triveni engineering & industries announced that the composite scheme of arrangement involving Sir Shadi Lal Enterprises Limited and Triveni Power Transmission Limited became effective on May 19, 2026. The scheme was sanctioned by the National Company Law Tribunal (NCLT), Allahabad Bench, vide orders dated May 7, 2026, and May 18, 2026. The effectiveness follows the filing of certified copies of the NCLT orders with the Registrar of Companies on May 19, 2026, with the process for Form No. INC 28 completed the same day.

The NCLT had previously issued a rectification order on May 18, 2026, to address specific errors in the initial order. Key modifications included the deletion of directions regarding the dissolution of the amalgamating company and compliance requirements. The rectification clarified that Sir Shadi Lal Enterprises Limited would stand dissolved upon the scheme becoming effective, and consequently, its authorized share capital would not be enhanced. References to authorized capital enhancement in the original order pertain specifically to Triveni Engineering & Industries Limited.

Scheme Details

The composite scheme provides for the amalgamation of Sir Shadi Lal Enterprises Limited with Triveni Engineering & Industries Limited and the demerger of the PTB undertaking into Triveni Power Transmission Limited. The scheme is binding on all shareholders and creditors with effect from the Amalgamation Appointed Date and Demerger Appointed Date, both fixed as April 1, 2025.

Share Exchange Summary

The rectification also addressed statutory compliances, removing requirements for Triveni Power Transmission Limited to file revised memorandum and articles of association, as no alteration to its memorandum is required due to the absence of authorized capital enhancement.

Triveni Engineering & Industries Limited has fixed June 3, 2026, as the record date to determine the eligibility of shareholders for receiving equity shares pursuant to the Composite Scheme of Arrangement. The scheme, which became effective on May 19, 2026, involves the amalgamation of Sir Shadi Lal Enterprises Limited (SSEL) and Triveni Power Transmission Limited (TPTL) with Triveni Engineering. Consequently, SSEL stands dissolved without winding up.

The appointed date for the merger is April 01, 2025. Pursuant to the scheme, the financial results of SSEL for FY 2026 will be subsumed in the standalone financial results of the amalgamated company. The Board of Directors of Triveni Engineering fixed the record date on May 20, 2026, in consultation with the Board of Directors of SSEL.

Share Exchange Ratio

Under the terms of the arrangement, the equity shareholders of SSEL are entitled to receive shares of Triveni Engineering. The issuance of shares is subject to a specific exchange ratio approved under the scheme. For every 137 equity shares of INR 10 each held in SSEL, shareholders are entitled to receive 100 equity shares of INR 1 each in Triveni Engineering. These shares will be credited as fully paid-up without any application or action required from the shareholders.

The eligibility of SSEL shareholders to receive these equity shares will be determined based on their holdings on the record date. This disclosure is made in terms of Regulation 30 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015.