Hubtown Limited has received a significant regulatory approval for its proposed merger scheme, marking a key milestone in the consolidation process with Saicharan Consultancy Private Limited.

NCLT Order Details

The National Company Law Tribunal (NCLT) Mumbai Bench passed an order dated April 09, 2026 in relation to the scheme of arrangement between Saicharan Consultancy Private Limited (transferor company) and Hubtown Limited (transferee company). The order directs the company to convene meetings of equity shareholders and unsecured creditors through physical means or video conferencing to consider and approve the proposed scheme.

Share Exchange Ratio and Structure

The scheme establishes a specific share exchange mechanism for the merger process. Under the approved ratio, shareholders of Saicharan Consultancy Private Limited will receive 648 equity shares of face value ₹10.00 each of Hubtown Limited for every 1 fully paid-up equity share of face value ₹10.00 each of the transferor company.

Company Profiles and Rationale

Saicharan Consultancy Private Limited, incorporated on December 29, 2006, is primarily engaged in strategic investments and advisory services. The company has an authorized share capital of ₹71,00,000.00 divided into 7,10,000 equity shares of ₹10.00 each, with issued and paid-up capital of ₹1,00,000.00 comprising 10,000 equity shares.

Hubtown Limited, originally incorporated as Akruti Nirman Private Limited on February 16, 1989, operates in construction and development of residential and commercial premises, including BOT projects. The company has authorized share capital of ₹500,00,00,000.00 divided into 50,00,00,000 equity shares of ₹10.00 each, with issued and paid-up capital of ₹142,10,06,570.00 comprising 14,21,00,657 equity shares.

Strategic Benefits and Consolidation

The merger aims to consolidate ownership in Rare Townships Private Limited (RTPL), where the transferor company holds 21.17% equity shares while Hubtown holds 66.93%. RTPL is developing the "Rising City" project at Ghatkopar (East), Mumbai, positioned as a premium real estate development with significant growth potential.

Stakeholder Consent Status

The NCLT has dispensed with certain meetings based on stakeholder consents obtained:

Meeting Requirements and Compliance

The NCLT order specifies detailed requirements for the upcoming meetings, including appointment of Mr. Sushil Kumar Agarwal as Chairperson with remuneration of ₹1,50,000.00 and Mr. Ketan Dand as Scrutinator with remuneration of ₹40,000.00. The transferee company, being listed on BSE and NSE, must provide remote e-voting facilities as per regulatory requirements.

Regulatory Approvals and Next Steps

Hubtown has received 'no adverse observation' letters from BSE Limited dated November 07, 2025 and National Stock Exchange of India Limited dated November 11, 2025. The company must serve notices to various regulatory authorities including the Central Government, Registrar of Companies, Income Tax Department, GST authorities, and MahaRERA, with a 30-day response timeline for objections.

Hubtown Limited has submitted a quarterly compliance certificate from its Registrar and Transfer Agent (RTA) to stock exchanges, fulfilling regulatory requirements under SEBI guidelines. The submission relates to dematerialisation activities for the quarter ended March 31, 2026.

Regulatory Compliance Certificate

The company received a confirmation certificate from MUFG Intime India Private Limited (formerly Link Intime India Private Limited), dated April 3, 2026. This certificate was submitted to both BSE Limited and National Stock Exchange of India Limited on April 7, 2026, as required under Regulation 74(5) of Securities and Exchange Board of India (Depositories and Participants) Regulations, 2018.

Quarter Activity Summary

The RTA confirmed that no dematerialisation requests were received from shareholders during the quarter ended March 31, 2026. The certificate states that securities received from depository participants for dematerialisation would have been confirmed to depositories within prescribed timelines, and security certificates would have been mutilated and cancelled after due verification.

MUFG Intime India Private Limited noted in the certificate that it was issued specifically at the company's request for compliance purposes, given the absence of any shareholder requests during the reporting period.

Company and RTA Details

Hubtown Limited is headquartered at Hubtown Seasons, CTS NO. 469-A, Opp. Jain Temple, R. K. Chemburkar Marg, Chembur (East), Mumbai-400071. The company secretary and compliance officer, Shivil Kapoor, digitally signed the submission documents.

The certificate was signed by Ashok Shetty, Sr. Vice President-Corporate Registry at MUFG Intime India Private Limited, which operates as part of MUFG Corporate Markets, a division of MUFG Pension & Market Services.