Details of Amalgamation

Bluspring New Horizon One Private Limited (Transferor Company), a wholly owned subsidiary of Bluspring Enterprises Limited, and STEAG Energy Services (India) Private Limited (Transferee Company), a wholly-owned step-down subsidiary of the Company, have filed a Scheme of Amalgamation under Section 233 of the Companies Act, 2013 read with Rule 25 of the Companies (Compromises, Arrangements and Amalgamations) Rules, 2016. The filing was made on Tuesday, August 11, 2026.

Both companies are unlisted and the amalgamation is subject to regulatory approvals and compliance with law.

Company Background

Bluspring New Horizon One Private Limited (Transferor Company):

  • Incorporated on February 9, 2026
  • Wholly owned subsidiary of Bluspring Enterprises Limited
  • Established to carry on business in the Industrial Operating Asset Management domain
  • First financial year from February 9, 2026 to March 31, 2027
  • No turnover as it's in its first financial year

STEAG Energy Services (India) Private Limited (Transferee Company):

  • Founded in 2001
  • Leading provider of operations and maintenance (O&M), digital solutions, and end-to-end engineering & management advisory services
  • Serves conventional and renewable power/energy industry across India, Botswana, Middle East and other overseas markets
  • Turnover for FY26: ₹537.70 Crores (based on unaudited financials)

Related Party Transaction Status

The amalgamation is between the Company's wholly owned subsidiary and wholly owned step-down subsidiary. Hence it is exempt under Regulation 23(5)(c) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015.

Rationale for Amalgamation

1. Simplification of existing holding structure and reduction of shareholding tiers to remove impediments in future expansion plans

2. Facilitating enhanced shareholder value

3. Streamline decision-making processes and reduce regulatory compliances applicable to multiple entities

4. Improve governance clarity and rationalization of business processes

5. Standardization and simplification of administration, finance, accounts, legal and other related functions

6. Elimination of duplication of administrative expenses currently divided amongst two separate corporate entities within the group

Consideration Structure

Non-Cash Consideration. Share exchange ratio is as follows:

"For every 10 ("Ten") fully paid-up equity shares (face value INR 10 each) of Bluspring New Horizon One Private Limited, held by Bluspring Enterprises Limited, 1 ("One") fully paid-up equity share (face value of INR 100 each) of STEAG Energy Services (India) Private Limited will be issued and allotted, to Bluspring Enterprises Limited."

Shareholding Impact

Not applicable to the listed entity. There is no change in shareholding pattern of Bluspring Enterprises Limited. The proposed Scheme of Amalgamation once approved will result in elimination of one layer of subsidiary of the Company.