Merger Approval Details

  • The Board of Directors at its meeting held on October 26, 2026 approved the merger of Imeds Global Private Limited (Transferor Company), a wholly owned subsidiary, into Avantel Limited (Transferee Company)
  • The merger is pursuant to Sections 230 to 232 and other applicable provisions of the Companies Act, 2013
  • Subject to sanction of National Company Law Tribunal (NCLT), Amaravati Bench
  • Subject to receipt of necessary approvals as may be directed by NCLT and other regulatory/statutory authorities

Financial Details of Entities

Imeds Global Private Limited (Transferor Company)

  • Revenue for year ended March 31, 2026 (Standalone): ₹160.32 lakh
  • Net Worth as on March 31, 2026 (Standalone): ₹2,182.83 lakh

Avantel Limited (Transferee Company)

  • Revenue for year ended March 31, 2026 (Standalone): ₹22,135.23 lakh
  • Net Worth as on March 31, 2026 (Standalone): ₹35,650.45 lakh

Business Areas

Imeds Global Private Limited: Engaged in design, development and manufacturing of medical electronic devices and healthcare solutions, with focus on respiratory care, patient monitoring, surgical instruments, endoscopy and homecare solutions.

Avantel Limited: Engaged in design, development, manufacturing, system integration, testing, installation and commissioning of defence electronics, satellite communication systems and telecom systems, along with development of embedded systems, network management and application software.

Merger Rationale

  • Rationalise group structure
  • Simplify governance and reporting
  • Consolidate operations and resources
  • Eliminate duplication of administrative and compliance functions
  • Improve operational efficiency
  • Facilitate better management and oversight

Consideration Structure

  • No cash consideration proposed
  • No shares of Transferee Company to be allotted pursuant to the Scheme
  • Equity shares held by Transferee Company in Transferor Company shall stand cancelled/extinguished upon Scheme effectiveness
  • No share exchange ratio applicable

Related Party Transaction Status

  • Transaction covered under exemption provided under Regulation 23(5)(b) of SEBI LODR Regulations, 2015, subject to conditions specified therein
  • Pursuant to MCA General Circular No. 30/2014 dated July 17, 2014, transactions arising out of compromises, arrangements and amalgamations under Companies Act, 2013 are not considered transactions falling within purview of Section 188 of Companies Act, 2013

Shareholding Impact

  • No change in shareholding pattern of Transferee Company pursuant to the Scheme
  • Since no shares of Transferee Company are proposed to be issued, no dilution effect

Director Appointment Details

  • Mr. Nimmagadda Sreenivasa Rao (DIN: 09658001) appointed as Additional Director, designated as Director (Technical)
  • Appointment effective from October 26, 2026
  • Term: Three consecutive years ending October 25, 2029
  • Liability: To retire by rotation
  • Subject to approval of Members of Company through Postal Ballot

Director Profile

  • Over 30 years of experience in RF system design, electronic warfare, satellite communication systems, radar systems, software-defined radios (SDRs), and Satcom ground station antennas
  • Joined Avantel Limited in 1997 as RF Design Engineer
  • Currently serves as Vice President – Technical, heading Company's Research & Development (R&D) Department
  • Contributed significantly to technological advancement, developing electronic warfare RF systems, mobile satellite communication systems, and software-defined radios for Indian Navy and Indian Coast Guard
  • Leads Company's technical strategy and R&D initiatives, overseeing system design, product development, testing, qualification, and delivery of mission-critical solutions for defence, space, and strategic applications
  • Responsibilities include defining technology roadmaps, leading engineering teams, and coordinating with key stakeholders including DRDO, ISRO, and defence public sector undertakings
  • Expertise spans RF and microwave engineering, embedded systems, communication systems, radar, satellite communications, and network management systems
  • Focus on indigenous defence technology development
  • Education: Bachelor of Science in Information Systems from Birla Institute of Technology and Science (BITS), Pilani

Director Shareholding

  • Holds 1,81,890 equity shares (0.07% of share capital)

Compliance Status

  • Not related to any Director or Key Managerial Personnel of the Company
  • Not debarred from holding office of Director by virtue of any order of SEBI or any other authority