Cigniti Technologies has received final regulatory approval for its merger with Coforge Limited, as the National Company Law Tribunal (NCLT) Chandigarh sanctioned the scheme of amalgamation on April 29, 2026. The merger represents a significant consolidation in the IT services sector, combining Cigniti's digital assurance expertise with Coforge's broader technology capabilities.

Merger Details and Share Exchange Ratio

The NCLT approved the amalgamation with an appointed date of April 1, 2025. Under the sanctioned scheme, shareholders will receive shares based on a 1:1 exchange ratio, as detailed below:

The current 1:1 ratio resulted from a mathematical adjustment following Coforge's stock split on March 4, 2025, where each equity share of INR 10 face value was subdivided into 5 shares of INR 2 face value each. The original valuation recommended a 1:5 ratio, making the revised ratio economically equivalent.

Stakeholder Approval and Voting Results

The merger received overwhelming support across all stakeholder categories during meetings held on December 6, 2025. The comprehensive voting results demonstrate strong confidence in the proposed amalgamation:

Notably, no objections were received from any stakeholder regarding the proposed scheme.

Regulatory Clearances and Compliance

The merger process involved extensive regulatory scrutiny and compliance verification. Key regulatory bodies provided their clearances after thorough review:

Official Liquidator: Confirmed no specific observations or objections, noting Cigniti's healthy financial trajectory with total income growing from Rs. 70,999.44 Lakhs in FY 2022-23 to Rs. 1,03,219.58 Lakhs in FY 2024-25.

Stock Exchanges: Both BSE Limited and National Stock Exchange of India Limited issued no-objection certificates on July 17-18, 2025, subject to SEBI compliance conditions.

Income Tax Department: Initially raised concerns about outstanding tax demands of Rs. 28,63,99,207 against Cigniti and Rs. 3,04,77,45,392 against Coforge. The companies provided binding commitments ensuring all tax liabilities transfer to the merged entity.

Financial Position and Business Rationale

As of December 10, 2025, Cigniti Technologies had an authorized share capital of Rs. 36,00,00,000 and paid-up capital of Rs. 27,54,69,590. Coforge Limited maintained an authorized share capital of Rs. 77,00,00,000 with paid-up capital of Rs. 66,97,93,238. The merger combines Cigniti's specialized digital assurance and AI-driven testing solutions with Coforge's comprehensive IT services across multiple industry verticals.

Implementation Timeline and Next Steps

The NCLT order mandates several implementation steps within specified timelines:

• Filing with Registrar of Companies within 30 days
• Stamp duty adjudication within 60 days
• Stock exchange intimations per SEBI timelines
• Share allotment within 30 days of effective date

Upon scheme effectiveness, Cigniti Technologies will stand dissolved without winding up, with all assets, liabilities, and operations transferring to Coforge Limited. The merger is expected to create enhanced value for stakeholders through combined capabilities and market presence in the global IT services sector.

Cigniti technologies Limited has scheduled a board meeting for May 5, 2026, to review and approve its financial results for the fourth quarter and full year ended March 31, 2026. The company formally notified both BSE and NSE about this meeting on April 29, 2026, adhering to regulatory requirements under SEBI listing regulations.

Meeting Details and Regulatory Compliance

The board meeting intimation was issued pursuant to Regulation 29(1) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015. The meeting is specifically convened to consider and approve the company's financial statements for both the quarter and annual period ending March 31, 2026.

Stock Exchange Communication

The company has formally communicated with both major Indian stock exchanges regarding the upcoming board meeting. The intimation was sent to BSE Limited at P.J. Towers, Dalal Street, Mumbai, and to The National Stock Exchange of India Limited at Exchange Plaza, Bandra Kurla Complex, Mumbai.

Corporate Governance

The meeting intimation was digitally signed by Abhishek Dahia, Company Secretary & Compliance Officer, on April 29, 2026, at 23:08:24 IST. This formal communication ensures compliance with applicable provisions of SEBI Listing Regulations and maintains transparency with stakeholders regarding the company's financial disclosure timeline.

The scheduled board meeting represents a routine but critical corporate governance activity, allowing the company to fulfill its regulatory obligations for financial reporting and maintain transparency with investors and regulatory authorities.