POCL Enterprises Limited has received an order from the National Company Law Tribunal (NCLT), Chennai Bench, directing the company to convene meetings of its equity shareholders and unsecured creditors. These meetings are scheduled for November 27, 2026, to consider and approve the proposed scheme of amalgamation with Planetfirst Green Private Limited.

The NCLT order, dated October 13, 2026, was passed following a joint first motion application filed by both companies under Sections 230 to 232 of the Companies Act, 2013. The tribunal dispensed with the requirement for meetings involving the transferor company's stakeholders, as consents were obtained from all equity and preference shareholders, as well as secured creditors.

Meeting schedule and quorum requirements

The tribunal specified distinct timelines for the transferee company's stakeholder approvals. The meeting of equity shareholders is set for 10:30 am, while the meeting of unsecured creditors will follow at 12:30 pm on the same day. Both sessions will be conducted via video conferencing at the registered office in Chennai.

To ensure valid proceedings, the NCLT fixed specific quorum thresholds. The meeting of equity shareholders requires a minimum attendance of 30 members, whereas the unsecured creditors' meeting requires 20 attendees. Samer Kaker has been appointed as the chairperson for these meetings, with Mudit Jain serving as the scrutinizer.

Financial position of applicant companies

The scheme involves the amalgamation of Planetfirst Green Private Limited (Transferor) into POCL Enterprises Limited (Transferee). As per provisional financial statements as on March 31, 2026, POCL Enterprises reports a significantly stronger net worth compared to the transferor entity, which currently carries a negative net worth.

Share exchange ratios and valuation

The registered valuer recommended an equity share exchange ratio of 13:100. This implies that for every 100 equity shares of ₹10 each held in Planetfirst Green, shareholders will receive 13 fully paid-up equity shares of ₹2 each in POCL Enterprises. For preference shareholders, the ratio is set at 5:100, meaning 5 POCL shares for every 100 preference shares of Planetfirst Green.

The valuation methodology employed the Market Price Method for POCL Enterprises, yielding a value of ₹188.91 per share. For Planetfirst Green, the Income Approach using the Discounted Cash Flow (DCF) method was applied, resulting in a value of ₹24.60 per equity share.

What the numbers show

A divergence in financial health is evident when comparing the two entities. While POCL Enterprises boasts a robust net worth of ₹19,938.70 lakh, Planetfirst Green operates with a negative net worth of ₹(19.96) lakh. Despite the negative equity, Planetfirst Green generated substantial turnover of ₹17,937.15 lakh, indicating high operational volume relative to its capital base. The amalgamation aims to integrate Planetfirst’s recycling capabilities with POCL’s manufacturing processes, potentially stabilizing input costs through vertical integration.

POCL Enterprises Limited convened its 38th Annual General Meeting on September 28, 2026, via video conferencing. Shareholders adopted the audited standalone and consolidated financial statements for the financial year ended March 31, 2026.

The meeting was chaired by Dr. Ramachandran Balachandran, Independent Director and Chairman of the Board. Key resolutions passed included the confirmation of interim dividend and declaration of final dividend on equity shares for FY26. The board also approved the appointment of M/s. R K C G & Associates LLP as statutory auditors to fill a casual vacancy and for the subsequent term.

Chairman's address highlights

In his address to shareholders, the Chairman described FY26 as a year of meaningful progress characterized by strategic consolidation and capacity building. The company focused on strengthening core operations and expanding its presence across the non-ferrous metals value chain. Despite an evolving business environment, POCL Enterprises remained committed to responsible growth and sustainable value creation.

The Chairman noted that the global economy remained resilient yet challenging during 2025, marked by geopolitical tensions, evolving trade policies, and commodity market volatility. While global trade and manufacturing showed resilience, supply chains continued to face pressure. The company emphasized agility and innovation as key drivers for navigating these market dynamics.

Leadership and governance updates

Several directorial appointments and re-appointments were ratified during the session. Mr. Sunil Kumar Bansal and Mr. Harsh Bansal were re-appointed as directors retiring by rotation. Special resolutions were passed for the re-appointment of Mr. Devakar Bansal as Managing Director, Mr. Sunil Kumar Bansal as Managing Director, and Mr. Harsh Bansal as Whole-time Director, along with fixing their remuneration. Mr. Amber Bansal was also re-appointed as Whole-time Director with fixed remuneration.

Mr. Shyam Sunder Tikmani was re-appointed as an Independent Director for a second term of five years through a special resolution. The company disclosed that neither the statutory auditor’s reports on standalone and consolidated financial statements nor the secretarial audit report contained any qualifications or adverse remarks affecting the company’s functioning.

Related party transactions

The shareholders approved material related party transactions involving subsidiaries and associates. These approvals cover transactions between POCL Enterprises Limited and Planetfirst Green Private Limited, an associate, as well as with Trichy Metals and Alloys Private Limited, a subsidiary. Additionally, transactions between these two entities were ratified.

The voting process was conducted electronically through CDSL, supervised by scrutinizer Mrs. Deepa V Ramani from M/s. KSM Associates. The meeting concluded at 6:46 pm after the completion of the voting window.