NSEScheme of Arrangement29 Sept 2026 · 29 Sept 2026, 08:48 pm
Scheme of Arrangement
Time Technoplast Limited · TIMETECHNO
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Time Technoplast Limited has informed the Exchange about approval of the scheme of amalgamation (merger by absorption) of TPL Plastech Limited with Time Technoplast Limited and their respective shareholders and creditors.
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Growth Catalyst8/10
Governance Concern2/10
Regulatory Risk4/10
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Market Sentiment5/10
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Full Announcement
Time Technoplast Limited has informed the Exchange about approval of the scheme of amalgamation (merger by absorption) of TPL Plastech Limited with Time Technoplast Limited and their respective shareholders and creditors.
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TlmE7
September 29, 2026
BSEL imited
National Stock Exchange of India Ltd.
lst Floor, New Trading Ring,
Exchange Plaza, 5th Floor,
Plot No. C-1,B lockG , Rotunda Building,
Bandra – Kurla Complex, P.J.T owers, DalaI Street,
Fort, Mumbai – 400 001
Bandra (East), Mumbai – 400 051
Scrip Code: 532856
Symbol: TIMETECHNO
Meeting Commencement Time 04:00 p.m.
Meeting Conclusion Time 06:00 p.m.
DearS ir/Madam,
sub: Outcome of Board Meeting held on September 29, 2026
This is in continuation to our letter dated August 26, 2026 intimating that the Board of
Directors at its meeting held on August 26, 2026 had accorded its in-principle approvalt o
the proposed merger of TPLP lastechL imited (“TPL” or “Transferor Company”) with Time
Technoplast Limited/ subject to/ inter alia, the appointment of a registered valuer and a
merchant banker/ and the determination of the share exchanger atio.
Pursuant to Regulation 30 of the SEBI (Listing Obligations and Disclosure Requirernents)
Regulations2/ 015 (“Listing Regulations”),w e wish to inform you that the Audit Committee,
the Committee of Independent Directors and the Board of Directors of Time Technoplast
Limited (“TTL” or “the Company” or “Transferee Company") at their meetings held today i.e.
September 29, 2026, have inter alia reviewed the valuation report and the share exchange
ratio/ and the Board/ basedo n the recommendationosf the Audit Committeea nd the
Committee of Independent Directors, has approved the scheme of amalgamation (merger
by absorption) of TPL with the Company and their respective shareholders and creditors,
with effect from the Appointed Date of April 1, 2026, under Sections2 30 to 232 and other
applicable provisions of the CompaniesA ct, 2013 read with the rules made thereunder
(“Scheme”).
The Scheme inter alia provides for the amalgamation of TPL with the Company, dissolution
of TPLw ithout winding up or any further act, deed or thing, and issuanceo f equity shareso f
the Companyto the shareholderso f TPL( other than the Company)a s per the share
exchanger atio, being 403 (Four Hundred and Three) fully paid-up equitY shareso f TTLo f
Rl/_ each for every 1/000 (One Thousand) fully paid-up equity shares of TPL of q2/- each,
and various other matters incidental thereto.
TIME TECHNOPLAST LTD.
Bringing Polymers To Life
CIN : L27203DD1989PLC003240
Rogd. Office : 101, lst Floor, Centre Point, Somnath Daman Road, Somnath, Dabhol, Nani Daman, Daman - 396210
CorpC, H:. 55,C orTnraAtvee nu2en, dF kx)rS, akVi ihaRr oad,Andh(Eena stM), umb-a 4i CX07) 2IN DIAT el:. 9 1-22-71W119 9F ax: 91-22-28H5772 Emai:l Wmetnhnopbst.mmW ebsi:t we w,timetaclrst.mm
80) 26608056/61 Baddi : 9816720202/9816700202/9816820202C hennai (044) 4501 0019/29 Delhi : (0120) 4326144/4284946 Hyderabad : 9849019428 Kolkata : (033) 46037097/98
TlmEl"'
The Scheme is, inter alia, subject to the receipt of statutory and regulatory approvals,
including approvals from BSEL imited and National Stock Exchangeo f India Limited, the
jurisdictional National CompanyL awT ribunal Bench,a nd the shareholdersa nd creditors of
the respective companies involved in the Scheme.
The details as required under Regulation 30 of the Listing Regulations read with SEBIM aster
Circular No. HO/49/14/14(7)2025-CFD-POD2/1/3762/2d0a2t6e d January 30, 2026 are
encloseda sA nnexureA .
YoursF aithfully,
ForT imeT echnoplastL imited
Manoj Kumar Mewara
Sr. VP Finance and Company Secretary
TIME TECHNOPLAST LTD.
VUtha visIon for the future
TlmE7
Annexure A
Disclosureu nder Regulation 30 of the Securitiesa nd ExchangeB oard of India (Listing
Obligations and Disclosure Requirements) Regulations, 2015.
Sr. Particulars Details of Information
1 name of the entity(ies) Nameo f the Entities:T PLP lastechL imited( "Transferor
forming part of the Company") and Time Technoplast Limited ("Transferee
amalgamation/merger, Company").
details in brief such as,
size,t urnover etc.; The Transferor Company is a 74.86% subsidiary of the
Transferee Company.
The audited consolidated turnover, net worth and net
profit of the companies as on March 31, 2026 are as
under:
(Ri n lakhs)
TPL Time Technoplast
Plastech Limited
Particulars
Limited
Turnover 42,266.31 6,11,440.46
Net Worth
16,889.68 4,16,620.97
Net Profit 2,907.07 46,872.48
2 whether the transaction No, in terms of GeneralC ircular No. 30/2014 dated July
would fall within related 17, 2014 issuedb y the Ministry of CorporateA ffairs,
party transactions?i f yes, transactions arising out of compromises, arrangements
and amalgamations under the Companies Act, 2013 will
whether the samei s done
not attract the requirementso f Section 188o f the Act.
at “arm’s length";
3 area of business of the TPL Plastech Limited: Manufacturing of industrial
entity(ies); packaging products, including plastic jerry cans, drums
and Intermediate Bulk Containers (IBC).
Time Technoplast Limited: Manufacturing of packaging
products (plastic drums, jerry cans/pails, IBCs),
composite products (LPG,C NG, hydrogen cylinders, fire
extinguishers),P Ep ipes, and other productsi ncluding
MOX films, auto products, and turf and matting.
TIME TECHNOPLASTL TD.
With a vision for the future
Sr. Particulars Detailso f Information
4 rationale for Rationalef or amalgamation/merger:
amalgamation/
The proposed merger of TPL Plastech Limited with Time
merger;
Technoplast Limited would, inter-alia, enable realisation of the
following benefits:
a) integration of the manufacturing units and product lines of
both companies,e nabling each distinct product category
to be handled by a dedicated unit within Time Technoplast
Limited;
b) rationalised, product-focused unit-wise operations
expected to provide greater impetus to product
development, foster innovation, and improve overall
manufacturing and operational efficiency;
c) simplification of the Group structure and reduction in
related party transactions, thereby lowering compliance
anda dministrativeb urden;
d) pooling of financial, managerial,a nd technical resources,
leading to optimal utilisation of resources and cost
efficiencies;
e) strengtheningo f the financial position of the consolidated
entity;
f) generation of operational and financial synergies to
support long-term sustainableg rowth, thereby enhancing
valuef or all stakeholdersc oncerned.
The Scheme is in the interest of all stakeholders of both TPL
Plastech Limited and Time Technoplast Limited.
5+ in case of cash TPLs hareholdersw ill receive 403 fully paid-up equity shareso f
consideration – TTL (face value Rs. 1/- each) for every 1,000 fully paid-up equity
amount or shares of TPL (face value Rs. 2/- each) held by them.
otherwise share
exchange ratio; The Share ExchangeR atio has been arrived at based on
Valuation Report of Mr. Nitesh Chaturvedi, Independent
RegisteredV aluer and confirmed by a FairnessO pinion of Axial
Capital Private Limited (Category 1 Merchant Banker).
TIME TECHNOPLAST LTD.
WIth a visIon for the future
Particulars Detailso f Information
brief details of TransferorC ompany- TPLP lastechL imited
change in Category Pre-merger Post-merger
shareholding
pattern (if any)of No. of % of No. of % of
listed entity. shares voting shares voting
rights rights
Promoter 5,83,96,260 74.86% 0 0.00%
Promoter
Group
Public 1,96,06,740 25.14% 0 0.00%
Total 7,80,03,000 100,00% 0 0.00%
Shares held by Time TechnoplastL imited (promoter) stand
cancelled on merger; TPLi s dissolved without winding up.
Transferee Company – Time Technoplast Limited
Resultantly, basis the shareholding pattern of Transferee
Company, the Company is expected to issue 79,01,516 equity
sharest o the shareholderosf TransferorC ompanyb asisw hich
the pre and post-mergers hareholdingp attern would be as
under:
Category Pre-merger Post-merger
No. of % of No. of % of
shares voting shares voting
rights rights
Promoter 23,43,45,608 47.47% 23,43,45,608 46.73%
Promoter
Group
Public 2,59,289,771 52.53% 26,71,91,287 53.27%
Total 49,36,35,379 100,00% 50, 15,36,895 100,00%
Pre-merger 49,36,35,379 shares; 79,O1,516 new
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