Ambuja Cements-Sanghi Industries Merger Gets NCLT Nod: Share Swap Ratio, Appointed Date; What For Shareholders

The National Company Law Tribunal (NCLT) has approved the proposed merger of Sanghi Industries Limited with Ambuja Cements Limited, a key cement arm of the Adani Group. The approval marks an important milestone in Ambuja Cements' consolidation strategy aimed at strengthening its footprint in the Indian cement sector.

Ambuja Cements-Sanghi Industries Merger Approved by NCLT

In an exchange filing dated February 9, Ambuja Cements confirmed that the Ahmedabad Bench of the NCLT has sanctioned the scheme of arrangement between Sanghi Industries, the transferor company and Ambuja Cements, the transferee company, along with their respective shareholders.

Ambuja Cements-Sanghi Industries Merger

Ambuja Cements-Sanghi Industries Merger Scheme Appointed Date & All Details

According to the regulatory filing, the appointed date for the merger scheme is April 1, 2024. The scheme will become effective after completion of all procedural and regulatory steps outlined in the arrangement.

"We would like to inform you that the Hon'ble National Company Law Tribunal, Ahmedabad Bench has today pronounced the order sanctioning the Scheme of Arrangement between Sanghi Industries Limited and Ambuja Cements Limited and their respective shareholders," the company stated.

How It Will Impact Shareholders: Understand Share Swap Ratio

Under the approved merger scheme, Ambuja Cements will issue equity shares with a face value of Rs 2 to eligible shareholders of Sanghi Industries. As per the decision taken by Ambuja Cements' board in December 2024, shareholders of Sanghi Industries will receive 12 equity shares of Ambuja Cements for every 100 shares held in Sanghi Industries.

This share swap will result in Sanghi Industries shareholders becoming direct shareholders of Ambuja Cements post-merger.

Ambuja Cement's Existing Stake

Ambuja Cements currently holds 58.08 percent of the paid-up equity share capital of Sanghi Industries. The merger is part of Ambuja's broader consolidation and expansion strategy to streamline operations and enhance scale across key cement markets.

Ambuja had earlier acquired Sanghi Industries in December 2023 for Rs 5,185 crore. Subsequently, in December 2024, the company's board approved the merger of both Sanghi Industries and Penna Cement Industries with Ambuja Cements.

About Sanghi Industries

Sanghi Industries Limited, incorporated in 1985, is a public limited company engaged in the manufacturing, marketing and distribution of cement. The company primarily serves markets in Gujarat, Maharashtra and Kerala, strengthening Ambuja Cements' regional presence in western and southern India following the merger.

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