NCLT Admits Second Motion Petition in Scheme of Amalgamation involving Somany Bathware Limited into Somany Ceramics
The National Company Law Tribunal (NCLT), Kolkata Bench, has passed an order admitting a Second Motion Petition concerning the Scheme of Amalgamation involving three entities into Somany Ceramics Limited. The order was issued on July 21, 2026.The scheme involves the amalgamation of Somany Bathware Limited, Somany Excel Vitrified Private Limited, and SR Continental Limited (collectively referred to as Transferor Companies) with and into Somany Ceramics Limited (the Transferee Company). The process is governed by Sections 230 to 232 of the Companies Act, 2013.
The company received the NCLT order on July 27, 2026, and the Tribunal fixed the next date of hearing for August 28, 2026.
Key Directives and Milestones
The Tribunal’s order detailed various proceedings regarding the companies and their stakeholders. The Court noted that meetings for the equity shareholders of SBL, SEVPL, and SRCL were dispensed with. Similarly, meetings for both Secured and Unsecured Creditors of all three Transferor Companies were also dispensed with under the relevant sections of the Companies Act, 2013.In contrast, the order specified required meetings for the Transferee Company. The meeting of the equity shareholders and unsecured creditors of Somany Ceramics Limited, which was held as directed by the NCLT, was successfully conducted on June 13, 2026, under the supervision of the Chairperson and Scrutinizer appointed by the Tribunal. The resulting reports confirmed that both groups approved the Scheme of Amalgamation with the requisite majority.
Statutory Notice Details
In compliance with the necessary processes for the scheme, notices were served upon various Statutory Authorities. Detailed information regarding these services is provided below:| Sl. No. | Name of the Statutory Authorities | Date of Service by hand delivery or by speed post |
|---|---|---|
| 1. | The Regional Director, Eastern Region, Ministry of Corporate Affairs | April 24, 2026 |
| 2. | The Registrar of Companies, West Bengal | April 24, 2026 |
| 3. | Income Tax authorities having jurisdiction over petitioner companies | April 24, 2026 |
| 4. | Goods and Service Tax authorities having jurisdiction over petitioner companies | April 24, 2026 |
| 5. | The Official Liquidator, High Court, Calcutta | April 24, 2026 |
The NCLT directed that the Petitioners must file an affidavit confirming compliance with these directions at least three days before the next hearing date of August 28, 2026.
SOMANYCERA Stock Price Movement
On Monday, shares of Somany Ceramics Limited shed value, slipping 0.46% to settle at ₹491.85. The stock traded within a range between its intraday low of ₹490 and high of ₹518.2, with a recorded volume of 82,778 shares during the session.Disclaimer: Due care and diligence have been taken in compiling and presenting news and market-related content. However, errors or omissions may arise despite such efforts.
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