability to expand and manage its assets more effectively.

The company remains committed to ensuring that all regulatory requirements are met and that the amalgamation proceeds smoothly, providing timely updates as required by law. With the approval of the NCLT, the companies are now on the path to formalizing the merger and realizing the strategic benefits of their combined efforts.

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