Aurobindo Pharma Approves Merger of Three Eugia Injectables Units
Hyderabad: Aurobindo Pharma Ltd has approved a proposal to file a Scheme of Amalgamation before the National Company Law Tribunal (NCLT), Hyderabad, for the merger of its two step-down wholly owned subsidiaries, Eugia Steriles Private Limited and Eugia SEZ Private Limited, with Eugia Pharma Specialities Limited, a wholly owned subsidiary of the company.
The proposal has been approved by the Boards of Directors of the respective companies as well as Aurobindo Pharma. The disclosure was made under Regulation 30 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015.
According to the company, Eugia Pharma Specialities Limited, incorporated on April 17, 2013, will act as the transferee company, while Eugia Steriles Private Limited, incorporated on July 5, 2020, and Eugia SEZ Private Limited, incorporated on February 20, 2021, will be merged into it as transferor companies. All three entities are engaged in the manufacturing of injectable pharmaceutical products.
The company also disclosed the financial performance of the three entities for the financial year ended March 31, 2026. Eugia Pharma reported a turnover of ₹27,259.04 million, Eugia Steriles recorded ₹62.7 million, while Eugia SEZ posted a turnover of ₹4,874.2 million.
Aurobindo Pharma stated that although the transaction is between two step-down subsidiaries and a wholly owned subsidiary of the company, the provisions relating to related party transactions under Section 188 of the Companies Act, 2013, and Regulation 23(5)(b) of the SEBI Listing Regulations are not applicable, as the transaction is among wholly owned subsidiaries and their holding company.
According to Aurobindo Pharma, the proposed amalgamation is aimed at simplifying the group's existing corporate structure by consolidating three companies engaged in substantially similar businesses into a single legal entity. The company said the merger is expected to eliminate duplicate corporate and administrative functions, reduce overhead costs, improve treasury management, and generate operational synergies.
The company clarified that no cash consideration or share exchange ratio is involved, as the merger is between wholly owned subsidiaries. It further stated that Aurobindo Pharma is not a party to the Scheme of Amalgamation and that the proposed transaction will not result in any change in the shareholding pattern of the listed entity.
