Palco Metals Limited has disclosed that the Hon'ble National Company Law Tribunal (NCLT), Ahmedabad Bench, has vide its order dated 16th June 2026 allowed the First Motion Application and directed convening of meetings in connection with the proposed Scheme of Arrangement between Palco Metals Limited (Transferee Company) and Palco Recycle Industries Limited (Transferor Company) under Sections 230 to 232 and other applicable provisions of the Companies Act, 2013.

The appointed date for the scheme is stated to be 01.04.2025. The scheme was approved by the Board of Directors of Transferor Company through Board Resolution dated 28.06.2025 and by Transferee Company through Board Resolution dated 30.06.2025.

NCLT Directions for Meetings:

  • Convening of meeting of Equity Shareholders of Transferee Company (Palco Metals Limited)
  • Meeting of Secured Creditors of Transferor Company (Palco Recycle Industries Limited)
  • Meetings of Unsecured Creditors of both Transferor Company and Transferee Company
  • All meetings to be convened within 45 days of the order (by 31st July 2026)
  • Filing of meeting report with Hon'ble Tribunal within 7 days of meeting by Chairman

Share Capital Structure:

Palco Recycle Industries Limited (Transferor Company):

  • Authorized Share Capital: ₹20,00,00,000 (2,00,00,000 equity shares of ₹10 each)
  • Issued, Subscribed and Paid-up Share Capital: ₹8,07,00,000 (80,70,000 equity shares of ₹10 each)
  • 7 Equity Shareholders as on 28.05.2025 (all approved scheme via written consent)
  • No preference shares
  • 4 secured creditors and 62 unsecured creditors as on 31.05.2025

Palco Metals Limited (Transferee Company):

  • Authorized Share Capital: ₹10,00,00,000 (1,00,00,000 equity shares of ₹10 each)
  • Issued, Subscribed and Paid-up Share Capital: ₹4,00,00,000 (40,00,000 equity shares of ₹10 each)
  • 3,386 equity shareholders as on 30.04.2025
  • Scheme was approved by shareholders holding 75.33% of equity share capital in Extra-Ordinary General Meeting held on 30.04.2025 with 100% majority of those present
  • No preference shares
  • No secured creditors and 13 unsecured creditors as on 31.05.2025

Rationale for Scheme:

The Board of Directors believes the amalgamation will provide benefits including streamlining corporate structure, consolidation of assets and liabilities, easier financial support, more efficient capital utilization, maximizing shareholder value, simplified compliance structure, improved management oversight, operational efficiencies, cost savings through legal entity rationalization, reduction of administrative responsibilities, and elimination of duplicate expenses.

Additional Tribunal Directives:

  • Advertisement to be published in "Jai Hind Gujarati" (Ahmedabad edition) and "Business Standard" at least one month before meetings
  • Mr. Laxman Madnani, Adv. & Ex Presiding Officer, DRT appointed as Chairman of secured creditors meeting
  • Mr. Vedant Dave, Adv appointed as Scrutinizer for secured creditors meeting
  • Applicants to pay ₹1,00,000 to Chairman and ₹50,000 to Scrutinizer as fees
  • Notices to be sent to Central Government (through Regional Director), Registrar of Companies, Official Liquidator, Income Tax Department, and other sectoral regulatory authorities
  • Compliance affidavit to be filed with Registry within 7 days of order

The scheme shall be subject to receipt of requisite approvals from shareholders and creditors and thereafter sanction by Hon'ble NCLT and other applicable regulatory approvals.