Sammaan Capital Limited has received an order from the National Company Law Tribunal (NCLT) admitting the second motion petition for the proposed demerger of its subsidiary, Sammaan Finserve Limited. The tribunal fixed November 16, 2026, as the next date of hearing.

The order was passed by the NCLT New Delhi Bench on September 21, 2026. The company received the intimation on September 25, 2026. This development follows the filing under Sections 230-232 of the Companies Act, 2013.

Tribunal directives and notices

The Division Bench, comprising Judicial Member Bachu Venkat Balaram Das and Technical Member Ravindra Chaturvedi, directed the issuance of notices to several statutory authorities. These include the Central Government, Regional Director (Northern Region), Registrar of Companies (Delhi and Haryana), Income Tax Department, BSE Limited, and the Reserve Bank of India.

The tribunal also mandated the publication of notices in two newspapers in the Delhi NCR edition: Financial Express (English) and Jansatta (Hindi). The applicants must file proof of service along with an affidavit within four weeks.

Statutory authority reports

The NCLT directed the statutory authorities to submit their respective reports within two weeks after receiving the notice. The petitioner retains the liberty to file a response to any such report within two weeks thereafter.

Scheme structure

The scheme involves a merger arrangement where Sammaan Capital Limited acts as the Resulting Company and Sammaan Finserve Limited as the Demerged Company. The process covers the respective shareholders and creditors of both entities. The admission of the second motion petition marks a procedural step toward final sanctioning of the scheme.

Sammaan Capital Limited allotted ₹750 crore worth of secured, rated, listed, taxable, redeemable, fully paid-up non-convertible debentures (NCDs) on a private placement basis. The allotment, executed on September 25, 2026, comprises three distinct series with coupon rates ranging from 9.05% to 9.75% per annum.

The issuance was authorized by the Board on May 20, 2026, and approved by the Securities Issuance and Investment Committee on September 22, 2026. The debentures are proposed to be listed on both the National Stock Exchange of India Limited and BSE Limited. The security is backed by a first pari-passu charge by way of hypothecation on the company's financial and non-financial assets, including loan assets, excluding High Quality Liquid Assets as defined under the RBI LRM Framework.

Series-wise allotment details

The total ₹750 crore raise is evenly distributed across three series, each with a face value of ₹1,00,000 per debenture. The specific terms for each series are outlined below:

Security and redemption terms

The NCDs carry a minimum asset/security cover of 1.10 times of the principal amount and interest thereon. In the event of default in payment of interest or principal redemption on due dates, an additional interest of at least 2% per annum over the coupon rate shall be payable by the company for the defaulting period. Interest is payable annually from the date of allotment and at maturity.

What the numbers show

A clear inverse relationship exists between the re-issuance tenor and the coupon rate offered across the three series. Series I, with the shortest remaining life of 1.55 years, commands the highest coupon at 9.75%, while Series III, with the longest remaining life of 2.96 years, offers the lowest coupon at 9.05%. This structure suggests the company is pricing shorter-duration liabilities at a premium, potentially reflecting immediate liquidity needs or market yield curve dynamics at the time of allotment.