Intimation of NCLT order approving the Scheme of Amalgamation
M&A
▲ Positive Development
MEDIUM RISK
📅 Filed on BSE: 21 Mar 2026, 07:59 AM IST · BSE ID: 323f1359-66a0-4fdd-9113-35b668c2518b
View Original BSE Filing (PDF)
💡
In Simple Terms
Delhivery's court-approved the merger of two subsidiary companies into itself, effective April 1, 2025, once the order is filed with the Registrar.
🤖 AI Summary
- NCLT New Delhi approved merger of Spoton Logistics and Spoton Supply Chain Solutions into Delhivery on March 20, 2026
- Spoton Logistics: 206.41 lakh equity shares issued; net negative equity of INR 12,039 lakh as of December 31, 2024
- Spoton Supply Chain: 50,000 equity shares issued; net positive equity of INR 299.4 lakh as of December 31, 2024
- Appointed date April 1, 2025; scheme effective upon RoC filing of certified NCLT order
- Wholly-owned subsidiaries merger — no new shares allotted to external shareholders
🔢 Key Numbers — exact figures from BSE filing, not rounded
Spoton Logistics Pvt Ltd — Issued Paid-up Capital
206.41 lakh equity shares of INR 10 each = INR 20.64 Crore
Spoton Logistics — Total Assets (as of Dec 31, 2024)
INR 135,694 lakh
Spoton Logistics — Net Equity/(Deficit)
INR (12,039) lakh negative
Spoton Supply Chain Pvt Ltd — Issued Paid-up Capital
50,000 equity shares of INR 100 each = INR 5 lakh
Spoton Supply Chain — Total Assets (as of Dec 31, 2024)
INR 26,488 lakh
Spoton Supply Chain — Net Reserves
INR 299.40 lakh positive
NCLT Order Date
March 20, 2026
Appointed Date (Effective Date)
April 1, 2025
🏢 How This Affects the Company
Consolidation of subsidiary logistics and supply chain operations into parent listed entity. Delhivery absorbs entire business and undertaking of both Spoton entities with effect from April 1, 2025.
Balance sheet consolidation: Spoton Logistics contributes total assets of INR 135,694 lakh (non-current INR 65,155 lakh + current INR 70,539 lakh) and total liabilities of INR 147,733 lakh. Spoton Supply Chain contributes total assets of INR 26,488 lakh and liabilities of INR 24,189 lakh.
Delhivery integrates cargo logistics operations at IGI Airport New Delhi and supply chain solutions business. No separate subsidiary management structure post-merger.
Spoton Logistics carries net negative equity position (deficit of INR 12,039 lakh), now absorbed into parent balance sheet. Merger eliminates inter-company exposure but consolidates legacy liabilities into listed entity.
👥 What This Means For Shareholders
✅
Action Required
No action required. Delhivery shareholders hold shares in the listed parent entity absorbing the subsidiaries.
👤
Who Is Affected
Delhivery Limited shareholders — no share issuance or allotment to external parties. Subsidiary shareholders (Delhivery holding company) absorbed without new equity creation.
🔍
Management Signal
Strategic consolidation of wholly-owned logistics and supply chain subsidiaries into parent — simplifies group structure post-IPO; indicates focus on unified operational control.
For information only. Not investment advice. ForgeUp is not SEBI-registered.
👁 Watch List — track these upcoming events
RoC filing of certified NCLT order — confirms scheme effectiveness and statutory completion
FY26 financial results disclosure — consolidated balance sheet post-merger operational integration
BSE Regulation 31A(10) completion filing — formal promoter/subsidiary reclassification post-amalgamation
MEDIUM RISK
Spoton Logistics negative equity of INR 12,039 lakh burden now consolidated into parent. Combined liabilities INR 171,922 lakh absorbed. Execution risk until RoC filing completed.
💡 Investor Takeaway
NCLT order dated March 20, 2026 confirms merger of Spoton Logistics (INR 135,694 lakh assets) and Spoton Supply Chain (INR 26,488 lakh assets) into Delhivery effective April 1, 2025. Wholly-owned subsidiary consolidation approved; completion pending RoC filing of certified order.
⚖️ Strengths & Concerns
✅ Positives
- NCLT sanction obtained — regulatory approval removes execution risk for scheme completion
- Wholly-owned subsidiary merger — no external shareholder dissent risk; written shareholder consents obtained
⚠️ Concerns
- Spoton Logistics net negative equity of INR 12,039 lakh — accumulated losses burden transferred to parent
- Combined liabilities of INR 171,922 lakh absorbed by parent — debt consolidation into listed entity
📅 Company Track Record
No prior BSE filings found. Delhivery incorporated June 22, 2011 (then SSN Logistics Pvt Ltd). Spoton Logistics incorporated November 17, 2011 (earlier Startrek Logistics). Spoton Supply Chain incorporated May 1, 2008 (earlier Raag Technologies). All Delhi-registered; merger under NCLT New Delhi jurisdiction.
Based on publicly available historical data. For context only.