Date: October 23, 2026

NCLT Order Summary

The Hon'ble National Company Law Tribunal, Delhi Bench (Court-VI) passed an order on October 16, 2026 (uploaded October 22, 2026) in Company Application No. (CAA)-50(ND)/2026 regarding the Scheme of Merger by Absorption of Cyber Media Research & Services Limited (Transferor Company) into Cyber Media (India) Limited (Transferee Company).

Key Directions from NCLT Order

  • Dispensed with the convening of meetings of Secured Creditors of both Transferor Company and Transferee Company
  • Directed convening of meetings of Unsecured Creditors of both companies
  • Directed convening of meetings of Equity Shareholders of both companies
  • Appointed Rahul Bhatnagar IAS (Retd) as Chairperson and Sameer Ali as Scrutinizer for the meetings
  • Set Chairperson fee at ₹3,00,000 and Scrutinizer fee at ₹1,50,000 plus incidental expenses
  • Meetings to be conducted through video conference with remote e-voting facility

Merger Rationale

The Scheme aims to:

  • Strategically position merged entity as single marketing solutions provider
  • Enable cross-selling and up-selling of various products & services
  • Strengthen decision making and optimize management bandwidth
  • Increase market capitalization and enhance profitability
  • Provide better liquidity for Transferor Company shareholders
  • Achieve cost savings through reduced compliance and administrative costs
  • Improve cash flow and efficient capital utilization

Share Exchange Ratio

35 (Thirty-Five) Equity Shares of Cyber Media (India) Limited of ₹10 each fully paid up for every 08 (Eight) equity shares of Cyber Media Research & Services Limited of ₹10 each fully paid up.

Valuation conducted by M/s Bhavin R Patel & Associates (IBBI Registration No. IBBI/RV/05/2919/11668), Registered Valuer.

Employee Protection

Clause 12 of the Scheme ensures all staff, workmen and employees of Transferor Company will become employees of Transferee Company without break in service, with terms and conditions not less favorable than existing ones. Provident Fund, Gratuity Fund, and other special funds will be transferred to Transferee Company.

Appointed Date

The Appointed Date of the Scheme is April 1, 2026.

Document Submission

The Applicant Companies submitted comprehensive documents including:

  • Scheme of Amalgamation
  • Certificates of Incorporation and MOA/AOA
  • Audited financial statements for FY ended March 31, 2026
  • Provisional financial statements for period ended June 30, 2026
  • Board resolutions dated January 24, 2026
  • Valuation report and statutory auditor certificates
  • No Objection letters from BSE and NSE

Next Steps

  • Meetings of equity shareholders and unsecured creditors to be convened
  • Notices to be sent 30 days in advance via registered post/speed post/courier/email
  • Publication of advertisement in Business Standard (English and Hindi Delhi Editions)
  • Notices to be sent to regulatory authorities (Regional Director, ROC, Official Liquidator, Income Tax Department)
  • Chairperson to submit report within 7 days of meeting conclusion