NCLT sanctions merger of two wholly owned subsidiaries into the listed parent
NCLT, Hyderabad Bench-II has allowed the scheme merging Gee Pee Aerospace and Defence Pvt Ltd and Magnatar Aero Systems Pvt Ltd into MTAR Technologies Ltd. Both are 100% owned subsidiaries of the company.
By ScoutQuest · · 2 min read
- NCLT Order Date
- Order dated 28 October 2026
- Appointed Date
- 1 April 2025
- RoC Update Timeline
- within 30 days of receiving the certified copy
The company has told the stock exchanges that the National Company Law Tribunal, Hyderabad Bench-II, has allowed the joint petition for a scheme of amalgamation involving three companies: Gee Pee Aerospace and Defence Pvt Ltd and Magnatar Aero Systems Pvt Ltd, both wholly owned subsidiaries, and MTAR Technologies Ltd, the listed parent into which both will merge.
What the order records
- The petition is CP (CAA) No.28/230/HDB/2026, shared under Sections 230 to 232 of the Companies Act, 2013.
- The Bench allowed the petition, with the order sheet recording that orders were pronounced and the petition is allowed.
- The order is dated 28.10.2026.
- MTAR Technologies holds 100% of the total paid-up share capital of both transferor companies.
Effective date and next steps
- The scheme was sought to be made effective from the appointed date of 01.04.2025.
- The petition sought dissolution of the two transferor companies without going through the process of winding up.
- A certified copy of the order is to be shared with the Registrar of Companies at Hyderabad within 30 days of its receipt, as required under Section 232 of the Companies Act, 2013.
- The company has said it will submit the certified copy of the order to the stock exchanges once it receives it. The copy now enclosed is the one downloaded from the NCLT website.
Share capital of the merging companies
- MTAR Technologies (transferee): authorised capital of 6.6 crore equity shares of Rs 10 each, totalling Rs 66 crore; issued, subscribed and paid-up capital of ~3.08 crore fully paid-up equity shares of Rs 10 each, totalling Rs 30,75,95,910, as on 30.09.2025.
- Magnatar Aero Systems (transferor company 2): authorised capital of 10 lakh equity shares of Rs 1 each, totalling Rs 10,00,000; issued, subscribed and paid-up capital of 1 lakh fully paid-up equity shares of Rs 1 each, totalling Rs 1,00,000, as on 30.09.2025.
- Gee Pee Aerospace and Defence (transferor company 1): authorised capital of 75,000 equity shares of Rs 100 each, totalling Rs 75,00,000; issued, subscribed and paid-up capital of 30,835 fully paid-up equity shares of Rs 100 each, totalling Rs 30,83,500, as on 30.09.2025.
How to read this
The two companies being merged are already wholly owned by the listed company, and the order converts them from subsidiaries held through shareholding into businesses that sit directly inside MTAR Technologies. The businesses described in the petition are in aerospace and defence components and related technology development. The order is a step in the legal process; the company has said it will file the certified copy with the Registrar of Companies and submit it to the exchanges.
Also from MTAR Technologies
MTAR Technologies Q2FY27 revenue triples to Rs. 406.8 Cr; order book at Rs. 5,976.5 Cr
30 Oct 2026
MTAR Technologies Q2 FY27 EBITDA up 483.3% YoY to Rs. 99.2 Cr; management expects H2 FY27 to be stronger than H1
29 Oct 2026
Board approves Q2/H1 FY27 results; NCLT approves merger of two wholly owned subsidiaries
29 Oct 2026
More numbers
- MTAR Technologies authorised share capital66,00,00,000
- MTAR Technologies paid-up equity shares3,07,59,591
- MTAR Technologies paid-up share capital30,75,95,910
- MTAR holding in both transferor companies100%
- Magnatar Aero Systems paid-up equity shares1,00,000
- Magnatar Aero Systems paid-up share capital1,00,000
- Time to file certified order with Registrar of Companies30 days
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