Lactose India EGM Approves Vitanosh Merger with Overwhelming Shareholder Support
Lactose (India) Limited successfully conducted its EGM on March 28, 2026, securing overwhelming 99.99% shareholder approval for merger with Vitanosh Ingredients Private Limited. The meeting achieved 47.02% voting participation with comprehensive e-voting facilities, and official scrutinizer reports confirm regulatory compliance for final NCLT approval.

*this image is generated using AI for illustrative purposes only.
Lactose (India) Limited successfully conducted its Extra Ordinary General Meeting (EOGM) on March 28, 2026, securing overwhelming shareholder approval for the scheme of amalgamation with Vitanosh Ingredients Private Limited (VIPL). The meeting, held through video conferencing from 10:30 AM to 10:51 AM, achieved remarkable voting results with 99.99% votes in favor of the merger resolution.
EGM Proceedings and Participation
The meeting was conducted in accordance with circulars issued by the Ministry of Corporate Affairs and SEBI, with comprehensive e-voting facilities provided to shareholders. Remote e-voting was available from March 25, 2026, at 09:00 AM to March 27, 2026, at 05:00 PM, with additional e-voting facility remaining active throughout the EGM proceedings.
| Meeting Details: | Information |
|---|---|
| Date & Time: | March 28, 2026, 10:30 AM - 10:51 AM |
| Mode: | Video Conferencing/Audio Visual Means |
| Record Date: | March 21, 2026 |
| Total Shareholders: | 16,844 |
| Attendees via VC: | 50 (4 Promoters, 46 Public) |
Voting Results and Shareholder Response
The special resolution for the merger scheme received exceptional support from shareholders across all categories. Out of 12,589,000 total shares, 5,919,674 votes were polled, representing 47.02% participation. The voting breakdown demonstrates strong confidence in the merger strategy.
| Category: | Shares Held | Votes Polled | Participation (%) | Votes in Favor | Votes Against | Approval (%) |
|---|---|---|---|---|---|---|
| Promoter Group: | 6,753,426 | 5,378,241 | 79.64% | 5,378,241 | 0 | 100.00% |
| Public Institutions: | 77,920 | 0 | 0.00% | 0 | 0 | 0.00% |
| Public Non-Institutions: | 5,757,654 | 541,433 | 9.40% | 541,418 | 15 | 99.99% |
| Total: | 12,589,000 | 5,919,674 | 47.02% | 5,919,659 | 15 | 99.99% |
Official Scrutinizer Report and Regulatory Compliance
Arjun Lakhanpal, appointed as scrutinizer by the National Company Law Tribunal, Ahmedabad Bench, submitted comprehensive reports confirming the voting results. The scrutinizer report details that Bigshare Services Private Limited served as the e-voting agency, with votes unblocked on March 28, 2026 at 11:17 AM in the presence of witnesses Mr. Vishal Kotecha and Mr. Raimeen Maradiya.
| Voting Method: | Members Voted | Total Votes Cast |
|---|---|---|
| Remote E-voting: | 35 | 5,919,669 |
| E-voting at Meeting: | 1 | 5 |
| Total: | 36 | 5,919,674 |
Merger Impact and Shareholding Changes
The approved merger will result in significant changes to the company's shareholding structure, with promoter shareholding increasing from 53.65% to 58.84%. Under the merger terms, VIPL shareholders will receive 0.7946 equity shares of Lactose (India) Limited for every 1 fully paid-up equity share of VIPL.
| Shareholding Category: | Pre-Merger (%) | Post-Merger (%) | Change (%) |
|---|---|---|---|
| Promoter/Promoter Group: | 53.65% | 58.84% | +5.19% |
| Public Shareholders: | 46.35% | 41.16% | -5.19% |
Financial Performance and Strategic Benefits
The merger combines two entities with contrasting financial profiles. Lactose (India) Limited demonstrates strong operational performance with revenue of ₹11,639.93 lakhs and profit after tax of ₹516.29 lakhs for March 2025, while VIPL reported revenue of ₹34.69 lakhs but incurred losses of ₹195.57 lakhs during the same period. The merger will expand production capacity from 10,000 MT per annum to 15,000 MT per annum, providing immediate capacity enhancement and an expanded product portfolio including high-margin Inhalation Grade Lactose.
Next Steps and Regulatory Approval
The voting results have been disclosed to BSE Limited under Regulation 30 and 44(3) of the Listing Regulations. Company Secretary Ritesh Pandey has reported the successful EGM results to the Hon'ble National Company Law Tribunal, Ahmedabad Bench, representing a crucial milestone toward final regulatory approval of the amalgamation scheme. The comprehensive documentation and overwhelming shareholder support position the merger for smooth regulatory clearance.
Historical Stock Returns for Lactose
| 1 Day | 5 Days | 1 Month | 6 Months | 1 Year | 5 Years |
|---|---|---|---|---|---|
| -0.07% | -0.78% | -11.95% | -33.60% | -9.02% | +222.22% |
How will the expanded production capacity of 15,000 MT per annum impact Lactose India's market share in the pharmaceutical excipients sector?
What timeline is expected for the National Company Law Tribunal's final approval of the amalgamation scheme?
Will the integration of VIPL's loss-making operations affect Lactose India's profitability margins in the near term?





























