Vipul Limited has intimated the stock exchanges regarding its inability to convene the Audit Committee Meeting and the subsequent Board Meeting within the prescribed timeline for Q1FY27. The company cited unforeseen and exceptional circumstances impacting its ability to finalize and approve the financial results by the deadline of May 30, 2026.

The disclosure, submitted to BSE Limited and National Stock Exchange of India Limited, attributes the delay to the absence of Mr. Punit Beriwal, Managing Director, CEO & CFO. The company stated that Mr. Beriwal is presently not available as he is in judicial custody. Consequently, the company faces practical constraints in finalizing the financial results and related matters required to be placed before the Audit Committee.

Due to these constraints, Vipul Limited is unable to convene the Audit Committee Meeting, and consequently, the Board Meeting for the approval of financial results, within the stipulated timeline. The company confirmed that it is taking all necessary steps to address the situation, including evaluating interim arrangements to ensure compliance with applicable laws and regulations at the earliest possible time.

The communication was signed by Piyush Bairagi, Company Secretary & Compliance Officer. Vipul Limited has assured the exchanges that it will keep them informed of further developments, including the rescheduled dates of the Audit Committee and Board Meetings.

Vipul Limited has secured approval from the National Company Law Tribunal (NCLT), New Delhi Bench, Court-II, for the amalgamation of five wholly owned subsidiaries into the company. The order, passed on April 17, 2026, sanctions the Scheme of Amalgamation under Sections 230 to 232 of the Companies Act, 2013, in Company Petition No. CP (CAA) 31/ND/2024 connected with Company Application No. CA (CAA) 52/ND/2023. The company intimated BSE and NSE about the development on April 23, 2026.

The five subsidiaries being amalgamated are Abhipra Trading Private Limited, Graphic Research Consultants India Private Limited, United Buildwell Private Limited, Vineeta Trading Private Limited, and Vipul Eastern Infracon Private Limited. The NCLT has directed that the scheme shall be binding on the transferor companies, the transferee company, their shareholders and creditors. The scheme will be effective from the Appointed Date of April 1, 2022, subject to compliance with the terms and directions contained in the order.

Key Subsidiaries Involved in Amalgamation

Regulatory Compliance and Observations

The NCLT order records that since the transferor companies are wholly owned subsidiaries of Vipul Limited, no no-objection letter or observation letter from the stock exchanges was required in terms of Regulation 37(6) of the SEBI (LODR) Regulations, 2015. The scheme had been duly intimated to BSE and NSE, and no objection was received from BSE, NSE or SEBI. The tribunal also noted that the scheme does not attract the provisions of the Real Estate (Regulation and Development) Act, 2016, requiring any prior approval from RERA.

The Income Tax Department had raised objections regarding outstanding income tax demands against certain transferor companies. The tribunal clarified that the sanction of the scheme shall not affect the rights of the Income Tax Department, and all assessment, reassessment, appellate or any other proceedings shall continue in accordance with law. The transferee company shall be liable to discharge any tax liabilities arising from such proceedings.

Implementation and Liability Provisions

The NCLT has issued comprehensive directions for the implementation of the scheme. All properties, rights, and entitlements of the transferor companies shall stand transferred to and vested in the transferee company without any further act or deed. All contracts of the transferor companies shall stand transferred to and vested in the transferee company and may be enforced by or against it as fully and effectually as if the transferee company had been a party to such contracts.

All employees of the transferor companies shall be deemed to have become employees of the transferee company with effect from the Appointed Date, without any interruption of service and on terms and conditions no less favorable than those on which they are engaged by the transferor companies. All liabilities of the transferor companies shall stand transferred to and be deemed to be the debts, liabilities, contingent liabilities, duties and obligations of the transferee company. The scheme will be effective only after payment of such dues and taxes by the transferor companies to the Income Tax Department, in respect of which no stay has been granted.