NCLT Directs Meetings for Shareholders of Demerged Jubilant Agri as Part of Scheme of Arrangement

NCLT Directs Meetings for Shareholders of Demerged Jubilant Agri as Part of Scheme of Arrangement​

The National Company Law Tribunal (NCLT), Allahabad Bench, has issued directions regarding the ongoing demerger scheme involving Jubilant Agri and Consumer Products Limited (JACPL) and Jubilant Agri Solutions Limited (JASL). The NCLT order, dated July 08, 2026, mandates specific meetings for certain stakeholders while dispensing with others as part of the proposed arrangement.

The scheme involves the demerger of the Agri Business of JACPL into JASL. The Tribunal directed that the meeting of Equity Shareholders and Unsecured Creditors of JACPL must be convened. Furthermore, the NCLT dispensed with the requirement to hold a meeting for the Secured Creditors of JACPL and also waived the need for meetings concerning the shareholders and creditors of JASL.

The purpose of the arrangement includes focused management and strategic clarity, enabling each company to pursue tailored growth strategies aligned with their respective market dynamics. The demerger is intended to facilitate value unlocking by attracting distinct sets of investors and lenders who are suited to the risk-return profile of each business.

Meeting Details and Stakeholder Structure​

The Tribunal fixed the meeting dates for JACPL’s Equity Shareholders and Unsecured Creditors as Saturday, September 05, 2026. The meetings are to be held at the Registered Office of JACPL in Amroha, Uttar Pradesh, and will include remote e-voting facilities for certain groups.

The Scheme incorporates a specific Share Entitlement Ratio: one fully paid up equity share of JASL is granted for every one fully paid up equity share held in JACPL.

Key figures regarding the stakeholders were noted by the NCLT:

Strategic and Operational Oversight​

The NCLT examined the operations of both companies. JACPL is engaged in manufacturing performance polymers, chemicals, and agri-products, while JASL was incorporated for agricultural products, including fertilizers and chemicals, and offering custom research services.

One significant directive from the Tribunal concerns unsecured creditors of JACPL. The company must issue notices to all unsecured creditors whose outstanding debt exceeds Rs. 1,00,000/- on March 31, 2026. These creditors account for an aggregate outstanding debt of Rs. 195,34,92,892/- out of the total 784 unsecured creditors.

The NCLT also outlined roles and responsibilities for conducting these meetings. A Chairperson (Mr. Deep Chandra Joshi) and an Alternate Chairperson (Mr. Saumyam Krishna) were appointed to oversee the process, along with a Scrutinizer (Anil Kumar). The Tribunal mandated that JACPL must ensure individual notices are sent to all secured creditors specifying their debt value and directed that the Company file affidavits reflecting any objections received from them during the Second Motion petition stage.

The NCLT granted the First Motion Application under the specified conditions, allowing the continuance of the demerger process subject to strict adherence to all directions and prescribed procedures by both companies.

JUBLCPL Stock Price Movement​

On Thursday, Jubilant Agri and Consumer Products Limited shares climbed by 0.31% to settle at ₹2086 after gaining ₹6.50 in the session. The stock saw moderate activity, trading 2,581 shares during the day.