Bharati Defence and Infrastructure Limited Approves Amalgamation Scheme of ETPL and HSTPL

Bharati Defence and Infrastructure Limited Approves Amalgamation Scheme of ETPL and HSTPL​

Bharati Defence and Infrastructure Limited (BDIL) has approved a comprehensive scheme of amalgamation involving two companies, Exicom Technologies India Private Limited (ETPL) and Hind Simulation Training Private Limited (HSTPL), with the transferee company. The decision was made by the Board of Directors during its meeting on June 17, 2026.

The Scheme encompasses the consolidation of ETPL and HSTPL into Bharati Defence and Infrastructure Limited. The merger has been determined to be at arm's length basis following a valuation report issued on June 12, 2026, by an Independent Registered Valuer, supported by a fairness opinion from a SEBI registered Category-I Merchant Banker.

Financial Snapshot of Amalgamation Entities​

The combined entity represents significant assets and turnover across the three companies involved in the amalgamation. The financial details are as follows:

Operational Scope and Strategic Rationale​

The amalgamation aims to create a more robust and efficient operational structure by pooling resources, enhancing geographical diversification, and improving financial efficiencies. Key benefits of the merger include delivering a wider range of products and services through combined operations, achieving cost savings and synergies, and implementing best practices.

The areas of business for the entities are as follows:

• Bharati Defence and Infrastructure Limited (BDIL): Conducts manufacturing, building, repairing, and testing related to naval, land, air, and space defense systems, homeland security systems, navigation equipment, training systems, and military tanks.
• Exicom Technologies India Private Limited (ETPL): Specializes in the manufacturing, assembling, servicing of all types of electronics, including communication, networking, Information Technology, security, and surveillance equipment both in India and overseas.
• Hind Simulation Training Private Limited (HSTPL): Is engaged in the development, testing, validating, importing, exporting, and servicing of various electronics, drones, UAVS, and related activities globally.

Share Consideration Details​

The share exchange ratio for the merger has been set based on the valuation report issued by the Independent Registered Valuer. Shareholders of the two transferor companies will receive shares in BDIL upon the merger becoming effective:

• For ETPL: Shareholders will be allotted 1,98,887 fully paid-up equity shares of face value INR 10 each of BDIL for every 10,000 fully paid-up equity shares held in ETPL.
• For HSTPL: Shareholders will receive 9,49,545 fully paid-up equity shares of face value INR 10 each of BDIL for every 1,000 fully paid-up equity shares held in HSTPL.

Pre-Amalgamation Shareholding Pattern (BDIL)​

Prior to the amalgamation, the shareholding pattern of Bharati Defence and Infrastructure Limited on a fully diluted basis was as follows:


Post-amalgamation, the shareholding pattern will be determined based on shares issued to shareholders of ETPL and HSTPL upon implementation.