Further to our letter dated July 24, 2026, please note that the Company has received the certified true copy of the order issued by the Hon''ble National Company Law Tribunal , Jaipur Bench ....
REGULATORY
◆ Monitor Closely
LOW RISK
📅 Filed on BSE: 14 Apr 2026, 03:34 PM IST · BSE ID: 9064f559-2254-4c7d-96bc-a5556c45d4ef
View Original BSE Filing (PDF)
💡
In Simple Terms
A court has approved the company's plan to merge Vishal Personal Care Limited into itself, completing a major restructuring of its personal care business.
🤖 AI Summary
- NCLT Jaipur Bench issued final order sanctioning demerger scheme between Vishal Personal Care and Bajaj Consumer Care on April 13, 2026
- Scheme covers merger of Vishal Personal Care Limited (demerged company) into Bajaj Consumer Care Limited (resulting company) and shareholders
- Order filed under Sections 230-232 of Companies Act, 2013; certified copy received by company on April 13, 2026
- Scheme becomes effective upon filing certified NCLT order with Registrar of Companies in e-form INC-28 — pending physical copy collection
- Material event disclosed under Regulation 30 LODR; continuation of July 24, 2025 intimation with completion notification
🔢 Key Numbers — exact figures from BSE filing, not rounded
NCLT order date
April 13, 2026
Scheme statutory reference
Sections 230-232, Companies Act 2013
NCLT bench location
Jaipur Bench
🏢 How This Affects the Company
The demerger consolidates personal care operations under Bajaj Consumer Care Limited as the resulting company. Vishal Personal Care Limited shareholders receive agreed consideration through the scheme, integrating separate business entities into unified structure.
Scheme completion triggers balance sheet consolidation and integration of Vishal Personal Care Limited's assets, liabilities, and equity into Bajaj Consumer Care Limited upon effective date. Financial statements will reflect combined entity post-effectiveness.
Post-scheme effectiveness, Vishal Personal Care Limited ceases to exist as a separate legal entity, with all operations, workforce, assets, and liabilities transferring to Bajaj Consumer Care Limited. This consolidates management, governance, and operational structures.
Scheme completion eliminates separation risk between entities. Integration execution carries standard corporate reorganization risks including duplicate function consolidation, employee transitions, and operational continuity management during merger implementation.
👥 What This Means For Shareholders
✅
Action Required
Shareholders should monitor announcement of scheme effective date following ROC filing and review the scheme merger ratio and consideration terms disclosed in earlier intimations.
👤
Who Is Affected
Shareholders of both Vishal Personal Care Limited (demerged company) and Bajaj Consumer Care Limited (resulting company) are affected. Vishal shareholders receive agreed consideration; Bajaj shareholders' equity integrates merged entity.
🔍
Management Signal
NCLT approval demonstrates management commitment to execute planned group restructuring. Court sanction reflects management's fiduciary compliance with statutory merger requirements under Companies Act 2013.
For information only. Not investment advice. ForgeUp is not SEBI-registered.
👁 Watch List — track these upcoming events
Announcement of scheme effective date following e-form INC-28 ROC filing — confirms legal effectiveness and integration trigger date
Disclosure of revised shareholding pattern post-merger — shows integrated entity's promoter and public shareholding structure
Next quarterly results covering post-merger period — validates operational consolidation success and combined financial performance
LOW RISK
NCLT court approval eliminates legal and regulatory risk. Remaining risk is standard operational integration execution risk post-effectiveness filing.
💡 Investor Takeaway
NCLT has sanctioned the demerger scheme between Vishal Personal Care Limited and Bajaj Consumer Care Limited through binding court order dated April 13, 2026. Scheme becomes legally effective upon filing certified order with Registrar of Companies. This removes regulatory uncertainty and advances the planned corporate restructuring.
⚖️ Strengths & Concerns
✅ Positives
- NCLT court approval obtained — legally binding order removes regulatory uncertainty for scheme implementation and shareholder protection confirmed
- Formal order received with certified copy — establishes clear milestone completion enabling definitive filing with Registrar of Companies
⚠️ Concerns
- Physical order copy still pending collection from NCLT registry — creates minor operational delay before formal effectiveness filing with ROC
- No financial details disclosed in filing — shareholder merger ratio, consideration terms, and integration timeline remain undisclosed in this notification