Key Details
Symbol (NSE): BHARATFORG
Corporate Action: Merger
Record Date: Not Specified
Nature of Scheme: Merger of wholly-owned step-down subsidiary into immediate holding company
Entities Involved:
- Transferor Company: Bharat Forge Holding GmbH (BFH)
- Transferee Company: Bharat Forge Global Holding GmbH (BFGH)
Demerged Company: Not Applicable (Merger)
Resulting Company: Bharat Forge Global Holding GmbH (BFGH)
Share Entitlement Ratio: Not Applicable - No consideration paid and no shares issued since BFH was already wholly-owned by BFGH
Implied Capital Structure Impact: No change in share capital structure. The merger has no implication for the Company on standalone as well as consolidated financial statements.
Post-Allotment Listing Plan: Not Specified (Both entities were unlisted German subsidiaries)
Regulatory and Approval Status: The merger was completed pursuant to the merger agreement dated August 18, 2026 and entered in the commercial registry as per relevant German laws on August 25, 2026 (Effective Date).
Effective Date: August 25, 2026
Financial Rationale: Simplifying the legal structure of companies in Germany. This has no financial implication.
Impact on Shareholders: There would be no change in the shareholding of the Company. Bharat Forge Aluminiumtechnik GmbH, which was a subsidiary of BFH, has become the direct subsidiary of Bharat Forge Global Holding GmbH following the merger.
Financial Details:
- Turnover/Revenue from operations for year ended December 31, 2025:
- BFGH: Euro 6,086,504.36
- BFH: Nil
- BFGH holds 100% of the paid-up share capital of BFH
- Both entities are engaged in the business of acquiring interests in, installing and keeping other companies, inbound and outbound, as well as controlling and managing those interests as a managing holding
Regulatory Compliance: The disclosure is made pursuant to Regulation 30 of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 read with SEBI Master Circular No. HO/49/14/14(7)2025-CFD-POD2/I/3762/2026 dated January 30, 2026.
Related Party Considerations: The acquiring company and target company are direct/indirect wholly owned subsidiaries of the Company and as such are related parties to each other. However, the transaction is not with the Company and is a merger of wholly-owned subsidiaries of the Company, not amounting to a related party transaction as such, therefore provisions relating to related party transactions prescribed under the Companies Act, 2013 and Listing Regulations shall not apply.