Pursuant to Regulation 30 of the SEBI Listing Regulations, we wish to inform you that the Board of Directors of the Company at its meeting held today, i.e., on February 12, 2026, has accorded its approval to the draft Scheme of Merger by Absorption of Inox Infrastructure Limited with the Company.
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GFL Limited's Board has approved a draft Scheme of Merger by Absorption to merge its wholly-owned subsidiary Inox Infrastructure Limited (INOX) into itself. Since INOX is a 100% subsidiary, all shares of INOX held by GFL will stand cancelled upon the merger, with no new shares issued and no consideration paid by GFL. There will be no change to GFL's shareholding pattern as a result. The scheme aims to simplify the group structure, cut duplicate compliance and administrative costs, and remove an unnecessary corporate layer. INOX, which is into real estate and property development, had a net worth of Rs. 5,517.11 lakhs and negligible turnover of Rs. 16.70 lakhs as of September 30, 2025, compared to GFL's net worth of Rs. 2,60,487 lakhs. The merger is now subject to NCLT and other regulatory approvals.
This is an internal group restructuring with no impact on the number of GFL shares outstanding or its shareholding pattern. Shareholders are unaffected in terms of ownership, though the merger could marginally reduce compliance and administrative costs over time.