Gujarat Gas Limited (GGL) held a crucial equity shareholders meeting on October 17, 2025, to consider and approve a Composite Scheme of Amalgamation and Arrangement. The meeting, conducted through video conferencing, marked a significant step towards a major restructuring in the energy sector of Gujarat.

Key Meeting Details

Proposed Merger

The meeting was convened following directions from the Ministry of Corporate Affairs (MCA) dated September 10, 2025. The proposed merger involves five companies:

1. Gujarat State Petroleum Corporation Limited
2. Gujarat State Petronet Limited
3. GSPC Energy Limited
4. Gujarat Gas Limited
5. GSPL Transmission Limited

Special Resolution

A special resolution was proposed for the approval of the Composite Scheme of Amalgamation and Arrangement. This scheme falls under Sections 230 to 232 and other applicable provisions of the Companies Act, 2013.

Key Points of the Resolution

• The scheme is subject to approval from the MCA and other regulatory authorities.
• It complies with SEBI regulations, including the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015.
• The Board of Directors is authorized to implement the proposed amalgamation and arrangement.
• The Board may accept modifications or conditions imposed by the MCA or other regulatory authorities.

Voting Process

• Shareholders were provided with remote e-voting facilities through CDSL.
• E-voting was available before, during, and 15 minutes after the meeting.
• The voting results, along with the Scrutinizer's Report, will be published on the company's website and forwarded to the National Stock Exchange of India Limited and BSE Limited.

Meeting Conclusion

The meeting concluded at 3:30 PM with a vote of thanks to the Chairman. The e-voting facility remained open for an additional 15 minutes post-meeting to allow shareholders to cast their votes.

This merger, if approved by all necessary authorities, could potentially reshape the energy landscape in Gujarat, consolidating multiple state-owned entities into a more streamlined structure. Shareholders and market observers will be keenly watching for the voting results and subsequent regulatory approvals to gauge the future direction of these companies.

Gujarat Gas Limited , a prominent player in India's gas distribution sector, is set to hold a crucial shareholders' meeting on September 17, 2025, to vote on a proposed three-way merger involving Gujarat State Petroleum Corporation (GSPC) and Gujarat State Petronet Limited (GSPL). The meeting, to be conducted via video conferencing, marks a significant step towards consolidating the state's energy assets.

Merger Terms and Share Swap Ratios

The proposed amalgamation scheme outlines the following share swap ratios:

• GSPC shareholders will receive 10 Gujarat Gas shares for every 305 shares held
• GSPL shareholders will get 10 Gujarat Gas shares for every 13 shares held

Demerger of Gas Transmission Business

As part of the restructuring, the deal includes a demerger of the Gas Transmission business into a new entity, GSPL Transmission Ltd. Under this arrangement:

• Gujarat Gas shareholders will receive one share of the transmission company for every three shares owned

Financial Implications and Expert Opinions

The merger is expected to bring substantial financial benefits to Gujarat Gas:

• Antique Stock Broking highlighted an immediate value creation of ₹7,200.00 crore through carry-forward losses from GSPC
• Additional synergy benefits are anticipated from the consolidation

Equirus, another market analyst, termed it a 'well-structured deal' that is set to strengthen Gujarat Gas's position as India's second-largest gas trading company.

Market Response

The market has shown a positive initial reaction to the merger news:

• Gujarat Gas shares closed 1.15% higher at ₹436.00 on the day of the announcement
• However, it's worth noting that the stock has experienced a 14% decline year-to-date

Shareholder Voting and Regulatory Approval

The upcoming shareholder meeting is a critical step in the merger process:

• Equity shareholders will vote on the proposed scheme of arrangement
• The merger requires approval from the majority of public shareholders, as per SEBI regulations
• Final approval will be subject to the Ministry of Corporate Affairs (MCA) and other regulatory authorities

Conclusion

This strategic merger represents a significant consolidation in Gujarat's energy sector, potentially enhancing Gujarat Gas's market position and financial strength. Shareholders and market watchers will be keenly observing the outcome of the September 17 meeting, which could shape the future landscape of India's gas distribution industry.

Gujarat Gas Limited has emphasized transparency by making all relevant documents, including the detailed notice of the meeting, available on its website and those of the stock exchanges. This move ensures that shareholders have access to all necessary information to make an informed decision on this pivotal corporate action.