The National Company Law Tribunal (NCLT), Chennai Bench, has officially approved the Scheme of Amalgamation of Dhanuka Laboratories Limited with Orchid Pharma Limited. This significant development, announced on June 12, 2026, marks the completion of a major step in the merger process. The ‘Appointed Date’ for the scheme has been set as April 01, 2024, with the effective date to be confirmed upon completion of all stipulated steps. This amalgamation is expected to create a more robust and synergized entity.
NCLT Sanctions Amalgamation Scheme
Orchid Pharma Limited has announced a pivotal moment in its corporate journey with the approval of its Scheme of Amalgamation by the Hon’ble National Company Law Tribunal (NCLT), Chennai Bench. The order was pronounced on June 05, 2026, and subsequently made available on the NCLT’s official website on June 11, 2026. This approval finalizes the merger of Dhanuka Laboratories Limited (the Amalgamating Company) with Orchid Pharma Limited (the Amalgamated Company), as per Regulation 30 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015.
Key Dates and Scheme Details
In accordance with the approved Scheme and the NCLT’s order, the critical ‘Appointed Date’ for the amalgamation has been fixed as April 01, 2024. The Scheme will formally become effective upon the fulfillment of all remaining procedural steps outlined in the agreement. Orchid Pharma Limited will inform the stock exchanges once the amalgamation is fully effective. The company expressed gratitude for the support received throughout this process.
Rationale and Benefits of Amalgamation
The amalgamation aims to create a larger, more competitive entity with enhanced operational synergies. Key benefits highlighted include a potential increase in sales turnover, improved management efficiency, broader product offerings, and expanded geographical footprints. The merger is expected to yield beneficial results by pooling financial and managerial resources, leading to a stronger balance sheet and increased attractiveness to investors. Furthermore, it seeks to streamline the group structure by reducing the number of legal entities and associated administrative costs.
Regulatory Compliance and Approvals
The NCLT’s approval follows a thorough review process, including reports and observations from various statutory authorities. The Income Tax Department has indicated no objection, subject to certain conditions, while reserving its right to pursue independent proceedings. The Official Liquidator also raised no objection, contingent upon specific undertakings regarding employee protection and the fixing of record dates. The Tribunal’s order confirms that the Scheme is not detrimental to the interests of the members and that all statutory compliances have been met.
Operational Impact
Upon the Scheme becoming effective, all properties, rights, interests, liabilities, powers, engagements, obligations, and duties of Dhanuka Laboratories Limited will be transferred to and vested in Orchid Pharma Limited. All pending proceedings, whether civil or criminal, will continue by or against the amalgamated entity. Furthermore, all employees of Dhanuka Laboratories Limited in service on the date immediately preceding the effective date will become employees of Orchid Pharma Limited without any break or interruption in service, retaining their existing benefits.
Source: BSE
