NCLT Directs Shareholder Meetings for Sumuka Agro-Gujjubhai Foods Merger

2 min read     Updated on 27 Aug 2025, 06:22 PM
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Jubin VergheseBy ScanX News Team
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Overview

The NCLT Mumbai has approved the merger of Gujjubhai Foods Private Limited with Sumuka Agro Industries Limited. Equity shareholder meetings are scheduled for September 17, 2025, via video conferencing. The merger involves a share swap ratio of 7:4 and aims to consolidate business operations, enhance synergies, and improve resource utilization. Post-merger, Sumuka Agro Industries plans to rebrand as Gujjubhai Industries Limited. The appointed date for the merger is April 1, 2023, with BSE providing no-objection clearance.

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*this image is generated using AI for illustrative purposes only.

The National Company Law Tribunal (NCLT) Mumbai has issued directions for the proposed merger of Gujjubhai Foods Private Limited with Sumuka Agro Industries Limited , marking a significant step in the consolidation of these two packaged snacks and food manufacturing businesses.

Key Merger Details

  • The NCLT has ordered equity shareholder meetings for both companies to be held on September 17, 2025, via video conferencing.
  • Meetings of secured and unsecured creditors have been dispensed with due to prior consents already submitted.
  • The merger involves a share swap ratio of 7 equity shares of Sumuka Agro Industries for every 4 shares of Gujjubhai Foods.
  • BSE has provided no-objection clearance for the scheme.
  • The appointed date for the merger is April 1, 2023.

Corporate Restructuring

Upon completion of the merger, Sumuka Agro Industries plans to change its name to Gujjubhai Industries Limited, subject to necessary approvals. This move is expected to consolidate the brand identity of the merged entity in the packaged food sector.

Rationale for the Merger

According to the LODR data, the merger is expected to lead to:

  1. Consolidation of business and assets
  2. Synergy of operations and networks
  3. Better utilization of available resources
  4. Benefits of internal economies
  5. Diversification to mitigate risks
  6. Improved organizational efficiencies

Company Profiles

Gujjubhai Foods Private Limited

  • Incorporated on June 29, 2017
  • Specializes in manufacturing and selling packaged snack food items

Sumuka Agro Industries Limited

  • Public limited company incorporated on June 26, 1989
  • Engaged in manufacturing and marketing ready-to-cook items, namkeen, snacks, sweets, and spices
  • Also sells packaged foods online

Financial and Legal Aspects

  • The authorized capital of Gujjubhai Foods post-merger will be ₹7.93 crore, divided into 79,25,000 equity shares of ₹10 each.
  • Sumuka Agro Industries' authorized capital will be ₹7.50 crore, divided into 75,00,000 equity shares of ₹10 each.
  • The share swap ratio was determined based on a valuation report dated August 14, 2023, by Megha Mittal, Director of Resurgent Valuers Private Limited.

Next Steps

The NCLT has directed both companies to serve notices to various regulatory bodies, including the Central Government, Registrar of Companies, Income Tax authorities, and BSE Limited. The companies are required to file the Second Motion Petition under Section 230(6) read with Section 232(3) within 14 days from the date of the NCLT order.

This merger represents a strategic move in the packaged food industry, potentially creating a stronger entity with enhanced market presence and operational efficiencies. Shareholders of both companies will play a crucial role in the next phase of this corporate restructuring as they convene to vote on the proposed merger in September 2025.

Historical Stock Returns for Sumuka Agro Industries

1 Day5 Days1 Month6 Months1 Year5 Years
+2.67%-1.79%+12.81%+30.20%+7.16%+244.39%
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