Happiest Minds Technologies: NCLT Approves Amalgamation with Aureustech Systems

Happiest Minds Technologies Limited has received final approval from the National Company Law Tribunal (NCLT), Bengaluru Bench, for its scheme of amalgamation with Aureustech Systems Private Limited. The appointed date for the merger is set as April 1, 2026. This order marks the culmination of the corporate restructuring process, consolidating operations and shareholders under a single entity. The NCLT’s decision is binding on all stakeholders involved.

NCLT Sanctions Amalgamation Scheme

The National Company Law Tribunal (NCLT), Bengaluru Bench, has officially approved the Scheme of Amalgamation between Happiest Minds Technologies Limited (Transferee Company) and Aureustech Systems Private Limited (Transferor Company). This final approval, received on August 18, 2026, follows earlier disclosures and proceedings related to the merger.

Key Dates and Effective Date

The Tribunal’s order specifies that the appointed date for the amalgamation will be April 1, 2026. This date signifies the effective commencement of the merger, upon which all assets, liabilities, and operations of Aureustech Systems Private Limited will be vested in Happiest Minds Technologies Limited.

Regulatory Compliance and Stakeholder Impact

The Scheme of Amalgamation was filed under Section 230-232 of the Companies Act, 2013. The NCLT’s order is binding on the directors, shareholders, and creditors of both companies. The Tribunal has directed the Petitioner Companies to ensure compliance with all applicable laws and regulations, including stamp duties and taxes, and to deliver a certified copy of the order to the Registrar of Companies, Karnataka, for registration within 30 days.

Ongoing Proceedings and Future Actions

The NCLT order confirms that pending proceedings related to the Transferor Company will continue and be enforced in the name of the Transferee Company. Furthermore, the order clarifies that the approval does not grant exemption from any statutory provisions. The GSTIN and PAN of the Transferor Company are to be surrendered within one month. The Registry is directed to issue formal orders in Form No.CAA-7, pending the filing of the Schedule of Properties.

Source: BSE

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