The National Company Law Tribunal (NCLT), Ahmedabad Bench, on July 29, 2026, directed ACC Limited and Ambuja Cements Limited to convene separate equity shareholder meetings on September 29, 2026, to approve the proposed Scheme of Amalgamation. This regulatory milestone advances the merger of ACC Limited into Ambuja Cements Limited, enabling the unified entity to streamline operations and unlock economies of scale. The order, passed under Sections 230 to 232 of the Companies Act, 2013, follows earlier disclosures on December 22, 2025, and June 4, 2026.

Meeting Schedule and Structure

Both companies will hold their respective equity shareholder meetings through Video Conferencing (VC) or Other Audio Visual Means (OAVM). Voting will be conducted via remote e-voting and e-voting during the VC/OAVM sessions, in compliance with Ministry of Corporate Affairs (MCA) circulars. Key details are outlined below:

The cut-off date for determining shareholder eligibility to vote is September 22, 2026, while the record date for dispatch of notices is August 14, 2026.

Scheme Overview and Financial Position

The proposed scheme envisages merging ACC Limited with and into Ambuja Cements Limited as a going concern, effective from the Appointed Date of January 1, 2026. Upon effectiveness, ACC Limited will be dissolved without winding up, and new equity shares of Ambuja Cements Limited will be issued to ACC Limited shareholders per the Share Exchange Ratio. Valuation reports were jointly issued by GT Valuation Advisors Pvt. Ltd. and BDO Valuation Advisory LLP on December 22, 2025. Fairness opinions were provided by SBI Capital Markets Ltd. and IDBI Capital Markets Ltd. & Securities Ltd., also dated December 22, 2025.

As of March 31, 2026, the financial standing of both companies is:

Upon the scheme's effectiveness, the Amalgamated Company is expected to have an excess of assets over liabilities of ₹69,072.53 Crore (expected, based on March 31, 2026).

Regulatory Compliance and Rationale

The NCLT noted that the National Stock Exchange (NSE) and Bombay Stock Exchange (BSE) issued observation letters on June 4, 2026, granting necessary permissions. The draft scheme was hosted on company and exchange websites from January 1, 2026, open for public complaints. A total of 3 complaints were received by each company, all duly responded to. Complaint reports were filed with NSE and BSE on February 5, 2026. The NCLT directed that the scheme must be approved by a majority of public shareholders, with votes cast in favor exceeding votes cast against, per the SEBI Schemes Master Circular dated June 20, 2023.

The applicant companies cited strategic rationales for the merger:

• Operational Integration: Unification of manufacturing and commercial functions to optimize resource allocation.
• Economies of Scale: Pooling financial, operational, and logistical resources to unlock efficiencies.
• Strategic Alignment: Enabling Ambuja Cements to assume complete ownership and direction of ACC Limited's business.
• Corporate Simplification: Reducing multiple entities in the same line of business for faster decision-making.

The NCLT's Company Application CA(CAA)/33(AHM)/2026 was allowed by Bench comprising Mr. Shammi Khan, Member (Judicial), and Mr. Sanjeev Sharma, Member (Technical).

Ambuja Cements has announced a comprehensive capital investment and growth strategy, outlining plans to invest around ₹6,500 crores in FY27, with a similar level of spending anticipated for FY28. The company is targeting steady capacity additions and volume growth while simultaneously working to reduce its net operating costs over the same period.

Capital Expenditure and Capacity Expansion

Ambuja Cements has earmarked approximately ₹6,500 crores for capital expenditure in FY27, with comparable investment levels expected to continue into FY28. A key pillar of this strategy is the addition of 8 to 10 million tons of capacity each year, aimed at boosting the company's market share. The following table summarizes the key investment and capacity parameters:

Volume Growth Targets

Ambuja Cements has set an 8% volume growth goal for FY27. This target is supported by an 8% rise in trade volumes recorded in July, which the company views as an early indicator of momentum. The focus on consistent capacity additions is expected to underpin the company's ability to meet growing demand and expand its presence in the market.

Net Operating Cost Reduction Roadmap

Alongside its expansion plans, Ambuja Cements has outlined a clear cost reduction roadmap. The company aims to achieve a net operating cost of ₹4,250 per metric ton for FY27, followed by a further reduction of ₹250 to bring the cost down to ₹4,000 PMT or less by FY28. The table below captures the cost targets across both fiscal years:

Strategic Priorities at a Glance

The company's near-term strategy is anchored around the following priorities:

• Capital investment of around ₹6,500 crores in FY27, with a similar outlay planned for FY28
• Annual capacity additions of 8 to 10 million tons to grow market share
• Volume growth target of 8% for FY27, backed by an 8% rise in trade volumes in July
• Cost efficiency with a net operating cost goal of ₹4,250 PMT for FY27, reducing to ₹4,000 PMT or less in FY28

Taken together, Ambuja Cements' investment and operational targets reflect a dual focus on scaling capacity and improving cost efficiency over FY27 and FY28. The company's phased approach to capital deployment and cost reduction underscores its commitment to strengthening its competitive position in the Indian cement sector.