Summary of Key Information:

Reporting Period (Quarter/Year): Not Applicable

Nature of Filing / Announcement: Outcome of Board Meeting regarding approval of Scheme of Amalgamation

Key Financial Highlights:

The consolidated financial metrics of both companies as on March 31, 2026 are:

TPL Plastech Limited:

  • Turnover: ₹4,226.631 million (₹42,266.31 lakhs)
  • Net Worth: ₹1,688.968 million (₹16,889.68 lakhs)
  • Net Profit: ₹290.707 million (₹2,907.07 lakhs)

Time Technoplast Limited:

  • Turnover: ₹61,144.046 million (₹6,11,440.46 lakhs)
  • Net Worth: ₹41,662.097 million (₹4,16,620.97 lakhs)
  • Net Profit: ₹4,687.248 million (₹46,872.48 lakhs)

Corporate Actions:

The Board has approved the scheme of amalgamation (merger by absorption) of TPL Plastech Limited with Time Technoplast Limited with effect from the Appointed Date of April 1, 2026.

Share Exchange Ratio: 403 (Four Hundred and Three) fully paid-up equity shares of Time Technoplast Limited of ₹1 each for every 1,000 (One Thousand) fully paid-up equity shares of TPL Plastech of ₹2 each.

Expected Share Issuance: Time Technoplast Limited is expected to issue 79,01,516 equity shares to the shareholders of TPL Plastech Limited (other than TTL itself).

Shareholding Impact:

Pre-merger Shareholding Pattern of Time Technoplast Limited:

  • Promoter & Promoter Group: 23,43,45,608 shares (47.47%)
  • Public: 2,59,28,9771 shares (52.53%)
  • Total: 49,36,35,379 shares (100.00%)

Post-merger Expected Shareholding Pattern of Time Technoplast Limited:

  • Promoter & Promoter Group: 23,43,45,608 shares (46.73%)
  • Public: 26,71,91,287 shares (53.27%)
  • Total: 50,15,36,895 shares (100.00%)

Business Rationale:

The proposed amalgamation would enable:

  • Integration of manufacturing units and product lines
  • Rationalized, product-focused unit-wise operations
  • Simplified group structure and reduction in related party transactions
  • Pooling of financial, managerial, and technical resources
  • Strengthening of financial position
  • Generation of operational and financial synergies

Area of Business:

TPL Plastech Limited: Manufacturing of industrial packaging products, including plastic jerry cans, drums and Intermediate Bulk Containers (IBC).

Time Technoplast Limited: Manufacturing of packaging products (plastic drums, jerry cans/pails, IBCs), composite products (LPG, CNG, hydrogen cylinders, fire extinguishers), PE pipes, and other products including MOX films, auto products, and turf and matting.

Approval Requirements:

The Scheme is subject to receipt of statutory and regulatory approvals including:

  • Approvals from BSE Limited and National Stock Exchange of India Limited
  • Approval from the jurisdictional National Company Law Tribunal Bench
  • Approvals from shareholders and creditors of the respective companies

Valuation:

The Share Exchange Ratio has been arrived at based on Valuation Report of Mr. Nitesh Chaturvedi, Independent Registered Valuer and confirmed by a Fairness Opinion of Axial Capital Private Limited (Category 1 Merchant Banker).

Corporate Structure:

TPL Plastech Limited is a 74.86% subsidiary of Time Technoplast Limited. Shares held by Time Technoplast Limited (promoter) will stand cancelled on merger, and TPL Plastech will be dissolved without winding up.