The National Company Law Tribunal (NCLT), Kolkata Bench, has sanctioned the scheme of amalgamation between Impex Metal & Ferro Alloys Limited and Maithan Alloys Limited . The order, dated 8 June 2026, approves the merger with the appointed date set as 31 March 2024. The merger involves the absorption of Impex Metal & Ferro Alloys, a wholly owned subsidiary, into Maithan Alloys.

As the transferor company is a wholly owned subsidiary, no shares will be allotted by Maithan Alloys pursuant to the scheme. Consequently, there will be no change in the promoters' holding, which remains the same percentage pre and post-amalgamation. The scheme will become effective upon filing the certified copy of the NCLT order in Form INC-28 with the Registrar of Companies, Kolkata.

The tribunal noted that the transferor company is not listed, while the transferee company is listed on the National Stock Exchange of India and Calcutta Stock Exchange and permitted for trading on the Bombay Stock Exchange. The scheme was filed under Sections 230 and 232 of the Companies Act, 2013. Meetings of equity shareholders and unsecured creditors were dispensed with, as the transferor company had no secured creditors.

Financial Position

The net worth of the entities involved as on the appointed date is detailed below:

Regulatory Compliance and Undertakings

The Regional Director observed that the transferor company was under inquiry under Section 206 of the Companies Act, 2013. In response, Maithan Alloys undertook to make necessary submissions on behalf of the transferor company and represent it before the appropriate authority until final disposal. The tribunal directed that the transferor company's directors cooperate with inquiry proceedings and that records not be destroyed until completion.

The tribunal directed that all properties, rights, interests, liabilities, and duties of the transferor company be transferred to the transferee company. The transferor company will stand dissolved from the effective date. The applicant companies are required to file a certified copy of the order with the Registrar of Companies in Form INC-28 within 30 days from the date of receipt of the order.

Maithan Alloys Limited acquired 0.18% equity shares in HFCL Limited for a total cost of Rs. 50.04 Crore on June 9, 2026. The transaction was executed through the stock exchange mechanism and is classified as a strategic investment aimed at reaping long-term and short-term benefits. The company clarified that it does not intend to acquire control, whether directly or indirectly, over the management of the target entity.

The acquisition triggered the disclosure threshold under Regulation 30 of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015. The event occurred on June 9, 2026, at 3:30 P.M., and the company became aware of the detailed particulars on June 10, 2026, at 9:41 A.M. The consideration for the acquisition was paid entirely in cash.

HFCL Limited operates in the telecom infrastructure sector, specializing in high-end telecom and defence equipment, optical fiber, optical fiber cables, and passive connectivity solutions. The entity also provides engineering, procurement, and construction services. As of March 31, 2026, HFCL reported a turnover of Rs. 4528 Crore, a Profit After Tax (PAT) of Rs. 253 Crore, and a net worth of Rs. 4727 Crore.

The acquisition does not fall under related party transactions, and no promoter or promoter group companies hold any interest in the entity being acquired. The transaction was conducted at arm's length. No specific governmental or regulatory approvals were required for the completion of this acquisition.

HFCL's financial performance over the last three financial years shows a varying turnover trend. The turnover for the financial year 2025-2026 stood at Rs. 4528 Crore, compared to Rs. 3795 Crore in 2024-2025 and Rs. 4075 Crore in 2023-2024. The target entity maintains manufacturing facilities exclusively in India.

Financial Overview of HFCL Limited

Turnover History