We hereby submit the intimation towards the corrigendum notice issued for shareholders meeting to be conveyed pursuant to NCLT order, the meeting is scheduled to be held on Saturday, 28th March 2026.
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Lactose India Ltd issued a corrigendum to its EGM notice on March 27, 2026 — just one day before the scheduled meeting on March 28, 2026 — pursuant to an NCLT order and additional SEBI disclosure requirements. The EGM seeks shareholder approval for the amalgamation of Vitanosh Ingredients Pvt Ltd (VIPL) into Lactose India Ltd via a share swap at a ratio of 0.7946 LIL shares for every 1 VIPL share, resulting in the issuance of 15,89,200 fresh equity shares. As a result, promoter shareholding will rise from 53.65% to 58.84%, while public shareholding will be diluted from 46.35% to 41.16%. VIPL is a loss-making company (FY25 PAT of ₹(195.57) lakhs, EBITDA of ₹(103.10) lakhs) with net assets of just ₹139.17 lakhs, and its promoters are family members of LIL's promoters. Post-merger, LIL's production capacity will increase from 10,000 MT to 15,000 MT per annum, equity share capital will rise from ₹1,258.90 lakhs to ₹1,417.82 lakhs, and net worth will marginally dip from ₹5,081.69 lakhs to ₹5,066.03 lakhs due to absorption of VIPL's accumulated losses.
Public shareholders face dilution of ~5.19% and temporary EPS pressure from absorbing a loss-making related-party entity, though the promoter family gains consolidated control and a 50% capacity boost. The last-minute corrigendum (issued just one day before the EGM) and the related-party nature of the merger warrant close scrutiny by minority shareholders.