Key Details

Symbol (NSE): EFCIL

Corporate Action: Demerger

Record Date: Not Specified

Nature of Scheme: Demerger of the asset-light managed office solutions business (Demerged Undertaking) from EFC Limited into EFC (I) Limited.

Entities Involved:

  • Transferor/Demerged Company: EFC Limited (CIN: U70200PN2014PLC150686)
  • Transferee/Resulting Company: EFC (I) Limited (CIN: L74110PN1984PLC216407)

Demerged Company: EFC Limited

Resulting Company: EFC (I) Limited

Share Entitlement Ratio: Not Applicable. The entire issued, subscribed and paid-up share capital of the Demerged Company is held by the Resulting Company and its nominee(s). Upon the Scheme becoming effective, no shares of the Resulting Company shall be allotted in lieu of exchange of the holding of equity in the Demerged Company.

Implied Capital Structure Impact: Not Specified. The Scheme does not alter the share capital of EFC (I) Limited.

Post-Allotment Listing Plan: The Resulting Company (EFCIL) is already listed on BSE and NSE. The Demerged Undertaking will be integrated into the existing listed entity.

Regulatory and Approval Status:

  • NCLT approval status: Hon'ble NCLT, Mumbai Bench, has issued an order dated September 21, 2026, approving the application for directions regarding the Scheme.
  • Shareholder approval status: Requirement to convene meetings of Equity Shareholders of both companies has been dispensed with by NCLT. EFC Limited obtained 100% consent from its 7 equity shareholders.
  • Creditor approval status: Requirement to convene meetings of Secured Creditors, Unsecured Creditors, and CCD Holders of both companies has been dispensed with by NCLT. The sole CCD holder of EFC Limited provided 100% consent.
  • SEBI/Stock Exchange observations: The Scheme has been filed with BSE and NSE.

Effective Date: The Appointed Date for the Scheme is 01.01.2026.

Financial Rationale:

The Demerger will:

  • Segregate the asset-light managed office solutions business (operated through leased commercial premises) from the asset-intensive managed office solutions business (operated through owned real estate assets)
  • Enable EFC Limited to focus on its asset-intensive business
  • Facilitate creation of independent capital structures by retaining borrowings related to asset acquisition with EFC Limited while transferring asset-light business assets and liabilities to EFC (I) Limited
  • Consolidate the asset-light business under EFC (I) Limited to leverage existing expertise and operational footprint
  • Optimize vendor and customer management processes, eliminate administrative redundancies, and improve operational efficiencies
  • Enable each company to pursue its respective business objectives more effectively
  • Be in the best interests of both companies and their stakeholders

Impact on Shareholders:

  • No change in ownership structure of EFC (I) Limited as no new shares are being issued
  • Rights of EFC (I) Limited shareholders remain unaffected
  • The Scheme is not expected to be prejudicial to the interests of any stakeholder

Financial Details

EFC Limited (Demerged Company) Share Capital (as on 31.03.2026):

  • Authorized Capital: ₹4,00,00,000 (4,50,000 Equity Shares of ₹10 each + 3,55,000 Preference Shares of ₹100 each)
  • Issued, Subscribed and Paid-up capital: ₹6,25,000 (62,500 Equity Shares of ₹10 each fully paid up)

EFC (I) Limited (Resulting Company) Share Capital:

  • As on 31.03.2026: ₹27,45,66,752 (13,72,83,376 Equity Shares of ₹2 each fully paid up)
  • As on 31.05.2026 (after rights issue): ₹29,58,92,324 (14,79,46,162 Equity Shares of ₹2 each fully paid up)

Net Worth (as on 30.06.2026):

  • EFC Limited: ₹2,08,78,95,276
  • EFC (I) Limited: ₹7,16,33,89,535

Demerged Undertaking Composition:

The Demerged Undertaking comprises the business of providing fully serviced premium managed office solutions through leased commercial premises, including:

  • All assets, properties, liabilities, permits, licenses, registrations, approvals, contracts, and employees
  • Movable and immovable properties, plant and machinery, equipment, furniture, fixtures, vehicles
  • Cash in hand, bank balances, bills of exchange, loans, advances, customer advances, inventories
  • Investments in partnership firms, LLPs, and companies (EFC Tech ace Private Limited, Big Box Ventures Private Limited, Sprint Office Spaces LLP, M/s EFC Prime, M/s Sprint Workspace, M/s Monarch Workspace)
  • Security deposits, claims, powers, authorities, allotments, consents, permissions, and approvals
  • Registrations, licenses, permits, authorizations, contracts, agreements, rent agreements, lease agreements
  • Trademarks, trade names, patents, copyrights, designs, know-how, domain names
  • Tax credits including income tax losses, GST credits, and other tax benefits
  • All books, records, licenses, permits, files, and papers related to the Demerged Undertaking

Creditor Details

EFC Limited Creditors (as on 31.05.2026):

  • Equity Shareholders: 7 (100% consent obtained)
  • Secured Creditors: 4 (aggregate outstanding: ₹1,65,85,47,497)
  • Unsecured Creditors: 907 (aggregate outstanding: ₹2,81,60,59,595)
  • CCD Holder: 1 (aggregate outstanding: ₹1,90,00,18,120; 100% consent obtained)

EFC (I) Limited Creditors (as on 31.05.2026):

  • Equity Shareholders: 25,859 (holding 14,79,46,162 equity shares; 56.08% promoter holding)
  • Secured Creditor: 1 (outstanding: ₹40,25,000)
  • Unsecured Creditors: 312 (aggregate outstanding: ₹1,11,81,72,512)

Next Steps

  • Applicant Companies to serve notices under Section 230(5) to regulatory authorities (Central Government, ROC, Income Tax Department, GST Authority, BSE, NSE)
  • Companies to submit details of corporate guarantees, performance guarantees, contingent liabilities, pending IBC cases, and letters of credit
  • Companies to file Affidavit of Service before NCLT after compliance with notice requirements
  • Company Scheme Petition to be filed after compliance with directions