Board approves merger with Time Technoplast; 403 TTL shares for every 1,000 shares held
The Board has approved a scheme of amalgamation (merger by absorption) of the company into its parent, Time Technoplast Ltd (TTL), effective from the Appointed Date of April 1, 2026.
- Appointed Date
- April 1, 2026
- Share Exchange Ratio
- 403 fully paid-up TTL shares of Rs. 1/- each for every 1,000 shares of Rs. 2/- each held
- New Shares to be Issued
- 79,01,516 new equity shares by TTL
- TTL Shareholding Change
- Promoter holding moves from 47.47% to 46.73%; public from 52.53% to 53.27%
- TPL Subsidiary Status
- 74.86% subsidiary of TTL
What was decided
The Audit Committee, the Committee of Independent Directors and the Board approved a scheme of amalgamation (merger by absorption) of TPL Plastech Limited (Transferor) with Time Technoplast Limited (Transferee) under Sections 230 to 232 of the Companies Act, 2013, with effect from the Appointed Date of April 1, 2026. This follows the in-principle approval given on August 26, 2026.
Share exchange ratio
- 403 fully paid-up equity shares of TTL of Rs. 1/- each for every 1,000 fully paid-up equity shares of TPL of Rs. 2/- each.
- Based on a valuation report by Mr. Nitesh Chaturvedi, Independent Registered Valuer, confirmed by a fairness opinion from Axial Capital Private Limited (Category I Merchant Banker).
Structure
TPL is a 74.86% subsidiary of TTL. On merger, TPL will be dissolved without winding up, and shares held by TTL in TPL stand cancelled. TTL shares will be issued only to TPL shareholders other than TTL.
Financials as on March 31, 2026 (consolidated, Rs. in lakhs)
- Turnover: TPL 42,266.31; TTL 6,11,440.46
- Net Worth: TPL 16,889.68; TTL 4,16,620.97
- Net Profit: TPL 2,907.07; TTL 46,872.48
Shareholding impact
- TPL pre-merger total shares: 7,80,03,000 (Promoter 5,83,96,260 at 74.86%, Public 1,96,06,740 at 25.14%); post-merger nil.
- TTL expected to issue 79,01,516 new equity shares.
- TTL total shares move from 49,36,35,379 to 50,15,36,895.
- TTL promoter holding moves from 47.47% to 46.73%; public from 52.53% to 53.27%.
- The final number issued depends on the shareholding pattern on the Record Date and may change.
Stated rationale
- Integration of manufacturing units and product lines, with each product category handled by a dedicated unit within TTL.
- Product-focused unit-wise operations to aid product development and operational efficiency.
- Simpler group structure and fewer related party transactions.
- Pooling of financial, managerial and technical resources, and cost efficiencies.
- Strengthening of the financial position of the consolidated entity and long-term synergies.
Approvals pending
The Scheme is subject to statutory and regulatory approvals, including from BSE, NSE, the jurisdictional NCLT bench, and the shareholders and creditors of both companies.
What it means for shareholders
If the Scheme goes through, holders of TPL shares would cease to hold a listed TPL share and would instead hold TTL shares in the stated ratio. The transaction is not treated as a related party transaction under the MCA circular cited. Timelines depend on the regulatory and court process.
Also from TPL Plastech
Board approves merger by absorption into Time Technoplast; 403 TTL shares for every 1,000 shares held
29 Sep 2026
Board to Consider Merger Scheme with Parent Time Technoplast on Sept 29, 2026
24 Sep 2026
More numbers
- Share exchange: TTL shares issued403
- Share exchange: TPL shares held1,000
- TTL face valueRs. 1/-
- TPL face valueRs. 2/-
- TTL holding in TPL74.86%
- TPL turnover FY26 (Rs. in lakhs)42,266.31
- TTL turnover FY26 (Rs. in lakhs)6,11,440.46
- TPL net profit FY26 (Rs. in lakhs)2,907.07
- TTL net profit FY26 (Rs. in lakhs)46,872.48
- New TTL shares expected to be issued79,01,516
- TTL shares pre-merger49,36,35,379
- TTL promoter holding post-merger46.73%
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