NCLT Order on 1st motion application

Magnum Ventures Limited CIN: L21093UW1980PLC257634 Registered Office: Room No. 101, 64/6, Site-IV, Industrial Area, Sahibabad, Ghaziabad-201010, Uttar Pradesh, Phone: 0120-455 1512 E-mail: info@magnumventures.in Website: www.magnumventures.in Date: 25th September, 2026 Department of Corporate Services Department of Corporate Communications BSE Limited National Stock Exchange India Limited Phiroj JeeJeeboy Tower, Exchange Plaza, Bandra-Kurla Complex Dalal Street, Fort Bandra(E) Mumbai-400001 Mumbai-400 051 Ref: Scrip Code BSE: 532896, 975493, 977878 NSE: MAGNUM Subject: Intimation regarding order by the Hon’ble National Company Law Tribunal in relation to the Scheme of Arrangement between Magnum Ventures Limited and Magnum Paperz Limited Dear Sir/Madam, In furtherance to our earlier intimation dated 27 February 2026 with respect to the Scheme of Arrangement between Magnum Ventures Limited and Magnum Paperz Limited, and their respective shareholders and creditors, we are pleased to inform you that the Hon’ble National Company Law Tribunal (“NCLT”), has pronounced its order on 22nd September 2026 in relation to the First Motion Application filed in connection with the aforesaid Scheme of Arrangement. The copy of the order was uploaded today, on 25th September 2026 on NCLT Portal. A copy of the said order pronounced by the Hon’ble NCLT is enclosed herewith for your information and records. You are requested to kindly take the above information on record. Thanking You, For MAGNUM VENTURES LIMITED Aaina Gupta Company Secretary cum Compliance Officer Encl.: Copy of the Order passed by the Hon’ble NCLT IN THE NATIONAL COMPANY LAW TRIBUNAL ALLAHABAD BENCH, PRAYAGRAJ CA (CAA) NO.17/ALD/2026 (FIRST MOTION) (Under Sections 230 & 232 r/w Section 66 and other relevant provisions of the Companies Act, 2013, the Companies (compromises, arrangements and amalgamations) Rules, 2016) and other applicable rules made thereunder) IN THE MATTER OF SCHEME OF ARRANGEMENT OF: MAGNUM VENTURES LIMITED CIN: L21093UW1980PLC257634 PAN: AAACM6054H A Company incorporated under the provisions of the Companies Act, 1956, and having its registered office at Room No. 101, 64/6, Industrial Area, Site-IV, Sahibabad Ghaziabad-201010, Uttar Pradesh, E-mail: cs_mvl@cissahibabad.in Website: www.magnumventures.in ……..Applicant No.1/Demerged Company MAGNUM PAPERZ LIMITED CIN: U17013UP2025PLC233401 PAN: AATCM9133G A Company incorporated under the provisions of the Companies Act, 2013, and having its registered office at 18/41, Industrial Area, Site-4, Sahibabad, Ghaziabad- 201010, Uttar Pradesh E-mail: magnumpaperzltd@gmail.com ………Applicant No.2/Resulting Company Order pronounced on: 22.09.2026 Coram: Sh. Praveen Gupta : Member (Judicial) Sh. Ashish Verma : Member (Technical) CA (CAA) NO.17/ALD/2026 (FIRST MOTION) IN THE NATIONAL COMPANY LAW TRIBUNAL ALLAHABAD BENCH, PRAYAGRAJ Page 1 of 24 Appearances: Sh. Kartikeya Goel, Adv. : For the Applicant Companies ORDER 1. This is a First motion Application filed by the Applicant Companies namely- Magnum Ventures Limited (the Demerged Company/Applicant Company No. 1) and Magnum Paperz Limited (the Resulting Company/Applicant Company No. 2) under Sections 230 & 232 read with Section 66 of the Companies Act, 2013 (the Act), the Companies (Compromises, Arrangements and Amalgamations) Rules, 2016, and other applicable provisions, if any, in relation to the Scheme of Arrangement among Magnum Ventures Limited and Magnum Paperz Limited. The said Scheme is attached as Annexure: A-5 of the Application. 2. The Applicant Companies have prayed for the following reliefs: a. Dispense with the requirement of convening the meeting of the Preference Shareholders of the Demerged Company, in view of the consent affidavit placed on record. b. Dispense with the requirement of convening the meeting of the Equity Shareholders and Unsecured Creditors of the Resulting Company in view of the consent affidavits placed on record. The Resulting Company does not have any Secured Creditor. c. Direct the convening of separate meetings of the Equity Shareholders, Secured Non-Convertible Debenture Holders, Secured Creditors and CA (CAA) NO.17/ALD/2026 (FIRST MOTION) IN THE NATIONAL COMPANY LAW TRIBUNAL ALLAHABAD BENCH, PRAYAGRAJ Page 2 of 24 the Unsecured Creditors of the Demerged Company, through Video Conferencing with facility of remote e-voting. d. Appoint a common Chairperson to chair the aforesaid meetings and direct such Chairperson to submit his/her Report(s) to this Hon’ble Tribunal and further appoint a common Scrutinizer for the said meetings. e. Fix the quorum for the proposed meetings in the following manner: Further, if the Quorum is not present in the meeting, the meeting may be adjourned for 30 minutes and the person(s) present in the adjourned meeting may be treated the proper quorum. Or such other quorum may be fixed as this Hon’ble Tribunal may deem fit and proper. 3. The Applicant No. 1/Demerged Company-Magnum Ventures Limited is engaged in paper manufacturing and hospitality business. The Demerged Company has following business verticals: a. Paper Business: Magnum Ventures Limited is engaged in manufacturing of paper and paper products from wastepaper through its manufacturing facilities at Sahibabad, District Ghaziabad, Uttar Pradesh, in Delhi NCR, together with all activities incidental or ancillary thereto. b. Hotel Business: The Company owns and operates a Five Star Hotel under the brand “Country Inn & Suites by Radisson”, situated at Sahibabad, District Ghaziabad, Uttar Pradesh, Delhi NCR, together with all activities incidental or ancillary thereto. The Hotel has a distinction of being the all-vegetarian hotel formally certified as a Five Star Hotel by the Hotel & Restaurant Approval and Classification Committee CA (CAA) NO.17/ALD/2026 (FIRST MOTION) IN THE NATIONAL COMPANY LAW TRIBUNAL ALLAHABAD BENCH, PRAYAGRAJ Page 3 of 24 (HRACC), Ministry of Tourism, Government of India. Thus, the Company has two distinct business verticals. 4. The Applicant No. 2/Resulting Company-Magnum Paperz Limited was incorporated on 22nd September, 2025 to carry on the business of manufacturing paper and paper products, and other related and ancillary activities. 5. It is submitted that the Demerged Company and the Resulting Company have their respective registered office in the State of Uttar Pradesh and hence are under the jurisdiction of this Bench. 6. The rationale of the Scheme is given below: I. Circumstances justifying the Demerger of the ‘Paper Business’ of Magnum Ventures Limited into Magnum Paperz Limited: i. Existing Business Verticals: Magnum Ventures Limited (the Demerged Company) is engaged in two distinct business verticals, namely: a. Paper Business: The business of manufacturing paper and paper products from wastepaper through its manufacturing facilities located at Sahibabad, District Ghaziabad, Uttar Pradesh (Delhi NCR), together with all activities incidental or ancillary thereto. b. Hotel Business: The business of owning and operating a Five Star Hotel under the brand “Country Inn & Suites by Radisson”, situated at Sahibabad, District Ghaziabad, Uttar Pradesh (Delhi NCR), together with all activities incidental or CA (CAA) NO.17/ALD/2026 (FIRST MOTION) IN THE NATIONAL COMPANY LAW TRIBUNAL ALLAHABAD BENCH, PRAYAGRAJ Page 4 of 24 ancillary thereto. The said hotel has the distinction of being an all-vegetarian hotel formally certified as a Five Star Hotel by the Hotel & Restaurant Approval and Classification Committee (HRACC), Ministry of Tourism, Government of India. ii. Distinct Nature of Businesses: The Paper Business and the Hotel Business are inherently different in nature, with distinct operational characteristics, risk profiles and regulatory requirements, and require separate management focus and specialised skill sets. iii. Focused Business Strategy: The management of the Demerged Company proposes to hive off the Paper Business into a separate entit [Showing first 8,000 characters — download PDF for full document]