POCL Enterprises Limited has received an observation letter with 'No adverse observation' from BSE regarding its proposed amalgamation with Planetfirst Green Private Limited. This regulatory clearance allows the company to proceed with filing the scheme before the National Company Law Tribunal (NCLT), subject to necessary approvals. The scheme aims to merge Planetfirst Green Private Limited, the transferor company, with and into POCL Enterprises Limited, the transferee company, along with their respective shareholders and creditors.

The Board of POCL Enterprises had initially approved the Scheme of Amalgamation on March 16, 2026, under Sections 230 to 232 of the Companies Act, 2013. BSE issued its final observation letter on July 07, 2026, confirming no adverse remarks under Regulation 37 of the SEBI (LODR) Regulations, 2015. The letter is valid for six months from the date of issuance, within which the company must submit the scheme to the NCLT.

SEBI provided specific comments on the draft scheme, requiring the listed entity to disclose all details of ongoing adjudication, recovery proceedings, and enforcement actions against the company, its promoters, or directors. The regulator also mandated that all liabilities of the transferor company must be transferred to the transferee company. Additionally, the financials used in the scheme, including those for the valuation report, must not be older than six months.

The companies must disclose comprehensive details to shareholders, including the rationale for the merger, synergies, share swap ratio basis, and financial implications for promoters and public shareholders. Information regarding unlisted companies involved in the scheme must be included in the format specified for an abridged prospectus. The proposed equity shares issued under the scheme must be in dematerialized form only.

The observation letter does not imply clearance or approval of the scheme's financial soundness by SEBI or the exchange. BSE reserves the right to withdraw its 'No adverse observation' if any information provided is found to be incomplete, incorrect, or misleading. The scheme remains subject to various statutory and regulatory approvals and the consent of the respective shareholders and creditors of the companies involved.

POCL Enterprises Limited has approved the acquisition of a 51% stake in Trichy Metals and Alloys Private Limited for a total cash consideration of ₹12.47 crore. The Board of Directors sanctioned the investment to purchase 69,310 equity shares at a price of ₹1,799 per share, which includes a securities premium of ₹1,789 per share. This strategic acquisition is expected to be completed on or before August 30, 2026, subject to the execution of definitive transaction documents and fulfilment of regulatory requirements.

The target entity, Trichy Metals and Alloys Private Limited, is engaged in the manufacturing of lead ingots and other metals, as well as trading in metals and alloys. Incorporated on February 12, 2019, the company operates from Trichy, Tamil Nadu, with an installed refining capacity of approximately 26,000 MTPA and a smelting capacity of approximately 21,500 MTPA. For the financial year ended March 31, 2026, the company reported a turnover of ₹163.74 crores and a profit after tax of ₹3.60 crores.

Financial Performance

Trichy Metals and Alloys has demonstrated consistent growth over the past three years. The audited financial results indicate a steady increase in turnover, reflecting the company's operational efficiency and market demand.

Strategic Rationale

The Board identified Trichy Metals and Alloys as a profitable entity with an established brand name and a well-developed domestic supply chain network. The acquisition aligns with POCL Enterprises' strategic goals of boosting resource efficiency and expanding its market share in the lead recycling space. Additionally, the target company is in the process of obtaining approval from the Ministry of Environment, Forest and Climate Change for the import of lead scrap, which presents further diversification opportunities into non-ferrous metals such as copper and aluminium.

Transaction Details

The key parameters of the transaction are summarised below:

The transaction will be executed through a Share Purchase Agreement and a Share Subscription-cum-Shareholders' Agreement. Upon completion, Trichy Metals and Alloys Private Limited will become a subsidiary of POCL Enterprises Limited. The Board confirmed that the transaction is not a related party transaction and that none of the promoters or promoter group members have any interest in the entity being acquired.