Amendment to MOA and AOA of the Company pursuant to the Composite Scheme of Amalgamation of Velotio Technologies Private Limited, Scaleworx Technology Private Limited with R Systems International ....
RSYSTEMS · price
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R Systems International has completed a statutory merger (amalgamation) of two subsidiaries — Velotio Technologies Private Limited and Scaleworx Technologies Private Limited — into itself. The Hon'ble NCLT New Delhi Bench passed the sanctioning order on April 16, 2026, and the Scheme became effective on May 1, 2026, with an appointed date of April 1, 2024. Both transferor companies are now dissolved without winding up. The company's authorised share capital has been increased to ₹20.7 crore, comprising ~20.18 crore equity shares and 52 lakh preference shares of ₹1 each. The Articles of Association have been amended to include terms for optionally convertible redeemable preference shares (OCRPS), which the Board will allot on May 6, 2026 to the shareholders of the amalgamating companies.
The merger consolidates Velotio and Scaleworx into R Systems, expanding the company's operational footprint. Shareholders of the transferor companies will receive OCRPS as consideration, and the enlarged authorised capital signals a larger capital base going forward.