Eyantra Ventures Limited has disclosed that its Board of Directors, at a meeting held on May 25, 2026, approved a Scheme of Arrangement between Prismberry Technologies Private Limited (wholly-owned subsidiary/transferor company) and Eyantra Ventures Limited (holding company/transferee company) and their respective shareholders and creditors. The approval was based on the recommendations of the Audit Committee.

The Scheme is subject to necessary statutory and regulatory approvals under applicable laws, including approval from shareholders and creditors of both companies and the National Company Law Tribunal, under Sections 230 to 232 and other relevant provisions of the Companies Act, 2013.

Financial Details of Entities

  • Prismberry Technologies Private Limited: Paid-up capital of ₹1,00,000 consisting of 10,000 equity shares of ₹10 each; Turnover of ₹330.45 lakhs as of March 31, 2026
  • Eyantra Ventures Limited: Paid-up capital of ₹2,00,68,750 consisting of 20,06,875 equity shares of ₹10 each; Turnover of ₹6,750.21 lakhs as of March 31, 2026

Related Party Transaction Status

The transaction involves related parties as Prismberry Technologies is a wholly-owned subsidiary of Eyantra Ventures. However, it is exempt from Section 188 requirements of the Companies Act, 2013 under General Circular No. 30/2014 dated July 17, 2014, which excludes transactions arising from compromises, arrangements, and amalgamations. Additionally, Regulation 23(5)(b) of SEBI LODR Regulations provides exemption since the accounts are consolidated with the holding company.

Business Activities

  • Prismberry Technologies: Engaged in software designing, development, customization, implementation, maintenance, testing, benchmarking, and dealing in computer software solutions
  • Eyantra Ventures: Engaged in B2B corporate gifting, custom merchandise solutions, and IT software solutions including e-commerce and business-to-business platforms

Rationale for the Scheme

The arrangement aims to:

  • Simplify management structure leading to better administration and cost reduction through operational efforts rationalization, standardization, and elimination of duplication
  • Pool resources (manpower, management, administration, and marketing) resulting in operational synergies and optimization of logistics
  • Achieve greater and efficient use of infrastructure facilities and optimum utilization of available resources
  • Result in substantial reduction in statutory compliances
  • Simplify group structure by eliminating multiple companies with similar objectives in software solutions

Consideration Structure

No cash consideration or share exchange will occur. Upon completion of the amalgamation, the entire paid-up share capital of Prismberry Technologies shall stand cancelled and extinguished without compliance with Section 66 of the Companies Act, 2013. The investment of Eyantra Ventures in Prismberry Technologies shares will also stand cancelled and extinguished without any new shares being issued or cash payment made.

Shareholding Impact

There will be no change in the shareholding pattern of Eyantra Ventures Limited as no shares are being issued by the company in consideration for this arrangement.

Meeting Details

The Board Meeting commenced at 05:30 PM IST and concluded at 06:30 PM IST on May 25, 2026.