Lloyds Enterprises Limited has disclosed that the Competition Commission of India (CCI) has approved the proposed Scheme of Merger by Absorption of three companies into Lloyds Engineering Works Limited (LEWL), its material subsidiary. The disclosure was made pursuant to Regulation 30 read with Schedule III of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, and was communicated to the stock exchanges on 14th May 2026.

CCI Approval Details

The CCI, in its meeting held on 12th May 2026, considered the proposed combination and approved it under Section 31(1) of the Competition Act, 2002. The notice for the combination, bearing Registration No. C-2026/03/1398, was originally filed on 11th March 2026 under sub-section (2) of Section 6 and 6A of the Competition Act, 2002. The parties to the notice included Thriveni Earthmovers Private Limited, Lloyds Engineering Works Limited, Lloyds Infrastructure & Construction Limited, Metalfab Hightech Private Limited, and Techno Industries Private Limited.

Structure of the Proposed Merger

The scheme involves the merger by absorption of three transferor companies with Lloyds Engineering Works Limited as the transferee company, pursuant to Sections 230 to 232 and other applicable provisions of the Companies Act, 2013. The key entities involved in the scheme are outlined below:

Regulatory Disclosure

The disclosure was made in accordance with Regulation 30 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, along with the relevant SEBI Circulars. As per the Annexure A filed with the stock exchanges, the regulatory authority granting the approval is the Competition Commission of India. The company has noted that the impact or relevance of the approval to the listed entity, the period of validity, and related monetary impact details have been marked as not applicable in the disclosure. The CCI's formal order in connection with the approval is to be issued separately, as communicated in the CCI's letter dated 12th May 2026. The intimation has also been uploaded on the company's official website.

Lloyds Enterprises Limited held its Board of Directors meeting on Friday, May 8, 2026, approving the audited standalone and consolidated financial results for the quarter and financial year ended March 31, 2026, pursuant to Regulation 33 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015. The meeting commenced at 11:50 A.M. (IST) and concluded at 12:55 P.M. (IST), and was signed off by Pranjal Mahapure, Company Secretary & Compliance Officer. The results were reviewed and recommended by the Audit Committee prior to board approval. Subsequently, pursuant to Regulations 30 and 47 of the SEBI (LODR) Regulations, 2015, an extract of the audited standalone and consolidated financial results was published in Business Standard (English – All Editions) and Mumbai Lakshadweep (Marathi) on Saturday, May 9, 2026. Q4 consolidated net profit stood at 381M rupees versus 94M rupees in the year-ago period, with Q4 EBITDA expanding to 452M rupees from 248M rupees and EBITDA margin improving to 6.3% from 5.1% year-on-year.

Standalone Financial Performance

On a standalone basis, Lloyds Enterprises reported a significant improvement in financial performance for FY26. The following table summarises the key standalone financial metrics:

Standalone total income for FY26 stood at ₹812.09 crore compared to ₹626.76 crore in FY25, while net profit surged to ₹268.09 crore from ₹16.43 crore in the prior year. Paid-up equity share capital as at March 31, 2026 stood at ₹151.04 crore (face value of ₹1 each), and other equity was ₹5,044.64 crore. On the cash flow front, standalone cash and cash equivalents rose to ₹37.02 crore from ₹25.16 crore, with net cash outflow from operating activities at ₹33.47 crore and net cash inflow from financing activities at ₹1,092.52 crore. The statutory auditors, M/s. Todarwal & Todarwal LLP, issued an unmodified (unqualified) audit opinion on the standalone results.

Consolidated Financial Performance

On a consolidated basis, Lloyds Enterprises reported strong growth across all key metrics for FY26. The consolidated results include subsidiary companies — Lloyds Engineering Works Limited, Lloyds Realty Developers Limited, Indrajit Properties Private Limited — associate companies, and step-down subsidiaries including Techno Industries Private Limited, Metalfab Hightech Private Limited, and Lloyds Advance Defense System Limited, among others.

Consolidated total income for FY26 grew to ₹2,183.71 crore from ₹1,570.93 crore in FY25. Profit for the period on a consolidated basis rose to ₹416.96 crore from ₹123.39 crore. Consolidated other equity stood at ₹5,281.69 crore and non-controlling interest at ₹1,290.14 crore as at March 31, 2026. Total consolidated assets stood at ₹7,180.18 crore versus ₹4,257.43 crore in the prior year. Consolidated cash and cash equivalents at the end of the period stood at ₹586.24 crore compared to ₹45.59 crore in the prior year, supported by net cash inflow from financing activities of ₹2,488.85 crore.

Q4 Consolidated Key Metrics

The table below highlights the key Q4 consolidated performance indicators on a year-on-year basis:

Segment Performance

The company operates across four reportable segments — Real Estate, Steel, Engineering, and Electrical — as per Ind AS 108. The Engineering segment was the largest revenue contributor for FY26, followed by Steel. The table below presents segment-wise revenue and results:

Dividend and Corporate Actions

The board recommended a Final Dividend of Re. 0.05 per equity share (i.e., 5%) of face value Re. 1 each for the financial year ended March 31, 2026, subject to shareholders' approval at the ensuing Annual General Meeting (AGM). Details regarding book closure and record date for dividend payment will be intimated separately.

During the year, the company undertook several significant corporate actions. Lloyds Enterprises entered into loan agreements with Tata Capital Limited (₹211 crore), Bajaj Finance Limited (₹75 crore), and Jio Credit Limited (₹75 crore), aggregating to ₹361 crore, with proceeds utilised towards meeting the balance consideration of 75,00,002 share warrants of Lloyds Metals and Energy Limited. The Rights Issue Committee approved the First and Final Call on 25,44,25,324 partly paid-up equity shares at ₹19.50 per share, with participation received for 22,20,75,481 shares. The company also sold its stake in subsidiary Lloyds Engineering Works Limited totalling 3,42,54,299 shares during the year. Additionally, a strategic investment was made in Geomysore Services India Pvt. Ltd., acquiring a significant stake in India's first privately operated gold mine since Independence. Subsidiary Lloyds Realty Developers Limited entered into a MOU for acquiring 51% holding in Calculus Logistech Pvt. Ltd. for a total consideration of INR 60 crores with a commitment of further investment of INR 242 crores in multiple tranches.

Board and Auditor Changes

The board approved several governance-related decisions at the meeting. The key appointments and re-appointments are summarised below:

The board also approved a Composite Scheme of Arrangement on December 22, 2025, for the merger of Lloyds Realty Developers Limited and Indrajit Properties Private Limited into Lloyds Enterprises Limited, and the demerger of the Real Estate Business Undertaking into Lloyds Realty Limited. The scheme has been filed with BSE and NSE. The trading window for designated persons, which had been closed since April 1, 2026, will reopen 48 hours after the announcement of the audited financial results. The audited results are available on the BSE, NSE, and the company's website at www.lloydsenterprises.in .