Background and Scheme Details

The Composite Scheme of Arrangement was among Sir Shadi Lal Enterprises Limited (Amalgamating Company), Triveni Engineering & Industries Limited (Amalgamated Company/Demerged Company), and Triveni Power Transmission Limited (Resulting Company) and their respective shareholders and creditors.

  • The Scheme was sanctioned by the Hon'ble National Company Law Tribunal, Allahabad Bench (NCLT) vide Orders dated May 7, 2026 and May 18, 2026
  • Effective Date: May 19, 2026 - Power Transmission Business of Demerged Company transferred to and vested in Resulting Company
  • Record Date: July 22, 2026
  • Share Allotment Date: July 28, 2026
  • Share Entitlement Ratio: 1:3 (1 fully paid-up Equity Share of Resulting Company of face value ₹2 each for every 3 Equity Shares of ₹1 each held in Demerged Company)
  • New shares rank pari-passu with existing equity shares of the Company

Fractional Entitlements Treatment

  • 73,009 shareholders became entitled to fractional entitlements
  • 35,852 equity shares of ₹2 each arising from consolidation of fractional entitlements
  • Fractional shares credited to "Triveni Power Transmission Limited - Trustee Demat Share Escrow Account" (DP ID: IN300118, Client ID: 11850701)
  • Mitcon Credentia Trusteeship Services Limited appointed as trustee to hold fractional shares in trust

Sale and Distribution of Proceeds

  • Fractional shares sold in open market within 90 days as required by SEBI Master Circular
  • Distribution completed on October 30, 2026
  • Sale details:
  • Number of shares: 35,852
  • Gross Proceeds: ₹1,98,85,503.37
  • TDS: ₹85,698
  • Net Proceeds: ₹1,97,99,805.37
  • Net proceeds distributed to eligible equity shareholders of Demerged Company in proportion to their fractional entitlements

Audit Committee Composition

  • Mr. Mahesh Ramchand Chhabria (Chairman)
  • Mr. Siraj Azmat Chaudhry (Member)
  • Mr. Ashwath Ram (Member)
  • Mr. Tarun Sawhney (Member)

Independent Directors Present

  • Mr. Mahesh Ramchand Chhabria (elected Chairperson)
  • Mr. Siraj Azmat Chaudhry
  • Mr. Ashwath Ram
  • Ms. Sandhya Vasudevan

Company Representatives

  • Rakesh Kumar Yadav, Company Secretary (M. No. A62974) signed the submission

Financial Impact

Net proceeds of ₹1,97,99,805.37 distributed to 73,009 eligible shareholders proportionately to their fractional entitlements.