Switching Technologies Gunther Ltd Acquires Two Companies via Share Swap and Increases Capital Base

Switching Technologies Gunther Ltd Acquires Two Companies via Share Swap and Increases Capital Base​

Switching Technologies Gunther Limited (STGL) announced significant corporate developments, including the acquisition of 100% equity in Tekfoods International Private Limited and Samridh Overseas Trading Private Limited through share swap transactions. The Board of Directors also approved a substantial increase in the authorized share capital and enhanced investment limits for the company.

The acquisitions are set to consolidate STGL's business operations, providing synergistic value. Both companies—Tekfoods International Private Limited (TIPL) and Samridh Overseas Trading Private Limited (SOTPL)—will become wholly owned subsidiaries upon completion of the respective transactions.

Key Acquisition Details​

The Board approved the acquisition of TIPL for a consideration of ₹88,93,50,000/- (Eighty-Eight Crore Ninety-Three Lakh Fifty Thousand Only). This was discharged entirely through the issuance and allotment of 90,75,000 fully paid up equity shares of STGL at a price of X10/- each to the existing shareholders of TIPL. The Swap Ratio for this transaction was determined at 5.5:1.

Similarly, the acquisition of SOTPL was approved for a consideration of ₹1,48,49,93,804/-(One Hundred Forty-Eight Crore Forty-Nine Lakh Ninety-Three Thousand Eight Hundred and Four Only). This was financed by issuing 1,51,52,998 fully paid up equity shares of STGL at a price of X10/- per share. The Swap Ratio for the SOTPL acquisition was determined at 13.65:1.

The acquisitions are part of a preferential issue process for consideration other than cash (Share Swap), involving the issuance of 2,42,27,998 equity shares to the existing shareholders of TIPL and SOTPL.

Capital Structure and Operational Limits​

In addition to the mergers and acquisitions, the Board of Directors considered and approved a major increase in the Authorized Share Capital of the Company. The authorized capital was increased from 6,00,00,000 equity shares (valued at X10/- each) to 230,00,00,000 equity shares (also valued at X10/- each), through the creation of 2,40,00,000 additional equity shares. This capital increase requires approval from the Members via an Ordinary Resolution at a future Extraordinary General Meeting.

The Board also approved the enhancement of investment limits under Section 186 of the Companies Act, 2013, allowing investments, loans or guarantees up to X1000 Crore, subject to special resolution by the members at the EGM.

Valuation and Transaction Summary​

Valuation Reports were approved for all three entities involved in the transactions: Switching Technologies Gunther Limited (the acquiring entity), Tekfoods International Private Limited, and Samridh Overseas Trading Private Limited. The valuation reports, dated July 09, 2026, confirmed that the transaction prices met regulatory requirements for a preferential share swap issue.

The fair values determined by the Registered Valuers are summarized below:


The Board noted that the acquisition of both companies was undertaken after receiving prior approval from the Audit Committee, which comprised Independent Directors, ensuring the transactions were conducted on an arm's length basis and in the best interests of the Company and its stakeholders.

Future Plans and Governance​

The Board approved the Notice of the Extraordinary General Meeting (EGM), scheduled for Saturday, August 1, 2026, to seek necessary approvals from the Members of the Company regarding the capital changes and acquisitions. The cut-off date for determining voting members was set as Friday, July 24, 2026, and the remote e-voting period is scheduled from Wednesday, July 29, 2026, to Friday, July 31, 2026.

Furthermore, M/s Saptasikha & Co. was appointed as the Scrutinizer for the EGM and remote e-voting processes.

Stock Price Movement​

At the close of trade today, shares of Switching Technologies Gunther Ltd settled at ₹148.70, ticking up 3.70%. The stock demonstrated considerable movement during the day, ranging from a low of ₹136.25 to an intraday high of ₹150.55.