KEC International announced that its Board of Directors has approved the Scheme of Merger by Absorption of KEC Spur Infrastructure Private Limited, a wholly owned subsidiary, with the company. The decision was taken during the board meeting held on May 16, 2026. The merger is proposed under Sections 230 to 232 and other applicable provisions of the Companies Act, 2013, and is subject to requisite approvals, including those from the National Company Law Tribunal, Mumbai.

Rationale and Details

The board stated that the proposed merger will create an operationally efficient group structure and strengthen the company's consolidated business framework. It is expected to lead to operational synergies by leveraging the company's established financial strength, technical expertise, global execution capabilities, and experienced management bandwidth. This move is anticipated to enhance the scalability and growth prospects of the combined business.

As KEC Spur is a wholly owned subsidiary, there is no consideration involved in the transaction. All shares issued by KEC Spur shall stand cancelled and extinguished upon the Scheme of absorption becoming effective. Consequently, there will be no change in the shareholding pattern of KEC International pursuant to the scheme.

Financial and Operational Context

KEC Spur is primarily engaged in the design, supply, installation, commissioning, testing, maintenance, operation, and consultancy support for laying and construction of pipes for the Oil & Gas, Refinery, Chemical, Water, Power, and Irrigation sectors. KEC International operates as a diversified global infrastructure Engineering, Procurement & Construction (EPC) major with verticals including Power Transmission & Distribution, Civil, Transportation, Renewables, Oil & Gas Pipelines, and Cables & Conductors.

The following table details the financials of the entities involved as of March 31, 2026:

KEC International , a global infrastructure EPC major and an RPG Group Company, announced its financial results for the fourth quarter (Q4 FY26) and full year (FY26) ended March 31, 2026, delivering its highest-ever revenues, order intake, and profitability. The company reported record consolidated revenues of Rs 23,506 crore for FY26, an 8% growth over Rs 21,847 crore in FY25, while operating PAT grew 18% year-on-year to Rs 650 crore. The T&D business was a key driver, with its contribution to revenues increasing significantly to 68% from 59% in the previous year.

Consolidated Financial Performance

The full-year consolidated results reflect broad-based improvement in profitability metrics, even as Q4 FY26 saw some moderation compared to Q4 FY25. The following table presents the consolidated financial highlights:

Exceptional items for the consolidated results include a provision of Rs 59 crore made in Q3 FY26 towards the new labour code, and income of Rs 24 crore from an arbitration award recognised in Q1 FY25.

Standalone Financial Performance

On a standalone basis, revenue for FY26 stood at Rs 19,047 crore compared to Rs 19,178 crore in FY25. It is noted that effective January 1, 2025, the Cables business was transferred into a wholly owned subsidiary, KEC Asian Cables Limited, and its financials ceased to be part of standalone numbers. On a like-to-like basis, excluding Cables financials for 9M FY25, standalone revenue growth stands at 6% for FY26.

Standalone exceptional items include a provision of Rs 52 crore made in Q3 FY26 towards the new labour code, income of Rs 166 crore towards reversal of impairment of SAE Towers subsidiary in Q4 FY26, and income of Rs 24 crore from an arbitration award recognised in Q1 FY25.

Order Intake, Order Book and Net Debt

KEC International recorded an all-time high consolidated order intake of Rs 25,280 crore in FY26, further bolstered by orders of over Rs 1,000 crore secured in FY27 till date. The order book as on March 31, 2026 stood at Rs 36,267 crore, with the combined order book and L1 position exceeding Rs 40,000 crore.

On the debt and working capital front:

• Net Debt including Acceptances stood at Rs 6,722 crore as on March 31, 2026, a reduction of Rs 84 crore compared to December 31, 2025. A spillover of collections of approximately Rs 450 crore was realised in the first week of April 2026.
• Net Working Capital (NWC) stood at 137 days as on March 31, 2026, compared to 135 days as on December 31, 2025.

Dividend

The board recommended a dividend of Rs 5.50 per equity share, representing 275% of the face value of Rs 2 per share for FY26.

Management Commentary

Mr. Vimal Kejriwal, MD & CEO, KEC International Ltd., stated: "We achieved our highest-ever Revenues, Profitability and Order Intake during the year, despite a challenging operating environment especially in Q4. The record performance was driven by robust execution in our T&D business, with its contribution to revenues increasing significantly to 68% from 59% last year. Profitability also improved considerably, with operating PBT growing by 21% and operating PAT growing by 18% YoY. Our order book has been substantially strengthened through multiple strategic wins, taking the combined order book and L1 position beyond Rs. 40,000 crore. Despite the uncertain operating environment, our robust order book and healthy tender pipeline position us well to deliver sustained growth in the coming quarters."