The National Company Law Tribunal (NCLT) Chandigarh Bench has issued directions for the proposed merger between Cigniti Technologies Limited and Coforge Limited, marking a significant step in the consolidation process of these two IT services companies.

Key Developments

• The NCLT has ordered the convening of meetings for equity shareholders and unsecured creditors of both Cigniti Technologies and Coforge to consider and approve the merger scheme.
• The tribunal has dispensed with the requirement for a secured creditors meeting of Cigniti Technologies, as the company has no secured creditors.
• Meetings are to be held physically, through video conferencing, or in a hybrid mode, as decided by the appointed Chairperson.

Stakeholder Details

Merger Scheme Highlights

• Appointed Date: April 1, 2025
• Objective: Create synergies in AI-led assurance and IT solutions
• Strategic Goals:
  • Strengthen market presence across industries and regions
  • Focus on expanding in the US market
  • Establish Coforge as a preferred digital transformation partner

Expected Benefits

1. Digital Transformation Empowerment: The merger aims to create strategic advantages in AI-led assurance and IT solutions.
2. Growth Acceleration: The combined entity is expected to create three scaled-up verticals – Retail, Technology, and Healthcare.
3. Enhanced Customer Approach: A broader service portfolio is anticipated to cater to customers across India and overseas.
4. Operational Efficiency: The merger is expected to lead to pooling of resources, best practices, and cross-functional learnings.
5. Simplified Corporate Structure: The amalgamation aims to streamline operations, reducing administrative and compliance-related costs.
6. Improved Financial Management: Better cash flow management and utilization of balances for growth initiatives are anticipated.

Next Steps

1. The appointed Chairperson, Mr. LN Gupta, will set the date, time, and venue for the meetings in consultation with the companies.
2. Notices will be sent to all stakeholders at least one month before the meeting date.
3. An advertisement about the meetings will be published in Business Standard (English) and Jansatta (Hindi).
4. The Chairperson will file a report on the meeting results within seven working days of the meetings' conclusion.

The NCLT has emphasized strict compliance with all directions in accordance with applicable laws. This merger, if approved, could potentially reshape the landscape of IT and digital assurance services in India and globally.

Cigniti Technologies has taken a significant step towards its proposed merger with Coforge Limited by filing an application with the National Company Law Tribunal (NCLT), Chandigarh Bench. This move marks a crucial development in the company's strategic plans for amalgamation.

Key Details of the Amalgamation Application

• Applicant: Cigniti Technologies Limited (Transferor Company)
• Proposed Merger With: Coforge Limited (Transferee Company)
• NCLT Bench: Chandigarh
• Purpose: Seeking approval for the scheme of amalgamation

Background and Timeline

The company has been transparent about its merger plans, with previous intimations to the stock exchanges dating back to:

• December 27: Initial disclosure of the amalgamation scheme
• July 18: Follow-up communication regarding the merger plans

Implications of the Merger

The proposed amalgamation, if approved, will have far-reaching effects on:

• Shareholders of both Cigniti Technologies and Coforge Limited
• Creditors of the involved companies
• The organizational structure and operations of both entities

Official Communication

In an official disclosure to the stock exchanges dated August 7, Naga Vasudha, Company Secretary & Compliance Officer of Cigniti Technologies, stated:

"The Company has filed an application with the Hon'ble National Company Law Tribunal, Chandigarh Bench (NCLT), in connection with the proposed Scheme for its approval."

What's Next

The filing of this application with the NCLT marks a critical phase in the merger process. Stakeholders will now await the tribunal's decision, which will determine the future course of the amalgamation between Cigniti Technologies and Coforge Limited.

Investors and market watchers are advised to stay tuned for further updates as the merger proceedings progress through the regulatory channels.

Note: This article is based on the latest available information as of August 7. Interested parties should refer to official company communications and regulatory filings for the most current status of the merger process.