Scan Projects has achieved a crucial milestone in its merger process with Chanderpur Industries Private Limited by receiving an observation letter with "no adverse observations" from BSE Limited on January 6, 2026. This regulatory clearance paves the way for the company to proceed with filing the merger scheme before the National Company Law Tribunal (NCLT).

BSE Approval Details

The observation letter from BSE Limited confirms regulatory compliance for the proposed merger scheme under Regulation 37 of SEBI LODR Regulations, 2015. The approval comes with specific conditions and disclosure requirements that the company must fulfill during the merger process.

Key Merger Structure

The merger scheme, originally approved by the board on September 18, 2025, maintains its fundamental structure with enhanced regulatory backing.

SEBI Compliance Requirements

The BSE approval comes with comprehensive disclosure requirements that Scan Projects must fulfill. Key conditions include:

• Disclosure of all ongoing adjudication and recovery proceedings against the company, promoters, and directors
• Ensuring financial statements used for valuation are not older than six months
• Providing detailed explanations of merger rationale, synergies, and impact on shareholders
• Mandatory demat form for new equity shares issued under the scheme

Company Profiles and Financial Standing

Chanderpur Industries Private Limited

• Business Focus: Manufacturing industrial machinery for oil & gas, petrochemicals, defense, and nuclear industries
• Annual Turnover: ₹8.61 crores
• Net Worth: ₹60.10 crores

Scan Projects Limited

• Business Focus: Servicing and trading engineering machinery for sugar, paper, cement, and chemical industries
• Annual Turnover: ₹5.43 crores
• Net Worth: ₹11.94 crores

Regulatory Timeline and Next Steps

With BSE approval secured, Scan Projects must file the merger scheme with NCLT within the six-month validity period. The company has committed to displaying the observation letter on its website within 24 hours of receipt, ensuring transparency for stakeholders.

This development represents significant progress in the merger process, bringing Scan Projects closer to completing its strategic consolidation with Chanderpur Industries and achieving the planned operational synergies and enhanced market competitiveness.

Scan Projects Limited , a company listed on the BSE, has reported a significant insider transaction involving one of its promoters. Nirmal Gupta, a member of the promoter group, has sold 30,000 equity shares of the company in an open market transaction.

Transaction Details

The sale took place on August 11, 2025, as disclosed by the company to BSE Limited in compliance with SEBI Insider Trading Regulations. The transaction was communicated to the exchange by Company Secretary Satish Kumar on August 13, 2025.

Impact on Shareholding

According to the disclosure filed under Regulation 29(2) of SEBI (Substantial Acquisition of Shares and Takeovers) Regulations, 2011:

The sale of 30,000 shares represents approximately 1.04% of the company's total share capital.

Company Information

Scan Projects Limited, formerly known as Ambala Cements Limited, is headquartered in Yamuna Nagar, Haryana. The company's total equity share capital stands at Rs 2,87,33,000, consisting of 28,73,300 equity shares with a face value of Rs 10 each.

Regulatory Compliance

The transaction was reported in accordance with multiple regulatory requirements:

1. Regulation 29(1) of SEBI (Substantial Acquisition of Shares and Takeovers) Regulations, 2011
2. Regulation 7(2)(b) of SEBI (Prohibition of Insider Trading) Regulations, 2015

These disclosures ensure transparency in insider transactions and significant changes in promoter shareholdings, which are crucial for maintaining market integrity and investor confidence.

Scan Projects Limited has duly informed the BSE Limited about this transaction, adhering to the regulatory norms set by the Securities and Exchange Board of India (SEBI) for listed entities.