Cosmic CRF Limited has secured a strategic foothold in the northern Indian market after being declared the successful resolution applicant for Cosmic CRF Limited 's acquisition of M/s. Amzen Transportation Industries Private Limited. The Committee of Creditors (CoC) approved the resolution plan, leading the Resolution Professional to issue a Letter of Intent (LOI) dated July 30, 2026. This move enables the group to establish a manufacturing base in the Western/Northern region of India, strengthening its Pan-India footprint for complete railway wagon production. The transaction is subject to final approval by the Hon'ble National Company Law Tribunal (NCLT), Delhi.

The acquisition falls under the Corporate Insolvency Resolution Process (CIRP) governed by Section 30(4) of the Insolvency and Bankruptcy Code, 2016, read with Regulation 39(3) of the Insolvency and Bankruptcy Board of India (Insolvency Resolution Process for Corporate Persons) Regulations, 2016. Disclosure was made pursuant to Regulation 30 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, and Master Circular No. SEBI/HO/CFD/PoD2/CIR/P/2026/185 dated January 30, 2026. The proposed transaction is not a related party transaction, with no interest held by promoters or group companies in the target entity.

Financial Terms and Structure

The total consideration for the acquisition is set at ₹284.00 Crores. Upon NCLT approval, Cosmic CRF will acquire 100% shareholding in Amzen Transportation Industries Private Limited. The payment structure offers two options for discharging the resolution amount:

The indicative time period for completing the acquisition is 12 months from the date of payment of consideration. The target entity, formerly known as M/s. Amtek Railcar Industries Private Limited, is incorporated under CIN U35200DL2008PTC180534 with a paid-up share capital of Rs. 48.53 Crores.

Operational Context

Amzen Transportation Industries Private Limited operates in the Railway Wagon Manufacturing Industry, specifically based on Iron & Steel Products. Its registered office is located in New Delhi, while its manufacturing facility spans approximately 72.50 Acres in Village Phatak Majri, Fatehgarh Sahib, Punjab. Despite its infrastructure, the plant is currently not under operation. Financial disclosures indicate a sharp decline in turnover, recording ₹ 0.11 Crores in FY24, followed by ₹ NIL in FY25 and FY26.

Strategic Implications

The acquisition addresses a key geographical gap in Cosmic CRF’s operations. By securing assets in Punjab, the company aims to enhance operational capabilities across India. The target’s existing land bank and manufacturing setup provide immediate scale potential once operationalized. The deal underscores the company’s aggressive expansion strategy through insolvency-driven acquisitions, allowing it to bypass greenfield development timelines while acquiring established industrial assets at a discounted valuation relative to replacement cost.

The next critical milestone is the NCLT’s approval of the resolution plan. Once sanctioned, Cosmic CRF must execute the payment schedule within the stipulated 90-day or 12-month windows to finalize the transfer of control. This transaction marks a significant step in consolidating the fragmented railway wagon manufacturing sector.

Cosmic CRF Limited has scheduled a meeting of its Board of Directors for August 3, 2026, to consider two material corporate actions: the full acquisition of a subsidiary and the migration of its equity shares to major stock exchanges. These moves aim to consolidate ownership structures and enhance market visibility by moving from the SME platform to the main boards.

The meeting is set to commence at 3.00 P.M. at the company’s registered office located at 19, Monohar Pukur Road, 2nd Floor, Kolkata – 700029. The intimation was issued pursuant to Regulation 29 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, and submitted to the Listing Department of BSE Limited on July 29, 2026.

Key Agenda Items

The Board will focus on the following specific resolutions:

Consolidation of N.S. Engineering Projects

The primary operational focus of the meeting is the proposed share swap to acquire the remaining 26% fully paid-up equity shares of M/s. N.S. Engineering Projects Pvt. Ltd., which is currently a subsidiary of Cosmic CRF Limited. This transaction will be executed through a preferential allotment of equity shares for consideration other than cash. Upon approval, N.S. Engineering Projects Pvt. Ltd. will become a wholly owned subsidiary of Cosmic CRF Limited, allowing for consolidated financial reporting and streamlined management oversight.

Market Expansion Strategy

Simultaneously, the Board will consider migrating the company’s equity shares from the SME Platform of BSE Limited to the Main Board of BSE Limited and the National Stock Exchange of India Limited (NSE). This migration is subject to obtaining necessary approvals and complying with all applicable laws, regulations, and listing requirements. Moving to the main boards typically provides greater liquidity, broader investor access, and enhanced brand recognition compared to the SME platform.

Procedural Compliance

The notice was signed by Priya Sayani, Company Secretary & Compliance Officer, and digitally dated July 29, 2026. The company’s Corporate Identity Number (CIN) is L27100WB2021PLC250447, and its scrip code on BSE is 543928. Shareholders are advised to monitor subsequent filings for the outcome of these resolutions once the meeting concludes.