Kisan Mouldings Limited disclosed the outcome of its Board meeting held on June 26, 2026, regarding approval of a Scheme of Arrangement for Amalgamation. The disclosure is made pursuant to Regulation 30 of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, read with the SEBI Master Circular dated January 30, 2026.

Financial Metrics of Involved Entities (as of March 31, 2026)

  • KML Tradelinks Private Limited: Paid-up share capital ₹0.01 crore, Net Worth ₹0.02 crore, Turnover not applicable
  • Kisan Mouldings Limited: Paid-up share capital ₹119.46 crore, Turnover ₹250.07 crore, Net Worth ₹148.65 crore
  • Apollo Pipes Limited: Paid-up share capital ₹44.05 crore, Turnover ₹887.44 crore, Net Worth ₹844.77 crore

Share Exchange Ratio

The share exchange ratio for the second step (KML with Apollo Pipes) is 4.96 equity shares of Apollo Pipes Limited (face value ₹10 each) for every 100 equity shares of Kisan Mouldings Limited (face value ₹10 each). No consideration is payable for the first step amalgamation as KTPL is a wholly-owned subsidiary.

Pre-Arrangement Shareholding Pattern (as of Appointed Date)

KTPL: Promoters hold 10,000 shares (100%), Public holds 0 shares

KML: Promoters hold 8,42,87,623 shares (70.56%), Public holds 3,51,75,442 shares (29.44%)

Regulatory Approvals Required

The Scheme is subject to approval from shareholders and creditors of all companies involved, BSE Limited, National Stock Exchange of India Limited, Securities Exchange Board of India (SEBI), National Company Law Tribunal (NCLT), and other necessary regulatory authorities.

Fairness Opinion and Valuation

A fairness opinion dated June 26, 2026, was provided by Corporate Professionals Capital Private Limited (SEBI Registered Category-I Merchant Banker) on the share exchange ratio recommended by Axiology Valuetech Private Limited (Registered Valuer Entity, Registration No. IBBI/RV-E/05/2023/201) in its Valuation Report dated June 26, 2026.

Business Rationale

The amalgamation is expected to create operational synergies through economies of scale, rationalization of operations, improved cash flow management, reduced administrative and compliance burdens, and optimized shareholder value. All companies operate in similar business lines of plastics, polymers, and PVC products including pipes, fittings, and bathroom accessories.

Related Party Transaction Consideration

The transaction is considered a related party transaction but falls under the exemption provided by MCA General Circular No. 30/2014 dated July 17, 2014, for arrangements under specific provisions of the Companies Act, 2013. The consideration is determined by independent registered valuers with a fairness opinion from an independent merchant banker, ensuring arm's length terms.

Meeting Details

The Board meeting commenced at 1:15 PM and concluded at 1:36 PM on June 26, 2026.