S A Tech Software and Mindpool Technologies Approve Amended Scheme of Amalgamation

S A Tech Software and Mindpool Technologies Approve Amended Scheme of Amalgamation​

S A Tech Software India Limited has announced that its Board of Directors approved an amendment to the Draft Scheme of Amalgamation involving the company and Mindpool Technologies Limited (MTL). The decision was passed during the Board meeting held on May 15, 2026.

The amalgamation is structured under the Companies Act, 2013, and aims to create a more robust and comprehensive entity. The core transaction establishes a share exchange ratio of one fully paid-up equity share of ₹10/ - each of S ATech Software India Limited for every two fully paid-up equity shares of ₹10/ - each held in Mindpool Technologies Limited.

The terms of the scheme were based on a Valuation Report dated July 21, 2025, issued by Mr. Santhosh Kumar Katla, Registered Valuer, and were supported by a Fairness Opinion dated July 21, 2025, from Akasam Consulting Private Limited, a SEBI-registered Category I Merchant Banker.

Amended Share Settlement Terms​

The amendment specifically addresses the settlement of odd share entitlements. The scheme stipulates that any odd share entitlements, determined with reference to the applicable lot size as on the Record Date, shall be settled by Mindpool Technologies Limited through a cash payout instead of share allotment. The cash consideration for these odd shares is computed based on the valuation of Rs. 55.98 per share of the Transferee Company.

Business and Operational Synergies​

The integration combines the complementary strengths of both companies. S A Tech Software India Limited is engaged in providing Information and Communication Technology (ICT) solutions, including design, development, implementation, maintenance, trading, and consulting. Mindpool Technologies Limited focuses on Information Technology-enabled Services (ITeS), offering customized software development, IT staffing, and digital marketing solutions.

The rationale for the merger highlights several expected synergies, including:

• Product Enhancement: Offering a more comprehensive and competitive suite of services.
• Improved Cash Management: Achieving greater efficiency in fund utilization.
• Operational Unification: Creating a more scalable enterprise by unifying business operations and assets.
• Market Expansion: Providing access to a wider customer base and newer geographies.

Key Transaction Details​

The amalgamation will result in S ATech Software India Limited issuing new equity shares to the equity shareholders of Mindpool Technologies Limited in a 1:2 ratio. Consequently, 17,67,150 equity shares held by the Transferor Company in the Transferee Company will be cancelled and extinguished without consideration.

Corporate Entities Overview​

The amalgamation involves the following entities, which have been incorporated under the provisions of the Companies Act, 1956:


Financial Snapshot (As of March 31, 2025):

SATECH Stock Price Movement​

On Friday, S A Tech Software India Limited shares slipped by 1.74% to settle at ₹45.1, closing significantly below its previous day's close. The stock traded with a volume of 5,000 shares during the session.