In connection with the composite scheme of arrangement amongst the Company, Piramal Finance Limited and their respective shareholders and creditors, the Company has received an Order from ....
Awaiting price reaction for this filing.
The NCLT Mumbai Bench has issued an order on 26th May 2025 on the proposed amalgamation of Piramal Enterprises Ltd (PEL) into its wholly-owned subsidiary Piramal Finance Limited (PFL). Under the scheme, every 1 PEL equity share (face value INR 2) will be exchanged for 1 PFL equity share (face value INR 2), with PFL becoming the surviving listed entity. The Tribunal has directed PEL to convene meetings of its equity shareholders and secured creditors within 60 days, while dispensing with the unsecured creditors' meeting (they can file objections within 30 days). For PFL, all shareholder and creditor meetings have been dispensed with, as consents have already been received. The rationale is to comply with RBI rules barring two NBFC-ICCs in one group and the requirement for PFL to list by 30 September 2025 as an upper layer NBFC. Post-merger net worth of PFL is stated at INR 23,195.44 crore. BSE, NSE and RBI have already given no-objections.
This is a procedural step forward in the merger process. For PEL shareholders, the 1:1 share swap means they will end up holding shares directly in PFL, which will become the listed entity housing the combined lending business. The amalgamation consolidates the group's NBFC operations under one listed entity, with no change in shareholding value at the swap level. Shareholders should watch for the upcoming NCLT-ordered shareholder and secured creditor meetings, whose outcomes will determine if the scheme moves to final approval.