Laurus Labs has received approval from the National Company Law Tribunal (NCLT), Amaravati Special Branch, for its composite scheme of arrangement involving the restructuring of its wholly-owned subsidiaries. The order was pronounced on February 24, 2026, marking a significant step in the company's corporate reorganization strategy.

NCLT Order Details

The tribunal approved the company's application for a composite scheme involving three entities: Laurus Synthesis Private Limited (LSPL) as the transferor company, Sriam Labs Private Limited as the resulting company, and Laurus Labs Limited as the transferee company. The scheme encompasses two key components: demerger of the Identified Business Undertaking (Unit-1 of LSPL) to merge with Sriam Labs, and amalgamation of the remaining LSPL business undertakings with Laurus Labs.

Meeting Dispensations and Requirements

The NCLT dispensed with several meetings based on consent affidavits obtained from stakeholders. The tribunal waived meetings of equity shareholders and secured creditors for both subsidiary companies, as well as all meetings for the transferee company (Laurus Labs). This decision was supported by the fact that both subsidiaries are wholly-owned by Laurus Labs, and the scheme does not affect the rights of the parent company's stakeholders.

However, the tribunal directed convening of unsecured creditor meetings for both subsidiaries:

Financial Structure and Rationale

The composite scheme aims to achieve consolidation, greater integration, and financial strength while maximizing shareholder value. The restructuring will enable economies in business operations, optimal resource utilization, and enhanced administrative efficiencies.

Share Capital Details:

Under the scheme, the Resulting Company will issue 27 equity shares for every one equity share held by LSPL shareholders. All equity shares held by Laurus Labs in LSPL will be cancelled without any consideration, as per the amalgamation provisions.

Regulatory Compliance and Next Steps

The companies have obtained necessary certifications from statutory auditors confirming compliance with accounting standards, along with valuation reports and fairness opinions from registered valuers and independent merchant bankers. The scheme falls within exemptions under competition law as it involves entities of the same group without change in control.

The tribunal directed the companies to serve notices on regulatory authorities including the Regional Director, Registrar of Companies, Income Tax authorities, SEBI, stock exchanges, and drug control administrators. These authorities have 30 days to make representations, failing which they will be deemed to have no objections to the proposed scheme.

Laurus Labs Limited has been recognized for its sustainability leadership and featured in the prestigious S&P Global Sustainability Yearbook 2026. The pharmaceutical company's inclusion in this global ranking demonstrates its strong commitment to environmental, social, and governance (ESG) practices relative to industry peers worldwide.

Significant Improvement in Sustainability Score

The company achieved a notable improvement in its sustainability performance metrics. Laurus Labs secured an S&P Global Corporate Sustainability Assessment (CSA) score of 81 out of 100 in the pharmaceutical companies category, representing a substantial increase from the previous year's score of 71 out of 100.

Exclusive Global Recognition

The S&P Global Sustainability Yearbook distinguishes companies within their industries that have demonstrated exceptional strengths in corporate sustainability. The selection process is highly competitive and based on the S&P Global Corporate Sustainability Assessment, recognized as one of the most comprehensive global ESG benchmarking frameworks.

Industry Leadership in ESG Performance

Laurus Labs' inclusion in the Sustainability Yearbook 2026 highlights the company's significant distinction in the pharmaceutical sector. The yearbook specifically recognizes companies demonstrating strong performance across environmental, social, and governance parameters, positioning Laurus Labs among the world's most sustainable companies.

The recognition underscores the company's systematic approach to sustainability initiatives and its commitment to maintaining high standards in corporate responsibility. This achievement reflects the company's ongoing efforts to integrate sustainable practices across its operations while maintaining competitive performance in the pharmaceutical industry.

Corporate Governance and Compliance

The announcement was made through a formal communication to both BSE Limited and National Stock Exchange of India Ltd. under Regulation 30, demonstrating the company's commitment to transparent corporate governance and regulatory compliance. The disclosure ensures that all stakeholders are informed about this significant recognition in the company's sustainability journey.