NCLT Approves Merger of Shilpa Therapeutics with Shilpa Medicare
New Delhi: Shilpa Medicare Limited has received approval from the National Company Law Tribunal (NCLT), Bengaluru Bench, for the amalgamation of its wholly owned subsidiary, Shilpa Therapeutics Private Limited, with the parent company.
The approval was granted under Sections 230 to 232 of the Companies Act, 2013, with the Tribunal sanctioning the scheme of amalgamation and declaring it binding on all shareholders and creditors of both companies. The appointed date for the scheme has been fixed as April 1, 2025.
As per the company filing dated March 17, 2026, the certified copy of the NCLT order was received on March 16, 2026, and the scheme will come into effect upon filing the order with the Registrar of Companies.
The merger involves consolidation of a wholly owned subsidiary into its holding company, and as a result, no shares will be issued or allotted under the scheme. All shares held by the parent company in the subsidiary will stand cancelled upon the scheme becoming effective.
During the proceedings, the Tribunal noted that all sttutory authorities, including the Registrar of Companies, Regional Director, Income Tax Department and other regulators, had reviewed the scheme. Necessary undertakings were furnished by the companies addressing concerns related to statutory dues, MSME liabilities, tax implications, FEMA compliance and employee interests.
The Tribunal also observed that no objections were received from stakeholders following public notices and that requisite approvals from creditors and other parties had been obtained.
Additionally, the scheme ensures that all employees of the transferor company will be absorbed into the transferee company without any break in service and on terms not less favourable than existing conditions.
While approving the merger, the Tribunal clarified that the order does not grant exemption from payment of applicable taxes, stamp duty or other statutory charges, and the companies must comply with all relevant legal provisions.
According to the company filing, the approval marks the completion of the regulatory process for the amalgamation, paving the way for operational consolidation within the group.
