At its board meeting held on 7 May 2026, Kirloskar Ferrous Industries Limited (KFIL), a listed material subsidiary of kirloskar industries , announced two significant corporate developments: the allotment of equity shares under its Employee Stock Option Schemes and the approval of a substantial debt fund-raising plan. Kirloskar Industries informed the stock exchanges of these developments in accordance with Regulation 30 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015.

Equity Share Allotment Under ESOP Schemes

The Board of Directors of Kirloskar Ferrous Industries approved the allotment of 52,900 equity shares of ₹5 each upon the exercise of stock options by eligible employees under the KFIL Employee Stock Option Schemes. This allotment has resulted in an increase in the company's issued, subscribed, and paid-up share capital. The following table summarises the key details of the allotment:

Consequently, the issued, subscribed, and paid-up share capital of Kirloskar Ferrous Industries now stands at ₹82,48,72,715, comprising 16,49,74,543 equity shares of ₹5 each.

Board Approves ₹1,000 Crore NCD Fund Raise

In a separate resolution at the same board meeting, the Board of Directors of Kirloskar Ferrous Industries approved a proposal to seek member approval for fund raising not exceeding ₹1,000 Crores. The fund raising is proposed to be carried out through the issuance of Non-convertible Debentures (NCDs) in one or more tranches. The key details of the proposed fund raise are outlined below:

The board's approval marks the initiation of the process to seek shareholder consent for the proposed debt issuance.

Regulatory Disclosure by Kirloskar Industries

Kirloskar Industries, as the parent company of KFIL, filed the requisite intimation with the stock exchanges in line with its obligations as a listed entity with a material subsidiary. The disclosure was made pursuant to Regulation 30 of the SEBI Listing Regulations, with the enclosure of KFIL's original intimation filed with the exchanges where KFIL's shares are listed. The communication was signed by Ashwini Mali, Company Secretary of Kirloskar Industries, and the KFIL disclosure was signed by Mayuresh Gharpure, Company Secretary of Kirloskar Ferrous Industries.

Kirloskar Ferrous Industries Limited has received formal admission of its merger scheme petition by the National Company Law Tribunal (NCLT) Mumbai Bench, with the final hearing scheduled for May 15, 2026. The development follows comprehensive regulatory filings and compliance procedures for the merger by absorption of two wholly owned subsidiaries.

NCLT Order and Proceedings

The NCLT Mumbai Bench, comprising Hon'ble Member (Technical) Prabhat Kumar and Hon'ble Member (Judicial) Sushil Mahadeorao Kochhey, passed the admission order on April 9, 2026, after hearing the company petition on the same date. The order was uploaded on the tribunal's website on April 16, 2026. The case is registered as Company Petition No. CP (CAA)/46/MB/2026 connected with Company Application No. CA (CAA)/23/MB/2026.

Merger Scheme Structure

The scheme involves the merger by absorption of Oliver Engineering Private Limited and Adicca Energy Solutions Private Limited with Kirloskar Ferrous Industries Limited as the transferee company. All three companies share the same registered office address at One Avante, Karve Road, Kothrud, Pune, Maharashtra 411038. The merger is being pursued under Sections 230-232 of the Companies Act, 2013, with Pioneer Legal serving as advocates for the petitioner companies.

Regulatory Compliance Requirements

The NCLT order mandates several compliance requirements before the final hearing. The tribunal has directed the issuance of notices to statutory and regulatory authorities under Section 230(5) of the Companies Act, 2013, including the Central Government, Income Tax authorities, Reserve Bank of India, Securities and Exchange Board of India, and Competition Commission of India. These authorities have 30 days from receipt of notice to submit representations.

Parent Company Updates

Kirloskar Industries Limited informed BSE and NSE on April 17, 2026, about updates from its material subsidiary, Kirloskar Ferrous Industries Limited. The intimation was filed by Company Secretary Ashwini Mali, referencing BSE Scrip Code 500243 and NSE Scrip Code KIRLOSIND. Separately, Kirloskar Ferrous Industries Limited submitted compliance notices to BSE on April 17, 2026, through Company Secretary Mayuresh Gharpure, with BSE Scrip Code 500245.

The merger scheme represents a consolidation of wholly owned subsidiaries within the Kirloskar Ferrous Industries group structure, subject to final NCLT approval following the May 15, 2026 hearing.