NCLT convenes meetings of shareholders, NCD holder and creditors on demerger Scheme
NCLT, Allahabad Bench, has directed meetings of Equity Shareholders, Secured NCD Holder, Secured Creditors and Unsecured Creditors to consider the proposed Scheme of Arrangement between Magnum Ventures Limited and Magnum Paperz Limited.
By ScoutQuest · · 3 min read
- NCLT-convened meeting date
- Friday, 20th November, 2026
- Remote e-voting period
- 16th November, 2026, 9:00 A.M. IST to 19th November, 2026, 5:00 P.M. IST
- E-voting cut-off date
- Friday, 13th November, 2026
What the update says
Magnum Ventures Limited has informed BSE and NSE that the Hon'ble National Company Law Tribunal, Allahabad Bench, Prayagraj, by its Order dated 22nd September, 2026 (date of pronouncement) in CA No. 17/ALD of 2026, has directed the convening of meetings of the Equity Shareholders, Secured Non-Convertible Debenture Holder, Secured Creditor and Unsecured Creditors of the company. The meetings are to consider and, if thought fit, approve the proposed Scheme of Arrangement between Magnum Ventures Limited (the Demerged Company) and Magnum Paperz Limited (the Resulting Company).
Meeting schedule
All meetings will be held through Video Conferencing on Friday, 20th November, 2026
- Equity Shareholders: 11:30 A.M.
- Secured Non-Convertible Debenture Holder: 02:00 P.M.
- Secured Creditor: 03:00 P.M.
- Unsecured Creditor: 04:00 P.M.
Remote e-voting, provided by National Securities Depository Limited (NSDL)
- Commences: Monday, 16th November, 2026 at 9:00 A.M. IST
- Ends: Thursday, 19th November, 2026 at 5:00 P.M. IST
- Cut-off date for equity shareholders to be entitled to vote: Friday, 13th November, 2026
What shareholders get under the Scheme
The consideration for the demerger, as set out in the salient features of the Scheme
- Equity: the Resulting Company will issue and allot two (2) New Equity Shares of face value INR 10 each, fully paid-up, to the equity shareholders of the Demerged Company for every ten (10) Equity Shares of face value INR 10 each held by them.
- Preference: the Resulting Company will issue and allot nine (9) New Compulsorily Redeemable Preference Shares of face value INR 100 each, fully paid-up, to each Compulsorily Redeemable Preference Shareholder of the Demerged Company for every ten (10) Compulsorily Redeemable Preference Shares of face value INR 100 each held, on the same terms and conditions.
Other salient features
- All assets and liabilities, including tax and statutory liabilities, of the Demerged Undertaking shall transfer to and vest in the Resulting Company on a going concern basis.
- All employees of the Demerged Undertaking in service as on the Effective Date shall become employees of the Resulting Company without break in service and on terms not less favourable.
- The Appointed Date shall be the same as the Effective Date of the Scheme, or such other date as may be approved by the Boards and sanctioned by the NCLT.
- BSE Limited shall be the Designated Stock Exchange for the purposes of the Scheme.
Capital reduction
Upon the Scheme becoming effective, the Demerged Company shall, to give effect to the Demerger and reflect it in its books, reduce its issued, subscribed and paid-up equity share capital by seventy per cent (70%) and preference share capital by ninety per cent (90%), respectively, on a proportionate basis, without any consideration.
The entire issued, subscribed and paid-up equity share capital of the Resulting Company as existing immediately prior to the Effective Date shall stand cancelled and extinguished, without any payment being made to any shareholder of the Resulting Company against such cancellation.
What the meeting will also take on record
- The Report on Valuation of Shares and Share Exchange Ratio by Ms Mallika Goel, an IBBI Registered Valuer in respect of Securities or Financial Assets.
- The Fairness Opinion by 3Dimension Capital Services Limited, a SEBI-registered Category-I Merchant Banker.
- The Reports of the Audit Committee and the Committee of Independent Directors recommending the draft Scheme.
- The Share Exchange Ratio as recommended by the IBBI Registered Valuer.
Vote condition
Under the SEBI Scheme Circular, the Scheme shall be acted upon only if the votes cast by the Public Shareholders of the Demerged Company in favour of the Scheme exceed the votes cast by the Public Shareholders against the Scheme.
What happens next
The Scheme, if approved at these meetings, will be subject to the subsequent approval of the Hon'ble National Company Law Tribunal, Allahabad Bench, Prayagraj, and such other statutory and regulatory approvals as may be applicable. Mr Gaurav Mahajan, Advocate, is the Chairperson of the meeting, Mr Dhruv Saxena, Advocate, the Alternate Chairperson, and Mr Ramesh Chandra Agarwal, Chartered Accountant, the Scrutinizer.
Also from Magnum Ventures
NCLT Order on First Motion Application for Scheme of Arrangement to Demerge Paper Business
25 Sep 2026
Proceedings of 46th Annual General Meeting Held via Video Conferencing
25 Sep 2026
More numbers
- Face value per equity shareINR 10
- Face value per preference shareINR 100
- New equity shares issued for every 10 equity shares heldtwo (2)
- Equity shares held considered for the exchange ratioten (10)
- New preference shares issued for every 10 preference shares heldnine (9)
- Preference shares held considered for the exchange ratioten (10)
- Reduction of equity share capital of the Demerged Companyseventy per cent (70%)
- Reduction of preference share capital of the Demerged Companyninety per cent (90%)
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