Key Details

Symbol (NSE): M&M

Corporate Action: Merger by Absorption

Record Date: Not Specified

Nature of Scheme: Merger by Absorption under Section 234 read with Sections 230-232 of Companies Act, 2013

Entities Involved:

  • Transferor Company: Mahindra Investment Company (Mauritius) Limited (MICML)
  • Transferee Company: Mahindra & Mahindra Limited

Demerged Company: Not Applicable (Merger, not demerger)

Resulting Company: Mahindra & Mahindra Limited (absorbing entity)

Share Entitlement Ratio: No share consideration involved. Entire share capital of MICML (111.90 crore) held by M&M will stand cancelled without any issuance of new shares.

Implied Capital Structure Impact: No change in issued share capital or paid-up capital of Mahindra & Mahindra Limited. The 111.90 crore paid-up capital of MICML will be extinguished upon cancellation.

Post-Allotment Listing Plan: MICML will cease to exist as a separate entity. No new listing involved.

Regulatory and Approval Status: Scheme requires approval from Hon'ble National Company Law Tribunal, Mumbai Bench (NCLT) or other Appropriate Authority. Board approval obtained on 30th July 2026.

Effective Date: Appointed Date is opening business hours of 1st April 2026, or such other date as directed by NCLT.

Financial Rationale:

  • Ensure streamlined group structure by reducing and rationalizing number of overseas entities
  • Eliminating duplicative communication and coordination efforts across multiple entities and countries
  • Reduction in multiplicity of legal and regulatory compliances
  • Optimal utilization of resources resulting into reduction in operational and compliance costs

Impact on Shareholders: No change in shareholding pattern of Mahindra & Mahindra Limited. Shareholders' rights and interests will not be affected. The scheme is not prejudicial to the interests of shareholders, creditors, employees and other stakeholders.

Financial Metrics (FY 2025-26)

Transferor Company (MICML):

  • Paid-up Capital: ₹111.90 crore
  • Net Worth: ₹134.95 crore
  • Income from Operations: ₹4.69 crore

Transferee Company (M&M):

  • Paid-up Capital: ₹601.02 crore
  • Net Worth: ₹73,994.77 crore
  • Income from Operations: ₹1,47,765.35 crore

Regulatory Compliance Notes

The transaction does not qualify as related party transaction under:

  • MCA General Circular No. 30/2014 dated 17th July 2014
  • Section 177 of Companies Act, 2013 (exemption for holding-wholly owned subsidiary transactions)
  • Regulation 23(5)(b) of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015