Kirloskar Industries Limited has provided an update regarding its material subsidiary, Kirloskar Ferrous Industries Limited (KFIL). The disclosure concerns the completion of a Scheme of Arrangement and Merger by Absorption involving KFIL and two wholly-owned subsidiaries: Oliver Engineering Private Limited (OEPL) and Adicca Energy Solutions Private Limited (AESPL).

Key Developments and Timeline

  • 11 June 2026: KFIL filed the certified true copy of the NCLT order and the Scheme with the Registrar of Companies, Pune.
  • 2 June 2026: The Hon'ble National Company Law Tribunal (NCLT), Mumbai Bench passed the approval order in Company Scheme Petition No. CP (CAA)/46/MB/2026.
  • 3 June 2026: KFIL had previously communicated about the scheme (referencing letter No. 3322/26).
  • 1 April 2025: The Appointed Date from which the Scheme became operative.

Scheme Details

The Scheme of Arrangement and Merger by Absorption has become effective, resulting in:

  • The merger of Oliver Engineering Private Limited and Adicca Energy Solutions Private Limited into Kirloskar Ferrous Industries Limited.
  • The dissolution of both transferor companies (OEPL and AESPL) without winding up, effective from the Effective Date.
  • No issuance of new shares by KFIL since the transferor companies were wholly-owned subsidiaries. The existing share capital of the transferor companies stands cancelled.

Capital Structure Impact

The authorized share capital of Kirloskar Ferrous Industries Limited has been amended as per the Scheme to:

  • ₹389.61 crore (Rupees Three Hundred Eighty Nine Crores Sixty One Lakhs)
  • Divided into 54,522,000 equity shares of ₹5 each
  • And 117,000,000 preference shares of ₹10 each

The company retains the power to increase or reduce capital and attach various rights to different share classes as per its Articles of Association.

Parties Involved

  • Transferee Company: Kirloskar Ferrous Industries Limited (CIN: L27101PN1991PLC063223)
  • Transferor Companies: Oliver Engineering Private Limited and Adicca Energy Solutions Private Limited
  • Regulatory Authorities: NCLT Mumbai Bench, Registrar of Companies Pune, BSE Limited, National Stock Exchange of India Limited
  • Signatories: Ashwini Mali (Company Secretary of Kirloskar Industries Limited) and Mayuresh Vinayak Gharpure (Company Secretary of Kirloskar Ferrous Industries Limited)