Somany Ceramics Limited has secured the necessary approvals from its equity shareholders and unsecured creditors for the proposed amalgamation of three entities with and into the company. The resolutions were passed during meetings convened by the National Company Law Tribunal (NCLT), Kolkata Bench, on June 13, 2026. The scheme involves the merger of Somany Bathware Limited, Somany Excel Vitrified Private Limited, and SR Continental Limited with Somany Ceramics Limited.

The equity shareholders approved the scheme with an overwhelming majority, representing 99.99998% of the valid votes cast. A total of 145 shareholders voted in favour, representing 3,12,04,529 equity shares, while five shareholders voted against the resolution. The meetings were conducted through video conferencing, with Ms. Namrata Basu serving as the Chairperson and Mr. Siddhartha Mukhopadhyay acting as the Scrutinizer.

The unsecured creditors also approved the amalgamation scheme unanimously. The voting results showed that 85 creditors, holding claims worth ₹1,25,13,14,619, voted in favour of the resolution, accounting for 100% of the valid votes cast. No votes were cast against the resolution, though three votes amounting to ₹4,25,97,500 were declared invalid due to a lack of proper authorisation.

The meetings were held pursuant to the orders of the Hon'ble NCLT, Kolkata Bench, dated April 9, 2026, and a corrigendum order dated April 24, 2026. Notices for the meetings were dispatched to 29,875 equity shareholders via email and 1,736 shareholders via speed post. Additionally, notices were published in "Business Standard" and "Aajkaal" on May 12, 2026, to ensure wide dissemination of information.

Remote e-voting facilities were provided to all eligible equity shareholders and unsecured creditors. The e-voting period was open from June 10, 2026, to June 12, 2026. The Chairperson's reports confirming the voting results were submitted to the stock exchanges on July 11, 2026. The approvals mark a critical step in the consolidation process, which remains subject to final sanction by the NCLT.

Voting Results Summary

Equity Shareholders

Unsecured Creditors

Franklin Templeton Mutual Fund reduced its stake in Somany Ceramics Ltd by disposing of 1,30,500 equity shares through the open market on June 30, 2026. The transaction, disclosed under Regulation 29(2) of the SEBI (Substantial Acquisition of Shares and Takeovers) Regulations, 2011, resulted in the seller's shareholding dropping to 2.781% from a previous 3.099%. The shares were sold on the National Stock Exchange of India Ltd and BSE Ltd.

The disclosure confirms that the seller does not belong to the promoter or promoter group of the target company. The disposal was executed entirely through the Franklin India Focused Equity Fund scheme. Consequently, the fund's post-sale holding stands at 11,40,536 equity shares. The total equity share capital and voting capital of Somany Ceramics Ltd remained unchanged at 41,012,806 shares before and after the transaction.

Breakdown of Holdings

The following table details the pre-sale and post-sale holdings of the Franklin Templeton Mutual Fund schemes:

Transaction Details

The salient features of the securities sold indicate that the transaction involved equity shares. The mode of sale was specifically the open market. There were no warrants, convertible securities, or other instruments entitling the holder to receive shares carrying voting rights involved in the disposal. The compliance officer for Franklin Templeton Mutual Fund, Saurabh Gangrade, signed the disclosure on July 02, 2026.