CIAN Agro Industries & Infrastructure Ltd. Approves Scheme of Amalgamation
CIAN Agro Industries & Infrastructure Limited (CIAN) announced on April 2, 2026, the approval of a Scheme of Amalgamation and Arrangement involving Varron Aluminiumm Private Limited (VAPL), SecOne Sales & Marketing Private Limited (SOSMPL), Vyankatesh Engineers & Contractors Private Limited (VECPL), Manas Power Ventures Private Limited (MPVPL), Avenzer Electricals & Infrastructure Private Limited (AEIPL), and Manas Agro Industries & Infrastructure Limited (MAIIL).The Scheme, which is subject to approvals from respective shareholders and creditors, as well as the National Company Law Tribunal (NCLT), aims to consolidate the group structure and improve operational efficiency.
Entities Involved and Their Businesses:
- CIAN Agro Industries & Infrastructure Limited (CIAN): A listed public company engaged in diverse sectors including spices, edible oil, personal care, home care, health care, agro, and infrastructure.
- Varron Aluminiumm Private Limited (VAPL): A wholly-owned subsidiary of CIAN engaged in manufacturing and supply of aluminum alloy.
- SecOne Sales & Marketing Private Limited (SOSMPL): A wholly-owned subsidiary of CIAN engaged in the distribution and marketing of commodities.
- Vyankatesh Engineers & Contractors Private Limited (VECPL): A wholly-owned subsidiary of CIAN engaged in construction and infrastructure projects.
- Manas Power Ventures Private Limited (MPVPL): A wholly-owned subsidiary of CIAN engaged in power generation.
- Avenzer Electricals & Infrastructure Private Limited (AEIPL): A wholly-owned subsidiary of CIAN engaged in drip irrigation and infrastructure.
- Manas Agro Industries & Infrastructure Limited (MAIIL): A step-down subsidiary of CIAN engaged in manufacturing sugar, power generation, distillery, and ethanol production.
Financial Details:
The following table summarizes key financial details for the involved entities as of March 31, 2025:
| Entity | Paid-up Share Capital (Rs.) | Net Worth (Rs. Lakhs) | Total Revenue (Rs. Lakhs) |
|---|---|---|---|
| CIAN | 27,98,58,950 | 2,947.04 | 26,387.8 |
| VAPL | 27,87,41,700 | 9,462.98 | 169 |
| SOSMPL | 1,00,000 | (574.17) | 3,904.6 |
| VECPL | 5,00,00,000 | (1059.3) | 5.48 |
| MPVPL | 5,810 | 6,363.26 | 129.04 |
| AEIPL | 25,03,24,130 | 1,870.13 | 1.62 |
| MAIIL | 20,15,51,600 | 57,845.74 | 94,337.1 |
Share Exchange Ratio:
- Preference shareholders of AEIPL will receive one fully paid 9% non-cumulative redeemable unlisted preference share of CIAN for each preference share held in AEIPL.
- Equity shareholders of MAIIL will receive thirty fully paid listed equity shares of CIAN for every hundred equity shares held in MAIIL.
- Preference shareholders of MAIIL will receive one fully paid 90% non-cumulative redeemable unlisted Class B preference share of CIAN for each preference share held in MAIIL.
VAPL, SOSMPL, VECPL, and MPVPL, being wholly-owned subsidiaries of CIAN, will not receive shares in CIAN.
The Board meeting commenced at 3:30 p.m. and concluded at 5:00 p.m.
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