India Glycols Limited has secured a significant regulatory milestone with the National Company Law Tribunal (NCLT) Allahabad Bench approving the first motion of its comprehensive demerger scheme. The NCLT order dated January 15, 2026, paves the way for the separation of two key business segments into independent entities, marking a strategic restructuring initiative for the diversified chemical company.

NCLT Approval and Key Directives

The tribunal has approved the demerger of Bio Pharma Undertaking and Spirits & Biofuel Undertaking from India Glycols Limited into two separate companies:

The NCLT has ordered convening of separate meetings through video conferencing for equity shareholders and unsecured creditors of the demerged company. However, the tribunal dispensed with meetings of secured creditors and shareholders of the resulting companies due to requisite consents already obtained.

Share Entitlement and Exchange Ratio

The scheme incorporates specific share exchange ratios based on the valuation report prepared by registered valuer Kshitij Goel:

The share entitlement report considers financial information of the demerged undertakings up to December 31, 2024, ensuring fair valuation for all stakeholders.

Stakeholder Consent and Meeting Schedule

The company has obtained substantial stakeholder support for the proposed scheme:

The NCLT has appointed Mr. L.N. Gupta as common chairperson for the meetings, with Mr. Vinayak Varma as alternate chairperson and Mr. Sumit Agrawal as scrutinizer.

Strategic Rationale and Benefits

The demerger scheme aims to enhance operational efficiency by allowing each business segment to operate with focused management and specialized resource allocation. India Glycols, currently engaged in manufacturing bio-based specialties, performance chemicals, potable spirits, biopharma products, and biofuels, seeks to unlock value through this strategic separation.

Key expected benefits include:

• Independent growth opportunities for each business segment
• Attraction of specialized investors and talent
• Efficient capital allocation based on specific business needs
• Industry-specific regulatory compliance
• Risk mitigation through business segregation

Regulatory Compliance and Next Steps

The company must comply with various regulatory requirements, including notices to the Central Government, Registrar of Companies, Securities and Exchange Board of India, stock exchanges, and Income Tax Department. The scheme remains subject to applicable regulatory approvals and successful completion of the scheduled meetings.

The second motion petition must be filed within seven days from the chairperson's report submission, following the conclusion of the March 2026 meetings. Upon final approval, the resulting companies' equity shares will become listed on National Stock Exchange of India Limited and BSE Limited, enabling independent valuation and investor participation in the specialized business segments.

India Glycols Limited has received a customs duty order from the Additional Commissioner, ACC (Import), NCH, New Delhi, related to its Ennature Bio-Pharma division. The company disclosed this development under Regulation 30 of SEBI Listing Regulations on December 30, 2025.

Customs Duty Order Details

The Additional Commissioner issued an order dated December 18, 2025, which was received by the company on December 29, 2025. The order confirms a significant customs duty demand along with penalties for the Bio-Pharma division.

Nature of Violation

The customs order pertains to the classification of certain goods imported by India Glycols' Ennature Bio-Pharma division during the period from June 2020 to September 2024. The adjudicating authority alleged that the company had short-paid customs duty due to incorrect classification of imported goods.

The company had submitted a detailed reply to the allegations raised in the Show Cause Notice (SCN) issued by the Joint Commissioner of Customs, Air Cargo Complex (Import), Delhi. However, the adjudicating authority did not consider the company's submissions favorably and confirmed the entire duty demand along with applicable interest and penalty.

Financial Impact and Company's Response

India Glycols had proactively deposited the duty demand and interest under protest before the issuance of the Show Cause Notice. The pre-deposit details are as follows:

The adjudicating authority has appropriated this pre-deposited amount towards the confirmed duty demand and interest. The company maintains that based on its assessment and legal counsel's advice, it has a strong case on merits. India Glycols believes the imported goods were appropriately classified under the Customs Tariff Heading (CTH), which was not properly appreciated by the adjudicating authority.

Future Course of Action

The company plans to file an appeal against the customs order. Based on its legal assessment, India Glycols does not reasonably anticipate any material impact on its financial, operational, or other activities from this matter. The company has expressed confidence in its position regarding the proper classification of the imported goods and expects to successfully challenge the order through the appellate process.