Lloyds Engineering Works convened a meeting of its unsecured creditors on October 16, 2026, to seek approval for a scheme of merger by absorption. The proposal involves merging Lloyds Infrastructure & Construction Limited, Metalfab Hightech Private Limited, and Techno Industries Private Limited into the company.

The meeting was conducted via Video Conferencing/Other Audio Visual Means as per directions from the National Company Law Tribunal, Mumbai Bench. Mr. Pranay Luniya, a practicing Chartered Accountant, chaired the session, while Mr. Harshvardhan Tarkas served as the scrutinizer appointed by the Tribunal.

Merger Proposal Details

The scheme aims to consolidate operations by absorbing three transferor companies into Lloyds Engineering Works. The resolution sought approval under Sections 230 to 232 of the Companies Act, 2013. The Chairman briefed shareholders and creditors on the salient features and rationale behind the proposed consolidation.

For the scheme to be approved by unsecured creditors, it must satisfy specific conditions:

1. A majority in number representing three-fourths in value of unsecured creditors present and voting must approve the resolution.
2. Votes cast by public shareholders in favor must exceed those cast against, in compliance with SEBI Master Circular guidelines (for equity holders).

Voting and Compliance Procedures

Creditors utilized remote e-voting facilities provided through NSDL. The voting window opened on October 12, 2026, at 9:00 am and closed on October 15, 2026, at 5:00 pm. Additionally, e-voting was available during the live meeting for those who had not voted remotely. The cut-off date for determining voting rights for unsecured creditors was March 31, 2026.

The company confirmed that physical attendance was not required, and proxy appointments were not permitted for this virtual meeting. The scrutinizer verified the requisite quorum before the proceedings commenced.

Attendees and Officials

Next Steps

Following the conclusion of the meeting at 3:25 pm, the company stated that voting results and the Scrutinizer's Report would be communicated to stock exchanges within two working days. These results will also be published on the company's website and NSDL's platform.

The merger remains subject to final approval from the Hon'ble Tribunal and other necessary regulatory sanctions. Directors including Mr. Devidas Kambale, Mr. Kishor Kumar Mohanlal Pradhan, and others attended the meeting to address queries.

Lloyds Engineering Works promoter Lloyds Enterprises Limited created a pledge on 1,10,00,000 equity shares on October 7, 2026, securing a ₹40 crore loan facility from Aditya Birla Capital Limited.

The pledge was executed pursuant to an Assignment and Transfer Deed dated September 30, 2026. Aditya Birla Capital Limited agreed to participate as an acceding lender in this specific tranche, which forms part of a larger syndicated arrangement.

Loan Structure and Syndication

The ₹40 crore facility is a component of total sanctioned facilities amounting to ₹219 crore. These broader facilities were established under a Loan Agreement dated August 13, 2026, with Tata Capital Limited acting as the existing lender and arranger. The disclosure was made under Regulation 31 of the SEBI (Substantial Acquisition of Shares and Takeovers) Regulations, 2011.

Promoter Holding Details

Following the creation of this new encumbrance, the total number of encumbered shares held by Lloyds Enterprises Limited stands at 12,72,00,000, representing 8.20% of the total share capital. The promoter entity holds a total of 48,33,26,722 shares, constituting 31.16% of the company's equity.

What the Numbers Show

The pledge represents a partial encumbrance strategy rather than a full collateralization of the promoter's stake. With 12,72,00,000 shares now pledged out of a total holding of 48,33,26,722 shares, approximately 26.3% of the promoter's equity is currently encumbered. This leaves a significant unencumbered portion of the holding available for future financing needs or other corporate actions.