Key Details
Symbol (NSE): SAKSOFT
Corporate Action: Scheme of Amalgamation
Record Date: Not Specified
Nature of Scheme: Amalgamation of a wholly-owned subsidiary (Augmento Labs Private Limited) into its holding company (Saksoft Limited).
Entities Involved:
- Transferor Company: Augmento Labs Private Limited (CIN: U72900TN2019PTC183534)
- Transferee Company: Saksoft Limited (CIN: L72200TN1999PLC054429)
Demerged Company: Augmento Labs Private Limited
Resulting Company: Saksoft Limited
Share Entitlement Ratio: Not Applicable. The scheme specifies that the shares of the Transferor Company (Augmento Labs) held by the Transferee Company (Saksoft) "shall stand cancelled without any further application, act or deed." No new shares are to be issued or payment made in cash by Saksoft for these shares.
Implied Capital Structure Impact: Not Specified in terms of change in issued or paid-up capital for public shareholders. The transaction involves the cancellation of Saksoft's investment in its subsidiary, with any difference between the investment's carrying amount and the face value of the cancelled shares to be accounted for as per Indian Accounting Standards (Ind AS).
Post-Allotment Listing Plan: The Transferor Company (Augmento Labs) will be dissolved without winding up. The Transferee Company (Saksoft Limited) will remain the single listed entity.
Regulatory and Approval Status
- NCLT approval status: Sanctioned by the National Company Law Tribunal (NCLT), Chennai Bench, vide Order C.P.(CAA)/93(CHE)2025 dated September 16, 2026. The order was received by the company on September 22, 2026.
- Shareholder approval status: Meetings of equity shareholders and unsecured creditors for both companies were dispensed with by the NCLT vide its order dated November 27, 2025.
- SEBI/Stock Exchange observations: The intimation regarding the board approval of the scheme was filed with the stock exchanges on August 8, 2025, in accordance with SEBI LODR Regulations. An exemption from obtaining a No Objection Certificate (NOC) from SEBI/stock exchanges applies as the scheme solely provides for the merger of a wholly-owned subsidiary with its holding company.
- Statutory Authorities: Notices were issued to and reports were received from the Regional Director (Southern Region), the Income Tax Department, the Official Liquidator, and the Registrar of Companies. Their observations were addressed by the petitioners.
Effective Date: The scheme will become effective from the date the certified copy of the NCLT order is filed with the Registrar of Companies, Chennai. The Appointed Date for accounting and operational purposes is fixed as April 1, 2026.
Financial Rationale
The stated rationale for the amalgamation, as per the scheme, includes:
- Consolidation of a wholly-owned subsidiary to simplify the group holding structure.
- Achieving greater operational efficiency, economies of scale, and operational rationalization.
- Improved cash flow management and optimal utilization of resources.
- Reduction in administrative, managerial, and compliance costs by eliminating duplication.
- Providing better opportunities and morale for employees of the transferor company.
- Enhancing overall shareholder value.
Impact on Shareholders
- Ownership Structure: No change for public shareholders of Saksoft Limited. The ownership of Augmento Labs' business is consolidated within Saksoft.
- Listing Benefits: Not applicable, as no new entity is being listed.
- Employee Rights: All employees of Augmento Labs will become employees of Saksoft on the same terms and conditions without any break in service. Their past service will be recognized for terminal benefits.