Kirloskar Industries Limited Updates on Subsidiary's Scheme of Arrangement and Merger
Kirloskar Industries Limited announced that Kirloskar Ferrous Industries Limited (KFIL), a material subsidiary, has received an order from the National Company Law Tribunal (NCLT) Mumbai on March 17, 2026, regarding a scheme of arrangement and merger. This scheme involves the absorption of Oliver Engineering Private Limited (OEPL) and Adicca Energy Solutions Private Limited (AESPL), both wholly-owned subsidiaries, with Kirloskar Ferrous Industries Limited.The NCLT order directs dispensation from holding meetings of equity shareholders of OEPL, AESPL and KFIL, as well as meetings of unsecured creditors of OEPL and AESPL, and creditors of KFIL. It also mandates service of notice about the proposed scheme to unsecured creditors of OEPL and KFIL, and statutory and regulatory authorities.
Under the scheme, OEPL and AESPL will stand dissolved upon becoming effective, with their issued and paid-up capital cancelled. Kirloskar Industries Limited, through KFIL, currently holds 100% of the capital of OEPL and AESPL. No new shares of KFIL will be issued in exchange for these holdings.
Rationale for the Scheme
The rationale for the scheme includes consolidating businesses for long-term sustainability, streamlining the holding structure, optimizing administration, and leveraging synergies across the companies. OEPL primarily engages in ferrous casting and machining, AESPL in turnkey solar power projects, and KFIL in manufacturing pig iron, grey iron castings, tubes and steel.
Share Capital Structures
The following table outlines the share capital structures of the Applicant Companies as of August 4, 2025 and March 17, 2026.
Applicant Company No. 1 (Oliver Engineering Private Limited)
| Particulars | Amount (Rs.) |
|---|---|
| Authorised share capital | |
| 91,00,000 Equity shares of Rs. 10/- each | 9,10,00,000 |
| Total | 9,10,00,000 |
| Issued and subscribed and paid-up share capital | |
| 90,00,000 Equity shares of Rs. 10/- each | 9,00,00,000 |
| Total | 9,00,00,000 |
Applicant Company No. 2 (Adicca Energy Solutions Private Limited)
| Particulars | Amount (Rs.) |
|---|---|
| Authorised share capital | |
| 1,00,000 Equity shares of Rs. 1/- each | 1,00,000 |
| Total | 1,00,000 |
| Issued and subscribed and paid-up share capital | |
| 1,00,000 Equity shares of Rs. 1/- each | 1,00,000 |
| Total | 1,00,000 |
Applicant Company No. 3 (Kirloskar Ferrous Industries Limited)
| Particulars | Amount (Rs.) |
|---|---|
| Authorised share capital | |
| 52,70,00,000 Equity shares of Rs. 5/- each | 2,63,50,00,000 |
| 11,70,00,000 Preference shares of Rs. 10/- each | 1,17,00,00,000 |
| Total | 3,80,50,00,000 |
| Issued and subscribed and paid-up share capital | |
| 16,46,24,178 Equity shares of Rs. 5/- each | 82,31,20,890 |
| Total | 82,31,20,890 |
As of March 17, 2026, Kirloskar Ferrous Industries Limited has 16,48,86,068 Equity shares of Rs. 5/- each, totaling Rs. 82,44,30,340.
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