NCLT Approves Shareholder and Creditor Meetings for Coforge-Cigniti Technologies Merger

The National Company Law Tribunal (NCLT) Chandigarh Bench has given the green light for Coforge Limited to convene meetings of its equity shareholders, secured creditors, and unsecured creditors to consider the proposed merger with Cigniti Technologies Limited. This development marks a significant step forward in the amalgamation process between the two IT services companies.

Key Details of the NCLT Order

The NCLT order, dated October 17, 2025, comes in response to a joint application filed by both companies under the Companies Act, 2013. The scheme involves the amalgamation of Cigniti Technologies (transferor company) into Coforge Limited (transferee company) with an appointed date of April 1, 2025.

Stakeholder Meetings

The NCLT has directed the following meetings to be convened:

Stakeholder Group	Coforge Limited	Cigniti Technologies
Equity Shareholders	Meeting to be convened	Meeting to be convened
Secured Creditors	Meeting to be convened	No meeting (No secured creditors)
Unsecured Creditors	Meeting to be convened	Meeting to be convened

Creditor and Shareholder Information

As of July 18, 2025, the companies reported the following stakeholder numbers:

Company	Equity Shareholders	Secured Creditors	Unsecured Creditors
Coforge Limited	188,219	5 (Rs. 382.07 crore owed)	56 (Rs. 265.97 crore owed)
Cigniti Technologies	28,488	None	16 (Rs. 1.63 crore owed)

Merger Benefits

The proposed amalgamation is expected to bring several benefits:

Empowering digital transformation through synergies in AI-led assurance and IT solutions
Accelerating growth by creating scaled-up verticals in Retail, Technology, and Healthcare
Enhancing efficiency in customer approach with a broader service portfolio
Streamlining corporate structure and reducing administrative duplication
Improving working capital and cash flow management

Next Steps

The NCLT has appointed Mr. LN Gupta as the Chairperson and Advocate Yashraj Singh as the Scrutinizer for the meetings. The companies are required to:

Publish advertisements about the meetings in specified newspapers
Send notices to all stakeholders at least one month before the meeting date
Provide free copies of the scheme to stakeholders upon request
File an affidavit reporting compliance with directions at least 7 days before the meetings

Recent Corporate Action

In a separate development, Coforge Limited's ESOP Allotment Committee approved the allotment of 198,489 equity shares on October 17, 2025, under the company's Employee Stock Option Plan. This allotment has increased Coforge's paid-up share capital to 334,794,549 equity shares with a face value of Rs. 2 each, totaling Rs. 669,589,098.

As the merger process progresses, stakeholders of both Coforge Limited and Cigniti Technologies will play a crucial role in determining the future of this significant corporate action in the Indian IT services sector.

1 Day	5 Days	1 Month	6 Months	1 Year	5 Years
-1.51%	+0.73%	-3.18%	+31.43%	+19.53%	+241.05%

Coforge Limited , a leading global IT solutions organization, has announced a postal ballot to seek shareholder approval for two significant director appointments. The company is proposing the re-appointment of Mr. D K Singh as an Independent Director and the appointment of Mr. John Speight as an Executive Director.

Re-appointment of Mr. D K Singh

Coforge is seeking to re-appoint Mr. D K Singh as an Independent Director for a second term of five years, from February 12, 2026, to February 11, 2031. Mr. Singh, who has over 36 years of leadership experience across multiple global industries, currently serves as a Senior Advisor at McKinsey & Company. His expertise spans procurement, supply chain, and engineering, with a proven track record in transforming global organizations.

Appointment of Mr. John Speight

The company is also proposing the appointment of Mr. John Speight as an Executive Director for a five-year term, from October 10, 2025, to October 09, 2030. Mr. Speight, who has over 40 years of experience in the IT industry, currently leads Coforge's UK and Europe operations. His proposed annual remuneration package includes:

Component	Amount
Base salary	GBP 335,494 (approx. INR 40.30 crore)
Annual bonus (100% target achievement)	GBP 111,336 (approx. INR 13.37 crore)
Annual pension contribution	GBP 26,840
Long-term incentives	240,000 stock options vesting over four years

Voting Process

The remote e-voting period for the postal ballot will run from October 4, 2025, to November 2, 2025. Coforge has engaged the services of National Securities Depository Limited (NSDL) to provide the e-voting facility to its shareholders. The results of the postal ballot are expected to be declared by November 3, 2025.

Company's Perspective

The Nomination and Remuneration Committee and the Board of Directors believe that the appointments of Mr. Singh and Mr. Speight will be beneficial to Coforge, considering their skills, experience, and expertise in their respective fields.

Shareholders are encouraged to participate in the voting process to have their say in these important appointments that could shape the future direction of Coforge.