TIL Limited has announced significant corporate developments following its board meeting held on February 23, 2026. The company has approved major fundraising and acquisition initiatives that demonstrate its strategic focus on capital expansion and business diversification in the energy infrastructure sector.

Rights Issue Approval

The board has approved raising funds of up to ₹200 crores through a rights issue of equity shares to eligible shareholders. The company will issue equity shares on a rights basis in accordance with SEBI regulations, with detailed terms including issue price, rights entitlement ratio, and record date to be determined subsequently.

Strategic Acquisition of Tulip Compression

The board has approved signing a share purchase agreement with Gainwell Commosales Private Limited for acquiring a 60% stake in Tulip Compression Private Limited. The total consideration for this acquisition is ₹119.01 crores, payable in cash.

Target Company Profile

Tulip Compression Private Limited operates in the oil and gas equipment services industry, specializing in CNG, LNG, and hydrogen refueling infrastructure. The company recorded a turnover of ₹199.40 crores in FY 2024-25 and operates across three key segments: CNG Infrastructure as its core business, LNG Solutions as an emerging segment, and Hydrogen Infrastructure as a future-ready segment.

Regulatory Compliance and Timeline

The acquisition is subject to shareholder approval at an Extra-ordinary General Meeting scheduled for March 14, 2026. This transaction is classified as a related party transaction conducted on an arm's length basis, with the promoter group having no interest in the entity being acquired.

These strategic initiatives reflect TIL Limited's commitment to expanding its presence in the energy infrastructure sector while maintaining strict adherence to corporate governance and regulatory requirements.

TIL Limited , a material handling equipment manufacturer, reported its unaudited financial results for the third quarter ended December 31, 2025, showing continued operational challenges amid strategic expansion plans. The company's Board of Directors, in their meeting held on February 13, 2026, approved the quarterly results along with several key corporate actions requiring shareholder approval.

Financial Performance Overview

The company's financial performance for Q3 FY26 reflected ongoing difficulties, with key metrics showing year-on-year deterioration:

The company's revenue from operations declined to ₹7,323 lakhs in Q3 FY26 from ₹7,914 lakhs in the corresponding quarter of the previous year. Other income also decreased to ₹254 lakhs from ₹384 lakhs year-on-year, primarily due to lower write-back of liabilities no longer required.

Nine-Month Performance Analysis

For the nine months ended December 31, 2025, TIL Limited's performance showed significant deterioration compared to the same period last year:

While revenue remained relatively stable with a marginal increase of 0.30%, total expenses rose significantly by 6.58%, leading to a substantial increase in net loss. The company's cost of materials consumed increased to ₹12,715 lakhs from ₹11,931 lakhs, and employee benefits expense rose to ₹3,962 lakhs from ₹3,272 lakhs.

Strategic Corporate Actions

The Board of Directors approved several significant strategic initiatives during their February 13, 2026 meeting:

The proposed acquisition of Tulip Compression Private Limited represents a strategic expansion into compression technology, subject to shareholder approval. The company plans to raise ₹200 crores through various modes including rights issue, preferential allotment, or qualified institutional placement, with the final mode to be decided in subsequent board meetings.

Operational Challenges and Legal Matters

TIL Limited faces several operational and regulatory challenges that have impacted its financial performance. The company received a GST demand order dated December 15, 2025, amounting to ₹4,092.32 lakhs (including interest and penalty of ₹2,655.27 lakhs) related to trading transactions for FY 2020-21. The company is filing an appeal against this demand and has not made any provision based on expert legal opinion.

Additionally, SEBI had imposed a penalty of ₹100 lakhs in May 2024 for matters relating to earlier years. The Securities Appellate Tribunal has stayed the operation of this order subject to deposit of 50% of the penalty amount, which was deposited during Q2 FY25.

Recent Capital Structure Changes

The company's capital structure underwent significant changes during the reporting period. On June 9, 2025, TIL Limited allotted 37,50,000 warrants at ₹160 each on a preferential basis, receiving ₹1,500 lakhs as warrant subscription money. Subsequently, on January 28, 2026, these warrants were converted into fully paid-up equity shares upon receipt of the balance ₹4,500 lakhs, increasing the paid-up share capital from ₹6,660 lakhs to ₹7,035 lakhs.

Business Segment and Outlook

TIL Limited operates exclusively in the material handling solutions segment, manufacturing mobile cranes, port equipment, self-loading truck cranes, and road construction equipment. The company also deals in spare parts and provides related services. Its operations are primarily concentrated within India, with the company having only one reportable operating segment.

The implementation of new Labour Codes notified on November 21, 2025, resulted in an incremental impact of ₹57.10 lakhs under employee benefit expenses. The company continues to monitor developments in Central and State rules for appropriate accounting treatment of future impacts.