TVS Supply Chain Solutions Limited (TVS SCS) has issued a formal announcement regarding the upcoming meetings of its equity shareholders and unsecured creditors, as mandated by the Hon’ble National Company Law Tribunal (NCLT), Chennai Bench. These meetings are scheduled to be conducted on July 30, 2025, in accordance with the Tribunal’s order dated May 30, 2025. The purpose of these meetings is to obtain approval for the proposed Scheme of Amalgamation involving five group companies with TVS SCS.

This development is a major milestone in TVS Supply Chain's corporate strategy aimed at consolidating its operations under a unified entity. The scheme of amalgamation includes the merger of the following five entities with TVS Supply Chain Solutions Limited:

1. Mahogany Logistics Services Private Limited

2. TVS SCS Global Freight Solutions Limited

3. White Data Systems India Private Limited

4. SPC International (India) Private Limited

5. FLEXOL Packaging (India) Limited

These five transferor companies are proposed to be merged with TVS Supply Chain Solutions Limited, the transferee company, under Sections 230 to 232 of the Companies Act, 2013. The initiative is aimed at enhancing operational efficiencies, achieving better business integration, and streamlining group structures.

As per the NCLT directive, the company will hold two separate virtual meetings via Video Conferencing (VC) / Other Audio Visual Means (OAVM) on July 30, 2025. The meeting schedule is as follows:

• Equity Shareholders Meeting: 11:00 AM (IST)

• Unsecured Creditors Meeting: 03:00 PM (IST)

The notice of the meetings, along with the Explanatory Statement under Sections 230 and 232, and all other applicable provisions, has been made available for public viewing and download on the company’s official website: www.tvsscs.com.

In accordance with the SEBI Listing Regulations and MCA guidelines, the notice outlines detailed instructions for both e-voting and participation through VC/OAVM. This ensures that all stakeholders can actively participate in the decision-making process, regardless of their geographical location, thereby complying with the legal provisions while ensuring transparency and inclusivity.

Eligibility for Voting:

• Equity Shareholders: Only those shareholders whose names appear in the Register of Members or the Register of Beneficial Owners maintained by the Depositories as on Wednesday, July 23, 2025, will be entitled to vote. Voting rights will be proportional to each shareholder’s stake in the paid-up equity share capital of the company.

• Unsecured Creditors: Only those whose names appear in the list of unsecured creditors as on Friday, June 20, 2025, will be allowed to vote. Their voting rights will be determined based on the outstanding amount owed to them by the company.

This arrangement provides an equitable structure where voting power is distributed based on financial involvement, reflecting both ownership and creditor interests.

The Scheme of Amalgamation, if approved, is expected to bring about financial and operational synergies, reduce duplication of functions, and enhance the overall competitiveness of TVS SCS in the supply chain industry. It will further lead to consolidation of group operations, optimization of business resources, and potential cost savings through centralized administration and aligned business strategies.

Notably, TVS Supply Chain has carefully followed due legal process by securing the May 30, 2025 NCLT Order, which directed the company to conduct these meetings. The order underscores the importance of stakeholder involvement in material corporate restructuring decisions. The company’s communication has highlighted that the scheme is subject to final approval from the NCLT post completion of stakeholder consultations and requisite voting.

The process also reflects TVS Supply Chain’s commitment to corporate governance, stakeholder transparency, and regulatory compliance, ensuring that all material actions are carried out under the scrutiny of the legal framework prescribed by the Companies Act, 2013, and the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015.

This move is a part of TVS SCS’s larger vision to become a globally integrated supply chain company, having presence across technology solutions, global freight forwarding, packaging, logistics, and warehousing services. Through this proposed consolidation, the company is expected to leverage the strengths of the amalgamating entities, particularly in freight, IT-enabled logistics, and packaging services, thereby expanding its service bouquet and enhancing profitability.

TVS Supply Chain, having already listed on the stock exchanges with scrip code 543965 (BSE) and symbol TVSSCS (NSE), is also setting a strong precedent on transparency and investor communication. The planned merger will enable investors to benefit from a more streamlined business structure and possibly improved financial ratios as duplicated costs are eliminated.

The upcoming meetings are therefore not just procedural; they represent a crucial turning point in TVS SCS's corporate journey, reflecting its proactive approach in building a more resilient and unified enterprise.

With this move, TVS SCS is effectively navigating the complex regulatory environment to create a future-ready, consolidated organization poised for domestic and international growth. This is also likely to enhance value creation for both shareholders and creditors as the combined entity gains more operational control and strategic direction.

In summary, the announcement of the NCLT-directed meetings on July 30, 2025, marks a significant step forward in the company’s plan to consolidate five of its group firms under a single corporate umbrella. Stakeholders are encouraged to attend the meetings and participate in shaping the future of one of India’s premier supply chain companies.

With the Scheme of Amalgamation paving the way for a stronger, more unified TVS Supply Chain Solutions Limited, the outcome of these meetings will be closely watched by investors, analysts, and the logistics industry at large.

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