Gujarat Fluorochemicals Receives No Objection Letters from BSE and NSE for Composite Scheme of Arrangement

Gujarat Fluorochemicals Receives No Objection Letters from BSE and NSE for Composite Scheme of Arrangement​

<p>Gujarat Fluorochemicals Limited (GFCL) has received crucial No Objection Letters from both the Bombay Stock Exchange (BSE) and the National Stock Exchange of India (NSE) regarding its proposed Composite Scheme of Arrangement. The letters, dated July 9, 2026, confirm the exchanges' observations concerning the scheme involving Inox Leasing and Finance Limited (ILFL), Inox Holdings and Investments Limited (IHIL), and GFCL.</p>

<p>The Composite Scheme pertains to the restructuring between the demerged entity, ILFL (Transferor Company), the resulting company IHIL, and GFCL (Transferee Company). This scheme has been filed under Sections 230 to 232 of the Companies Act, 2013.</p>

<p>In addition to the Stock Exchange clearances, documents reviewed by SEBI and NSE set out various requirements for the company prior to filing the scheme with the National Company Law Tribunal (NCLT). These observations cover compliance with the Companies Act, 2013, and specific disclosure mandates laid down by SEBI.</p>

<p>The regulators have emphasized extensive disclosures required within the explanatory statement accompanying the resolution. Key requirements mandated by SEBI/NSE include:</p>
<ul>
<li>A detailed explanation of the scheme, clarifying that ILFL and IHIL passed board resolutions on March 25, 2026, regarding the transfer of mutual fund distribution activities and associated brokerage income from ILFL to IHIL upon implementation.</li>
<li>A rationale and objectives underlying the proposed scheme, along with a detailed explanation of its impact on shareholders, including any dilution or changes in rights.</li>
<li>Financial disclosures for GFCL, IHIL, and ILFL, not older than six months from the date of Stock Exchange NOC. This includes details of Revenue, PAT, and EBIDTA for all three entities over the last three financial years.</li>
<li>Disclosure of promoter-wise and aggregate shareholding in GFL, IHIL, and ILFL, both pre and post scheme effect, along with the corresponding impact on public shareholding.</li>
<li>Full disclosure of the value of Assets and liabilities of ILFL being transferred to GFCL, including the post-scheme balance sheet of GFCL.</li>
</ul>

<p>The regulatory framework also mandates that the companies involved in the draft scheme must disclose all details of ongoing adjudication and recovery proceedings, prosecution initiated, or any other enforcement action taken against the entities, their promoters, directors, and KMPs, along with the possible impact of such actions on GFCL.</p>

<p>GFCL is required to prominently disclose the No-Objection Letter of the Stock Exchanges on its website within 24 hours of receiving it. Both SEBI and the exchanges clarified that the submission of documents in compliance with their circulars should not be construed as cleared or approved by them, and the petitions must be filed before NCLT after processing and communicating all comments/observations from SEBI and the Stock Exchanges.</p>

FLUOROCHEM Stock Price Movement​

Shares of Gujarat Fluorochemicals Limited are edging higher to ₹3900.7 as of 12:56 PM today, having gained 0.96% in live trading. The company traded 33,387 shares during the session, reflecting steady momentum in the Specialty Chemicals sector.