Lyka Labs has received approval from the National Company Law Tribunal (NCLT), Ahmedabad Bench for its scheme of amalgamation with Lyka Exports Limited. The tribunal sanctioned the merger on 16th March, 2026, marking a significant corporate restructuring milestone for the pharmaceutical company.

NCLT Approval Details

The NCLT approved the scheme of merger under sections 230-232 of the Companies Act, 2013, with Lyka Exports Limited serving as the transferor company and Lyka Labs Limited as the transferee company. The appointed date for the scheme has been set as April 01, 2022.

Regulatory Compliance and Stakeholder Approval

The merger received comprehensive regulatory scrutiny before approval. The tribunal had earlier directed stakeholder meetings on 23rd January, 2025, requiring separate meetings for equity shareholders and unsecured creditors of the transferor company, and meetings for equity shareholders, preference shareholders, secured creditors and unsecured creditors of the transferee company.

Chairman reports dated 05th March, 2025 confirmed successful completion of these meetings held on 04th March, 2025, with requisite approvals obtained from all stakeholder categories.

Key Regulatory Observations and Responses

The Regional Director and Registrar of Companies raised several observations during the review process:

Financial and Compliance Matters:

• One compliance issue involving Rs. 4,40,000/- interim compensation matter pending before Bombay High Court
• Outstanding income tax dues of Rs. 46,98,220/- for 2023-24, with rectification application filed
• Secured creditors valued at Rs. 17,39,86,563/- as of the review date

Stock Exchange Requirements:

• Lyka Labs' equity shares are listed on BSE and NSE
• Company provided timely intimations and disclosures to both exchanges
• No adverse observations received from either stock exchange

Implementation Timeline and Requirements

Following the NCLT approval, Lyka Labs must complete several statutory requirements:

• File e-form INC-28 with Registrar of Companies within 30 days
• Submit certified copy of order and scheme for registration
• Lodge order copy with Superintendent of Stamps for stamp duty adjudication within 60 days
• Pay Rs. 50,000/- as legal fees to Regional Director
• Pay Rs. 20,000/- as Official Liquidator fees

Corporate Structure Impact

Upon implementation, Lyka Exports Limited will be dissolved without winding up, with all assets, liabilities, and operations transferring to Lyka Labs Limited. All employees of the transferor company will become employees of Lyka Labs with continuity of service and no less favorable terms and conditions.

The tribunal emphasized that the approval does not grant exemption from stamp duty, taxes, or other regulatory compliance requirements. All statutory obligations under various laws including Income Tax Act, GST, and FEMA remain applicable to the merged entity.

Lyka Labs Limited has informed stock exchanges about the resignation of its cost auditors for the financial year 2025-26. The pharmaceutical company submitted the intimation to BSE and NSE on March 6, 2026, in compliance with regulatory requirements.

Cost Auditor Resignation Details

Messrs Rajaram Madhav Walavalkar & Co., Cost Accountants, Mumbai, have resigned from their position as cost auditors of the company. The auditing firm, holding registration number 003584, submitted their resignation letter dated March 5, 2026.

Regulatory Compliance

The company has disclosed this information pursuant to Regulation 30 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015. The intimation includes all required details as specified in Schedule III - Part A, Para A(7) of the SEBI regulations and SEBI Master Circular No. SEBI/HO/CFD/PoD2/CIR/p/0155 dated November 11, 2024.

Reason for Change

In their resignation letter, the cost auditors cited their inability to continue due to engagement in another professional assignment. The firm expressed appreciation for the cooperation and support extended by the company's board, management, and finance teams during their association with the organization.

Company Response

Shailendra Kumar Agrawal, Company Secretary and Compliance Officer of Lyka Labs Limited, signed the intimation letter digitally on March 6, 2026. The company has requested the stock exchanges to take the intimation on record and will initiate necessary formalities for appointing new cost auditors for the financial year 2025-26.