Praveg Limited has achieved a significant milestone in its corporate restructuring plans, receiving regulatory clearance from BSE Limited for its proposed amalgamation with Eulogia Inn Private Limited. The observation letter with 'no adverse observations' was issued on January 21, 2026, marking a crucial step forward in the merger process.

Scheme Background and Timeline

The amalgamation scheme involves Eulogia Inn Private Limited as the transferor company and Praveg Limited as the transferee company. The Board of Directors of Praveg Limited initially approved this scheme of amalgamation on April 23, 2025, under Sections 230 to 232 of the Companies Act, 2013.

BSE Regulatory Conditions

BSE Limited has outlined 17 specific conditions that must be fulfilled as part of the amalgamation process. These conditions encompass comprehensive disclosure requirements, compliance obligations, and procedural mandates to ensure transparency and regulatory adherence.

Key Disclosure Requirements

The conditions mandate detailed disclosures including:

• Complete details of ongoing adjudication and recovery proceedings against the company, promoters, and directors
• Information about all unlisted companies involved in the scheme format as specified in Part E of Schedule VI of ICDR Regulations, 2018
• Details of assets, liabilities, net worth, and revenue of companies involved, both pre and post-scheme
• Impact assessment on revenue generating capacity of the transferee company
• Comprehensive rationale, synergies, and cost-benefit analysis of the scheme

Compliance and Procedural Mandates

Additional requirements include:

• Ensuring all financials used in the scheme and valuation report are not more than six months old
• Mandatory issuance of proposed equity shares in demat form only
• Incorporation of SEBI and stock exchange observations in the NCLT petition
• Disclosure of the no-objection letter on company website within 24 hours of receipt
• Compliance with all applicable provisions of Companies Act, 2013, and related rules

Pending Approvals and Next Steps

Despite receiving BSE's clearance, the amalgamation scheme remains subject to several additional statutory and regulatory approvals. The company must secure clearance from the National Company Law Tribunal (NCLT) and obtain approval from respective shareholders and creditors of both companies involved in the merger.

The observation letter from BSE carries a validity period of six months from January 21, 2026, within which the scheme must be submitted to the NCLT as required under Regulation 37 of SEBI Listing Obligations and Disclosure Requirements Regulations, 2015.

Regulatory Framework

The amalgamation is being conducted under Regulation 37 of SEBI LODR Regulations, 2015, in conjunction with SEBI Master Circular dated June 20, 2023. BSE has emphasized that its 'no adverse observations' status is limited to matters bearing on listing, de-listing, and continuous listing requirements within the provisions of the Listing Agreement.

The exchange has reserved its right to withdraw the 'no adverse observation' status if any submitted information is found to be incomplete, incorrect, misleading, or false, or for any contravention of exchange rules, bye-laws, and regulations.

Praveg Limited has announced the resignation of Mr. Bhumit Vinodkumar Patel from his position as Non-Executive Director, effective from the closing business hours on December 31, 2025. The company disclosed this information in compliance with Regulation 30 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015.

Director Resignation Details

Mr. Bhumit Vinodkumar Patel, holding Director Identification Number (DIN) 02796255, submitted his resignation from the Non-Executive Director position citing preoccupancy and engagements in various professional assignments and social activities. The resignation was effective from the closing business hours on December 31, 2025.

Regulatory Compliance and Documentation

The disclosure was made pursuant to Regulation 30 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015. Praveg Limited confirmed that there are no other material reasons for Mr. Patel's resignation beyond those stated in his resignation letter. The company has provided a copy of the resignation letter as part of the disclosure documentation.

Multiple Directorship Resignations

The regulatory filing revealed that Mr. Patel also resigned from his position as Whole-Time Director at Praveg Limited with effect from December 31, 2025. Additionally, he served as Director at Jhaveri Credits & Capital Limited, resigning from this position on the same date due to similar reasons of professional commitments and social activities.

Resignation Letter Details

In his resignation letter dated December 31, 2025, addressed to the Chairman and Board of Directors of Jhaveri Credits & Capital Limited, Mr. Patel expressed his appreciation for the support and cooperation extended during his tenure. He requested the Board to take note of his resignation and make necessary filings with appropriate statutory and regulatory authorities, indicating a comprehensive departure from his directorial responsibilities across multiple companies. The resignation letter confirms that there are no other material reasons for his resignation other than those stated.