S A Tech Software India Limited Approves Scheme of Amalgamation with Mindpool Technologies Limited

S A Tech Software India Limited Approves Scheme of Amalgamation with Mindpool Technologies Limited​

The Board of Directors of S A Tech Software India Limited has approved a draft scheme of arrangement detailing the amalgamation between S A Tech Software India Limited and Mindpool Technologies Limited. The Scheme outlines the merger of the two entities, subject to requisite approvals from shareholders and creditors and other statutory authorities.

The amalgamation involves S A Tech Software India Limited acting as the Transferee Company and Mindpool Technologies Limited acting as the Transferor Company.

Synergy and Transaction Structure​

The merger is structured to combine the complementary strengths of both companies. The rationale provided includes establishing a more comprehensive and competitive suite of services, leading to improved cash management, unifying business operations, and expanding market reach.

The combined entity is expected to benefit from operational synergies, cost rationalization, and enhanced growth potential.

A comparison of the two entities based on their financials and corporate details is provided below:

Key Amalgamation Terms​

The proposal outlines the following key terms for the amalgamation:

Share Exchange Ratio:
The share exchange ratio determined under the scheme is (One) fully paid-up equity share of ₹10/- each of S A Tech Software India Limited (Transferee Company) for every 2 (Two) fully paid-up equity shares of ₹10/- each held in Mindpool Technologies Limited (Transferor Company) as on the Record Date.

Shareholding Impact:
Consequently, the existing shareholders of Mindpool Technologies Limited will become shareholders of S A Tech Software India Limited. Furthermore, the 17,67,150 equity shares held by the Transferor Company in the Transferee Company shall stand cancelled and extinguished without any consideration, in accordance with the Scheme.

Odd Share Entitlements:
The amended scheme also addresses the settlement of odd share entitlements. Any odd share entitlements of the shareholders will be settled by the Transferee Company through a cash payout in lieu of the allotment of such shares. This cash consideration will be computed based on the valuation of the equity share of the Transferee Company, determined at Rs. 55.98 per share. These cash settlements will constitute full and final satisfaction of the relevant Transferor Company's shareholder entitlement regarding such odd shares.

Valuation and Recommendation​

The board affirmed that the determination of the share exchange ratio and other terms of the Scheme were based on an independent valuation report and fairness opinion, ensuring the transaction is executed at arm's length.

The scheme was supported by a Fairness Opinion dated July 21, 2025, issued by Akasam Consulting Private Limited, a SEBI registered Category I Merchant Banker, and a valuation report issued by Mr. Santhosh Kumar Katla, Registered Valuer.

MINDPOOL Stock Price Movement​

Shares of Mindpool Technologies Limited are maintaining a flat pattern in live trading, hovering at ₹71.1 as of 2:01 PM. The equity is showing strong resilience, holding steady at this level with no change in absolute terms during the ongoing session.