Lloyds Engineering Works Limited has received approval from the Competition Commission of India (CCI) for its proposed Scheme of Merger by Absorption. The scheme involves the absorption of three entities: Lloyds Infrastructure & Construction Limited, Metalfab Hightech Private Limited, and Techno Industries Private Limited, along with their respective shareholders. The approval was communicated on May 13, 2026.

CCI Approval Details

The Commission considered the proposed combination in its meeting held on May 12, 2026, and approved it under Section 31(1) of the Competition Act, 2002. The notice for the proposed combination, bearing Registration No. C-2026/03/1398, was filed on March 11, 2026, by Thriveni Earthmovers Private Limited, Lloyds Engineering Works Limited, and the three transferor companies under sub-section (2) of Section 6 and 6A of the Competition Act, 2002.

The key details of the regulatory approval are summarised below:

Scheme Structure and Legal Framework

The Scheme of Merger by Absorption is structured under Sections 230 to 232 and other applicable provisions of the Companies Act, 2013. The merger involves the absorption of Lloyds Infrastructure & Construction Limited (LICL), Metalfab Hightech Private Limited (MHPL), and Techno Industries Private Limited (TIPL) into Lloyds Engineering Works Limited (LEWL). The scheme was also filed under Regulation 37 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, seeking stock exchange approval.

Regulatory Disclosure

The intimation was submitted to both BSE Limited and NSE Limited by Rahima Shaikh, Company Secretary and Compliance Officer of Lloyds Engineering Works Limited, on May 13, 2026. The CCI's letter approving the transaction has been enclosed as part of the regulatory disclosure. The Commission has indicated that a formal order in this regard will follow separately.

Lloyds Engineering Works Limited reported robust audited financial results for the quarter and financial year ended March 31, 2026. The Board of Directors approved the results at a meeting held on May 5, 2026. The company delivered broad-based growth across revenue, profitability, and order book metrics on both consolidated and standalone bases, supported by significant corporate activities including acquisitions and a rights issue during the year.

Consolidated Financial Performance

On a consolidated basis, the company recorded strong growth across all key financial metrics for the year ended March 31, 2026. Revenue from operations grew approximately 54% year-on-year, while EBITDA and PBT also posted significant gains. The following table summarises the key consolidated financial highlights:

For the quarter ended March 31, 2026, consolidated revenue from operations stood at Rs. 495.02 Crores, compared to Rs. 231.96 Crores in the corresponding quarter of the previous year. Consolidated profit before tax for the quarter was Rs. 59.40 Crores versus Rs. 35.44 Crores in Q4 FY25. Total comprehensive income for the full year attributable to shareholders of the company was Rs. 189.83 Crores.

Standalone Financial Performance

On a standalone basis, Lloyds Engineering Works also delivered strong growth for the year ended March 31, 2026. The key standalone financial highlights are presented below:

For the quarter ended March 31, 2026, standalone revenue from operations was Rs. 411.86 Crores compared to Rs. 178.49 Crores in Q4 FY25, reflecting strong year-on-year momentum. Standalone profit before tax for Q4 FY26 was Rs. 55.73 Crores versus Rs. 27.90 Crores in the year-ago quarter. Standalone net profit for Q4 came in at Rs. 38.94 Crores against Rs. 16.88 Crores in the corresponding quarter of the previous year.

Order Book and Segment Performance

The company's consolidated order book position as on April 1, 2026 stood at Rs. 2,643.39 Crores, reflecting an approximately 91% increase compared to the order position of Rs. 1,383.78 Crores as on April 1, 2025. On a standalone basis, the order book as on April 1, 2026 was Rs. 2,351.90 Crores, up approximately 79% from Rs. 1,315.38 Crores as on April 1, 2025. Additionally, the order book position of Lloyds Infrastructure and Construction Limited, an associate of the company, stood at Rs. 5,681.76 Crores. The company aspires and plans to execute a major portion of orders in hand within 15 months, barring unforeseen circumstances.

On a consolidated segmentwise basis, the Engineering segment and Electrical segment reported the following gross revenues:

The Engineering segment encompasses hydrocarbon process equipment, steel fabrication, marine/navy equipment, and power plant equipment, while the Electrical segment covers elevators, pumps, and motors. The consolidated financial results include subsidiaries Metalfab Hightech Private Limited, Techno Industries Private Limited, and Lloyds Advance Defence System Limited, which reported total revenues of Rs. 177.85 Crores, Rs. 187.26 Crores, and Rs. Nil, respectively. The associate's contribution comprised a group share of net profit of Rs. 42.06 Crores and group share of total comprehensive income of Rs. 42.19 Crores for the period.

Dividend, Corporate Actions, and ESOP Activity

The Board of Directors recommended a final dividend of Rs. 0.25 paise (i.e., 25%) per equity share of face value Re. 1 each for the financial year 2025-26, subject to approval by shareholders at the ensuing 32nd Annual General Meeting. The dividend will be paid or dispatched within 30 days from the date of shareholder approval, with the book closure and record date to be intimated separately.

During the year, the company undertook several significant corporate actions:

• Metalfab Hightech Private Limited Acquisition (May 20, 2025): The Board approved the acquisition of 21,85,000 equity shares representing 76.00% of Metalfab at Rs. 130/- each for an aggregate consideration of Rs. 28,40,50,000.
• Rights Issue (June 5, 2025): The Board approved the allotment of 30,85,17,476 partly paid-up equity shares at Rs. 32/- per share (including a premium of Rs. 31/- per share), of which Rs. 16/- per share was paid on application. Proceeds from the rights issue for the year ended March 31, 2026 amounted to Rs. 857.23 Crores.
• Techno Industries Private Limited Acquisition: The Board approved the acquisition of an additional 11% stake (13,75,000 shares) on July 1, 2025 for Rs. 25,00,00,000, followed by an additional 12% stake (14,99,999 shares) on December 26, 2025 for Rs. 22,70,00,000, making Techno Industries a wholly owned subsidiary with effect from December 26, 2025.
• Draft Scheme of Merger (December 29, 2025): The Board approved a draft merger scheme under which outside shareholders of Lloyds Infrastructure & Construction Limited would receive 1,798 fully paid-up equity shares of the company for every 1,500 shares held, and outside shareholders of Metalfab Hightech Private Limited would receive 94 fully paid-up equity shares for every 5 shares held.
• Conversion of Partly Paid Shares (March 11, 2026): The Board approved the conversion of 22,72,47,052 partly paid-up shares to fully paid-up, increasing paid-up capital from Rs. 132,58,23,348 to Rs. 143,94,46,874.

The Board also noted the allotment of 2,14,368 equity shares pursuant to the exercise of ESOPs at an exercise price of ₹9.50 per share, as approved by the Nomination and Remuneration Committee.

The ESOP activity under the Employee Stock Option Scheme 2021 for the year ended March 31, 2026 is summarised below:

The statutory auditors, S Y Lodha & Associates, issued an unqualified (unmodified) audit opinion on both the standalone and consolidated financial results for the quarter and year ended March 31, 2026.