Shardul Amarchand Mangaldas & Co. (SAM) acted as legal counsel to the Triveni Group in connection with a composite scheme of arrangement involving the amalgamation of Sir Shadi Lal Enterprises Limited (“SSEL”) with and into Triveni Engineering & Industries Limited (“TEIL”) and the demerger of TEIL’s Power Transmission Business into Triveni Power Transmission Limited (“TPTL”).
The Composite Scheme of Arrangement was undertaken pursuant to Sections 230 to 232 and other applicable provisions of the Companies Act, 2013.
Pursuant to the Scheme becoming effective on May 19, 2026, SSEL has been amalgamated with and into TEIL with effect from April 1, 2025 and stands dissolved, while the Power Transmission Business undertaking of TEIL has been demerged and vested into TPTL with effect from April 1, 2026.
The transaction involved a complex restructuring exercise, including the amalgamation of a listed subsidiary (SSEL) into its listed holding company (TEIL), issuance and listing of new equity shares by TEIL to the public shareholders of SSEL and cancellation of TEIL’s shareholding in SSEL. The transaction also involved the demerger of the Power Transmission Business of TEIL into TPTL (an unlisted wholly owned subsidiary of TEIL), pursuant to which TPTL would issue equity shares to the shareholders of TEIL which are proposed to be listed.
SAM advised the Triveni Group on all aspects of the transaction until receipt of the final NCLT Order, including structuring the composite scheme, drafting and finalising the scheme, advising on regulatory considerations, and assisting with obtaining approvals from the stock exchanges/ SEBI and the NCLT.
The Corporate team advising on the transaction comprised Sadia Khan, Partner, Sargam Marwaha, Principal Associate; Talin Bhardwaj, Associate; and Anubhav Anand, Manager — Compliance.
The NCLT team comprised Anirudh Das, Partner; Anirveda Sharma, Senior Associate; Nitin Sharma, Senior Associate; and Hemang Arora, Associate.
