Somany Ceramics NCLT Amalgamation Meetings Approved

NCLT Order Date: April 9, 2026
NCLT Corrigendum Order Date: April 24, 2026
Meeting Date: June 13, 2026 (Equity Shareholders at 11:30 AM IST, Unsecured Creditors at 12:30 PM IST)
Scrutinizer's Report Date: June 19, 2026
Chairperson's Report Date: July 7, 2026
Submission to Exchanges: July 11, 2026

Chairperson: Ms. Namrata Basu, Advocate
Scrutinizer: Mr. Siddhartha Mukhopadhyay
Company Representatives: Mr. Anuj Kalia (Company Secretary), Sailesh Raj Kedawat (Chief Financial Officer)
Transferor Companies: Somany Bathware Limited (Applicant No. 1/Transferor Company No. 1), Somany Excel Vitrified Private Limited (Applicant No. 2/Transferor Company No. 2), SR Continental Limited (Applicant No. 3/Transferor Company No. 3)
Transferee Company: Somany Ceramics Limited (Applicant No. 4/Transferee Company)
Regulatory Authority: National Company Law Tribunal, Kolkata Bench
Case Reference: C.A. (CAA) No. 35/KB/2026

Total Equity Shareholders: 31,079
Notified via email: 29,875 shareholders
Notified via speed post: 1,736 shareholders
Newspaper publications: Business Standard (English) and Aajkaal (Bengali) on May 12, 2026
Cut-off date for remote e-voting: June 6, 2026
Remote e-voting period: June 10, 2026 (9:00 AM IST) to June 12, 2026 (5:00 PM IST)

Total Unsecured Creditors: 1,167
All notified via electronic mail on May 11, 2026
Newspaper publications: Business Standard (English) and Aajkaal (Bengali) on May 12, 2026
Cut-off date: December 31, 2025 (as per certificate from M/s Anuj Jindal & Co., Chartered Accountants dated March 12, 2026)
Remote e-voting period: June 10, 2026 (9:00 AM IST) to June 12, 2026 (5:00 PM IST)

Resolution: Approval of Scheme of Amalgamation of Somany Bathware Limited, Somany Excel Vitrified Private Limited and SR Continental Limited with and into Somany Ceramics Limited
Voted in favor: 145 shareholders representing 3,12,04,529 shares (99.99998% of valid votes)
Voted against: 0 shareholders representing 6 shares (0.00002% of valid votes)
Invalid votes: 0 shareholders representing 0 shares
Result: Approved by requisite majority under Sections 230-232 of Companies Act, 2013

Resolution: Approval of Scheme of Amalgamation
Total creditors who voted: 85
Total value of votes cast: ₹125,13,14,619
Voted in favor: 85 creditors representing ₹125,13,14,619 (100% of valid votes)
Voted against: 0 creditors representing ₹0
Invalid votes: 1 creditor representing ₹4,25,97,500 (invalidated due to proper authorization not available)
Result: Approved by requisite majority in number representing three-fourths in value as required under Sections 230-232 of Companies Act, 2013

Meetings conducted through Video Conferencing/Other Audio Visual Means
Quorum requirements were met for both meetings
Speakers were allowed to express views and seek clarifications during the meetings
No objections were raised to the Scheme by unsecured creditors
Documents were uploaded on company website (www.somanyceramics.com) and CDSL website
The Board of Directors is authorized to implement the Scheme and accept modifications imposed by regulatory authorities

Financial impact of the amalgamation not quantified in the disclosure.