Somany Ceramics Limited to Amalgamate Three Entities Following NCLT Order

Somany Ceramics Limited to Amalgamate Three Entities Following NCLT Order​

Somany Ceramics Limited is set to amalgamate three companies—Somany Bathware Limited, Somany Excel Vitrified Private Limited, and SR Continental Limited—following a confirmation order from the National Company Law Tribunal (NCLT), Kolkata Bench. The scheme of amalgamation involves merging the business undertakings of the three transferor companies into Somany Ceramics Limited.

The Company received a corrigendum order on May 20, 2026, related to the proceedings of the NCLT, Kolkata Bench. The corrigendum order, originally dated April 24, 2026, pertains to the Scheme of Amalgamation concerning the transferor companies and the transferee company, all under the purview of Sections 230 to 232 of the Companies Act, 2013.

The amalgamation involves Somany Bathware Limited, Somany Excel Vitrified Private Limited, and SR Continental Limited (collectively referred to as the Transferor Companies) merging with Somany Ceramics Limited (the Transferee Company).

Participating Companies and Stakeholders​

The NCLT proceedings involve four key entities:

• Transferor Company No. 1: Somany Bathware Limited
• Transferor Company No. 2: Somany Excel Vitrified Private Limited
• Transferor Company No. 3: SR Continental Limited
• Transferee Company: Somany Ceramics Limited

The involvement of these companies is summarized by the stakeholder count as follows:

Meeting Schedules​

The NCLT granted directions for convening specific meetings for the involved companies. The required meetings for Somany Ceramics Limited are scheduled for Saturday, June 13, 2026, to be held via Video Conferencing or other audio-visual mode.

Corporate Governance and Next Steps​

During the NCLT proceedings, it was noted that the Board of Directors of the Applicant Companies approved the Scheme of Arrangement at Board Meetings held on November 7, 2025.

The proceedings also set a cut-off date for determining the eligibility to vote. For the Equity Shareholders of Somany Ceramics Limited (Transferee Company), the cut-off date is June 6, 2026. For Unsecured Creditors of Somany Ceramics Limited, the cut-off date remains December 31, 2025.

The Chairperson for the meetings has been appointed as Adv. Namrata Basu, while Mr. Siddhartha Mukhopadhyay was appointed as the Scrutinizer. The appointed Chairperson shall be paid a consolidated sum of Rs 1,00,000 for conducting the meetings, and the Scrutinizer shall receive Rs 80,000.

SOMANYCERA Stock Price Movement​

As of 2:15 PM, shares of Somany Ceramics Limited are shedding 0.25% in live trading, currently trading at ₹518. The equity shows solid momentum throughout the session, with 329,815 shares trading in the morning.