Asian Granito India Limited has informed the Exchange about Scheme of Arrangement - Received Hon'ble NCLT Order for convening Meetings of Equity Shareholders, Secured Creditors and Unsecured Creditors for approving Scheme II.
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Asian Granito India Ltd (AGIL) has received the NCLT Ahmedabad order dated 19 June 2025 directing it to hold meetings of its equity shareholders, secured creditors, unsecured creditors, and lease liability creditors to approve a Composite Scheme of Arrangement. The scheme proposes the demerger of the Adicon Tiles Manufacturing Undertaking from Adicon Ceramica Tiles Pvt. Ltd. (ACTPL) into Adicon Ceramics Ltd. (ACL), a wholly owned subsidiary of AGIL, with a share swap ratio of 1060 AGIL equity shares (face value Rs. 10) for every 11 equity shares of ACTPL. AGIL's authorised share capital is being increased to Rs. 320 crore to accommodate the new share issuance. AGIL posted FY25 total income of around Rs. 1,302 crore and has over 80,000 equity shareholders, 3 secured creditors (Rs. 135 crore), 942 unsecured creditors (Rs. 258 crore), and 16 lease creditors (Rs. 10.9 crore) as on 31 March 2025. The shareholder and creditor meetings have been scheduled for 18-19 September 2025 in Ahmedabad.
This is a forward integration move where AGIL is bringing its key job-work supplier (ACTPL) under its fold by demerging ACTPL's tiles business into its wholly owned subsidiary. AGIL's existing shareholders may face equity dilution due to the share issuance, while ACTPL's shareholders will become shareholders of the listed entity AGIL. Once effective, the scheme should give AGIL better control over production, working capital optimisation, and cost synergies, though near-term EPS dilution is likely.