Key Details

Symbol (NSE): VINDHYATEL

Symbol (NSE): Not Specified

Corporate Action: Scheme of Amalgamation

Record Date: Not Specified

Nature of Scheme: Amalgamation between Birla Cable Limited (Transferor Company) and Vindhya Telelinks Limited (Transferee Company) under Sections 230 to 232 of the Companies Act, 2013

Entities Involved:

  • Transferor Company: Birla Cable Limited (BCL)
  • Transferee Company: Vindhya Telelinks Limited (VTL)

Demerged Company: Not Applicable (Amalgamation)

Resulting Company: Vindhya Telelinks Limited (after amalgamation)

Share Entitlement Ratio: Not Specified

Implied Capital Structure Impact: Not Specified

Post-Allotment Listing Plan: Vindhya Telelinks Limited will remain listed. Birla Cable Limited will be amalgamated into VTL.

Regulatory and Approval Status

Current Status: Received Observation Letters with 'no objection' from NSE and 'no adverse observations' from BSE on August 14, 2026

Approval Requirements:

  • Approval from jurisdictional bench of National Company Law Tribunal (NCLT) pending
  • Compliance with SEBI Master Circular No. SEBI/HO/CFD/POD-2/P/CIR/2023/93 dated June 20, 2023
  • Compliance with Regulation 37(1) of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015

Validity of Approvals: Observation letters valid for six months from August 14, 2026 (until February 14, 2027)

Effective Date: Not Specified

SEBI Disclosure Requirements

SEBI has mandated the following disclosures to be included in the explanatory statement to shareholders:

1. All details of ongoing adjudication, recovery proceedings, prosecution initiated, and enforcement actions against companies, promoters, and directors

2. Impact of scheme on revenue generating capacity of Transferee Company (VTL)

3. Need and rationale of the scheme, synergies, impact on shareholders, and cost-benefit analysis

4. Value of assets and liabilities being transferred from Birla Cable to Vindhya Telelinks

5. Valuation Report and any addendum/clarification from Registered Valuer

6. Revenue, PAT, and EBITDA of all companies involved for last 3 years with audited financials

7. Scheme approval requires majority votes from public shareholders

8. No Objection Certificates from not less than 75% of secured creditors

9. Undertaking regarding association of promoters with public shareholders

10. Lender conditions and their impact on the scheme

11. Latest financials not older than 6 months from NOC date

12. Detailed shareholder classification table showing pre and post-scheme shareholding

13. All pending actions against entities involved and their potential impact

Financial Rationale

Not Specified in the current disclosure

Impact on Shareholders

Not Specified in the current disclosure

Additional Compliance Requirements

  • Equity shares issued under the scheme must be in demat form only
  • No changes to draft scheme without written consent from SEBI
  • SEBI observations must be incorporated in NCLT petition
  • Companies must comply with all provisions of Companies Act, 2013
  • Observation letters must be disclosed on company website within 24 hours of receipt
  • Compliance status report must be filed through NEAPS system