Samvardhana Motherson International Limited has completed the merger of two of its indirect Spanish subsidiaries, marking a strategic move to streamline its corporate structure. The company announced that Modulos Ribera Alta SL (MRA) has been successfully merged into its holding company, Celulosa Fabril SA (CEFA), following registration at the Commercial Register of Zaragoza, Spain.

Merger Details and Timeline

The merger was officially registered on April 20, 2026, with MRA ceasing to exist with effect from April 14, 2026. As part of the merger process, all assets of MRA have been transferred in block through universal succession to CEFA, which remains an indirect subsidiary of Samvardhana Motherson International Limited.

Financial Performance of Merged Entities

Both subsidiaries demonstrated substantial business operations in the financial year ended March 31, 2025. The combined turnover of the entities reflects their significant contribution to the group's European operations.

Business Operations and Activities

Both entities operate in complementary business segments focused on plastic materials and manufacturing. CEFA is engaged in multiple business activities including:

• Processing, manufacturing, purchasing, and selling of plastic materials
• Manufacturing of industrial and consumer products and capital goods
• Provision of technical services to partners and third parties
• Transportation for business purposes

MRA was involved in comprehensive plastic processing operations, including raw material production, wholesale and retail distribution, and technical service provision to members and third parties.

Strategic Rationale

The merger is designed to achieve simplified corporate structure and increased operating efficiency. This consolidation aligns with the company's broader strategy to optimize its subsidiary network and enhance operational effectiveness across its international operations.

Regulatory Compliance

The company has fulfilled its disclosure obligations under Regulation 30 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, ensuring transparency with stakeholders regarding this corporate restructuring activity.

Samvardhana Motherson International has announced the dissolution of its French subsidiary GIE Groupe AD following approval from the Commercial Register at France. The dissolution was completed on April 14, 2026, with an effective date of November 1, 2017, as part of the company's regulatory compliance under SEBI Listing Obligations and Disclosure Requirements Regulations.

Subsidiary Dissolution Details

The dissolution process was initiated through an application submitted by GIE Groupe AD, an indirect wholly owned subsidiary of Samvardhana Motherson International. The Commercial Register at France approved the dissolution on April 14, 2026, completing the deregistration process on the same date.

Financial Impact Assessment

GIE Groupe AD was acquired as part of the ADI Group acquisition on May 13, 2024, but was not carrying out any business operations. The subsidiary's financial contribution to the parent company remained minimal, with shareholders approving its dissolution due to its non-operational status.

Regulatory Compliance

The announcement was made pursuant to Regulation 30 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, as amended. The company filed the intimation with BSE Limited and National Stock Exchange of India Limited, providing comprehensive details about the subsidiary dissolution in accordance with SEBI Master Circular requirements.

Corporate Structure Impact

The dissolution of GIE Groupe AD represents a streamlining of Samvardhana Motherson International's European operations. Since the entity was non-operational and contributed negligible amounts to the consolidated financials, its dissolution is expected to have minimal impact on the company's overall business operations and financial performance.