NCLT-Convened Shareholders' Meeting on October 27, 2026 to Vote on Merger of Two Privi Group Companies

Shareholders will meet by video conferencing on Tuesday, October 27, 2026 at 12:30 p.m. to vote on a Scheme of Amalgamation.

Thu 24 Sep 2026

Meeting Date

Tuesday, October 27, 2026 at 12:30 p.m.

Transferor Companies

Privi Fine Sciences Pvt Ltd and Privi Biotechnologies Pvt Ltd

Transferee Company

Privi Speciality Chemicals Limited

Cut-off Date

October 20, 2026

Remote E-voting Period

October 22, 9:00 a.m. to October 26, 5:00 p.m.

What has happened

The National Company Law Tribunal, Mumbai Bench, by order dated 7th September, 2026 in Company Scheme Application No. CA(CAA) 136 of 2026, has directed the company to convene a meeting of its equity shareholders to consider, and if thought fit, approve the proposed Scheme of Amalgamation.

The proposed merger

• Transferor Company 1: Privi Fine Sciences Private Limited
• Transferor Company 2: Privi Biotechnologies Private Limited
• Transferee Company: Privi Speciality Chemicals Limited (the listed entity)

The Scheme is proposed under Sections 230 to 232 of the Companies Act, 2013 read with the Companies (Compromises, Arrangements and Amalgamations) Rules, 2016. In simple terms, two unlisted group companies are proposed to be absorbed into the listed company.

Meeting and voting details

• Meeting date: Tuesday, 27th October, 2026 at 12:30 p.m. (IST), through Video Conferencing / Other Audio-Visual Means; deemed venue is the registered office.
• Cut-off date for voting entitlement: Tuesday, 20th October, 2026.
• Remote e-voting: from Thursday, 22nd October, 2026 at 9:00 a.m. to Monday, 26th October, 2026 at 5:00 p.m.
• E-voting will also be available during the meeting itself.
• Physical attendance is dispensed with, and proxies are not available for this meeting; institutional or corporate shareholders may appoint authorised representatives.
• Chairperson appointed by NCLT: Mr. Mohan Prasad Tiwari, Former Member (Judicial), NCLT. Scrutinizer: Ms. Dipti Arpit Nagori, Practicing Company Secretary.
• E-voting and VC facility provider / RTA: MUFG Intime India Private Limited.

Dispatch

The notice, explanatory statement and annexures were dispatched electronically on September 24, 2026 to members whose email addresses were registered as on September 18, 2026, and are available on the company's website and the exchanges' websites. The notice will also be advertised in Business Standard (English) and Navshakti (Marathi).

What accompanies the notice

The documents circulated include the Scheme itself, a valuation report by RBSA Valuation Advisors LLP, a fairness opinion by Vivro Financial Services Private Limited, observation letters from NSE and BSE, audited financial statements of all three companies as on 31 March 2026, supplementary accounting statements, pre- and post-Scheme shareholding patterns, board reports on the effect of the Scheme, and abridged-prospectus-format information on the two unlisted companies.

Regulatory status

The resolution refers to no adverse observation letters issued by National Stock Exchange of India Limited dated 05 May, 2026 and BSE Limited dated 06 May 2026. If shareholders approve, the Scheme remains subject to sanction by the NCLT and to other approvals, permissions and sanctions of regulatory or other authorities.

Why it matters for shareholders

A merger of group entities into the listed company can change the company's assets, liabilities, revenue base and shareholding pattern. Shareholders can examine the valuation report, fairness opinion and the pre- and post-Scheme shareholding details circulated with the notice before voting. The scrutinizer's result, including the separate outcome for public shareholders, will be communicated to BSE and NSE and submitted to the NCLT.

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