Ramky Infrastructure Limited has successfully obtained the National Company Law Tribunal (NCLT) order sanctioning its scheme of amalgamation, marking a significant milestone in the company's corporate restructuring initiative. The Hon'ble NCLT Hyderabad Bench pronounced the order on February 24, 2026, approving the merger of two wholly owned subsidiaries with the holding company.

Amalgamation Structure

The approved scheme involves the amalgamation of Ramky Infrastructure Limited as the transferee company with two transferor companies:

Key Provisions of NCLT Order

The tribunal's order establishes comprehensive guidelines for the amalgamation process. The scheme becomes binding on all stakeholders, including members, employees, creditors, statutory authorities, and regulatory bodies of the petitioner companies. The NCLT has clarified that the order does not grant exemption from stamp duty, taxes, or other statutory charges that remain payable under applicable laws.

Asset Transfer and Compliance Requirements

The order facilitates seamless transfer of the entire portfolio of assets, properties, rights, and liabilities from the transferor companies to Ramky Infrastructure without requiring additional legal documentation. The tribunal has mandated strict compliance with observations from the Regional Director and Official Liquidator.

Key compliance directives include:

• Preservation of books of accounts, papers, and records without disposal unless permitted by Central Government
• Adherence to all applicable statutory laws and regulations
• Submission of certified copy to Registrar of Companies within 30 days in Form INC-28
• Implementation of necessary consequential actions as per Companies Act, 2013

Legal and Tax Implications

The NCLT order addresses various legal continuity aspects of the amalgamation. All pending legal proceedings involving the transferor companies will continue with Ramky Infrastructure as the successor entity. The company must comply with Accounting Treatment Standards under Section 133 of the Companies Act, 2013.

Regulatory Timeline

The company has been maintaining regular disclosures regarding this amalgamation scheme, with previous communications dated January 23, 2025, January 24, 2025, March 6, 2025, and July 2, 2025. The NCLT order copy has been uploaded on the tribunal's website, while the company awaits the certified copy for final procedural completion.

This amalgamation represents a strategic consolidation move, bringing the wholly owned subsidiaries under the direct operational umbrella of Ramky Infrastructure Limited, potentially streamlining operations and enhancing corporate efficiency.

Ramky Infrastructure Limited has announced robust financial performance for the third quarter ended December 31, 2025, with the board meeting held on February 07, 2026, approving both standalone and consolidated unaudited financial statements. The company demonstrated significant improvement across key financial metrics, showcasing strong operational efficiency and market positioning in the infrastructure sector.

Consolidated Financial Performance

The company's consolidated operations delivered impressive growth momentum during the quarter, with substantial improvements in profitability metrics and revenue generation. Revenue from operations reached ₹4,889 million with other income of ₹618 million, taking total income to ₹5,507 million.

Nine-Month Performance Analysis

For the nine-month period ended December 31, 2025, the company maintained steady profitability despite facing revenue challenges in certain segments, reflecting disciplined execution and cost management.

Standalone Financial Highlights

The standalone operations demonstrated solid performance with healthy profit margins, though showing some variation from consolidated results.

Business Operations and Strategy

Ramky Infrastructure continues to build execution-led momentum across its Water and Wastewater, Industrial Parks, and Buildings verticals, with emphasis on long-tenure operations and maintenance as a value driver. The company maintains a strong order book position of ₹9,000 crore on consolidated basis and ₹8,500 crore on standalone basis, operating across four key business verticals including Buildings, Urban Solutions, Water & Waste Water, and Industrial Solutions.

Management Commentary

Commenting on the results, CEO Sunil Nair stated that Q3 reflects the steadiness the company has been building quarter after quarter, with strong margins and profitability anchored in execution discipline. CFO Sravanth Rayapudi highlighted the resilience in operating performance, with sequential revenue improvement and stable profitability supported by efficiency and cost controls, noting that the approach remains anchored on balance-sheet flexibility and disciplined capital allocation.