The National Company Law Tribunal (NCLT), New Delhi Bench, has allowed the first motion application for the proposed scheme of arrangement between Sammaan Capital and its wholly owned subsidiary Sammaan Finserve Limited. The order, pronounced on June 12, 2026, facilitates the consolidation of the non-banking financial company (NBFC) business activities of both entities into a single resulting company to comply with Reserve Bank of India directions requiring a single NBFC-ICC entity within the group.

The tribunal has dispensed with the meetings of the equity shareholders of Sammaan Finserve Limited, as well as the secured and unsecured creditors of both Sammaan Capital Limited and Sammaan Finserve Limited. This decision was based on the fact that the scheme does not envisage any compromise with the creditors and that the resulting company will maintain a positive net worth post-implementation. Furthermore, 100% of the equity shareholders of the demerged company had provided consent affidavits.

Consequently, the NCLT has directed the convening of a meeting for the equity shareholders of Sammaan Capital Limited to approve the scheme. This meeting will be held through video conferencing or other audio-visual means. The tribunal appointed Adv. Manisha Chava as the Chairperson, Adv. Sunil Sharma as the Alternate Chairperson, and Adv. Ansh Kakar as the Scrutinizer for conducting the meeting.

The order outlines specific procedural requirements for the shareholder meeting, including a quorum of not less than 75% in value. Notices must be sent to shareholders at least 30 days prior to the meeting, and advertisements must be published in the 'Financial Express' (English Edition, Delhi) and 'Jansatta' (Hindi Edition, Delhi). The applicant companies are required to file an affidavit of service with the tribunal to report compliance with these directions.

Key Appointments and Fees

The scheme ensures that holders of non-convertible debentures (NCDs) of Sammaan Finserve Limited will receive NCDs of Sammaan Capital Limited on equivalent terms regarding face value, coupon rate, and tenure. The order, CA.CAA No. 31 of 2026, marks a significant step towards the operational restructuring of the group.

Source: https://lodr-files.dhan.co/lodr-inputs/Company/INE148I01020/12438bb273634658.pdf

Sammaan Capital has certified that it has made the timely payment of interest for its Secured Redeemable Non-Convertible Debentures (NCDs). The company paid a total interest amount of ₹27.50845 lacs across seven tranches on June 08, 2026, one day prior to the scheduled due date of June 09, 2026. Additionally, the company paid ₹502.30114 lacs for an NCD issued on a private placement basis. The certification was submitted to the National Stock Exchange of India Limited and BSE Limited in compliance with Regulation 57 of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015.

Interest Payment Details

The interest payments pertain to NCDs issued on both public and private issue bases and listed on the stock exchanges. The interest is paid on monthly and quarterly frequencies, and there has been no change in these payment frequencies. The record date for the interest payments was May 25, 2026. The company confirmed that the entire interest amount due was paid without any delay.

Payment Schedule

Regulatory Compliance

The disclosure follows the SEBI Master Circular Ref. No. SEBI/HO/DDHS/DDHS-PoD-1/P/CIR/2025/0000000103 dated July 11, 2025. The certification confirms that there was no non-payment or delay in the interest payment process. The document was signed by Amit Jain, Company Secretary of Sammaan Capital.