Arisinfra Solutions Limited has informed the exchange about Hon''ble NCLT order allowing first motion application

Date: 08.10.2026 To, To, General Manager Manager - Listing Compliance Department of Corporate Services, National Stock Exchange of India Limited BSE Limited ‘Exchange Plaza’. C-1, Block G, P.J. Towers, Dalal Street, Bandra Kurla Complex, Mumbai - 400 001 Bandra (E), Mumbai - 400 051 BSE Security Code: 544419 NSE Symbol: ARIS Dear Sir/ Madam Sub: Order of the National Company Law Tribunal in relation to Scheme of Amalgamation. Ref: Regulation 30 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015. Pursuant to the provisions of Regulations 30 the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 (“Listing Regulations”) and in continuation of our previous intimation dated 18th March 2026, we are pleased to inform you that the Hon’ble National Company Law Tribunal, Mumbai Bench, (“Tribunal”) has passed an order dated 7th October 2026 (received on 8th October 2026), in relation to the application filed by Arisunitern Re Solutions Private Limited (“First Applicant Company”) and Arisinfra Solutions Limited (“Second Applicant Company”) (Collectively referred to as the “Applicant Companies”) under Section 230 – 232 and other applicable provisions of the Companies Act, 2013 in connection with the proposed Scheme of Amalgamation of Arisunitern Re Solutions Private Limited (“AUSPL” or “Transferor Company”) with Arisinfra Solutions Limited (“ASL” or “Transferee Company”) and their respective shareholders (“Scheme”). The Hon’ble Tribunal has, inter alia: • Admitted the application filed by the Applicant Companies in relation to the Scheme; • Issued directions for convening meetings of the shareholders and secured creditors of the Second Applicant Company, as applicable, for the purpose of considering and approving the proposed Scheme; • Directed issuance of notices to the unsecured creditors of the Applicant Companies having an outstanding amount of Rs. 1,00,000/- or more, concerned regulatory authorities and stakeholders; and • Directed the Applicant Companies to undertake publication of notices and other procedural compliances as required under applicable laws. The said order is procedural in nature, providing directions for conducting meetings of equity shareholders and secured creditors and completing statutory formalities in connection with the proposed Scheme. The Scheme shall be subject to the approval of the shareholders and secured creditors, as applicable, and other statutory and regulatory approvals, including the final sanction of the Hon’ble Tribunal. The necessary details of the respective meetings will be shared separately. The copy of the order received from the Hon’ble Tribunal is enclosed herewith. Kindly take the above information on record. Yours sincerely, For ARISINFRA SOLUTIONS LIMITED Latesh Shailesh Shah Company Secretary and Compliance Officer ICSI Membership No.: F12559 Place: Mumbai IN THE NATIONAL COMPANY LAW TRIBUNAL MUMBAI BENCH-I C.A. (CAA) NO. 163 (MB)/2026 In the matter of The Companies Act, 2013 (18 of 2013) In the matter of Sections 230 to 232 read with Section 234 and other applicable provisions of the Companies Act, 2013 read with the Companies (Compromises, Arrangements and Amalgamations) Rules, 2016; In the matter of Scheme of Amalgamation between ARISUNITERN RE SOLUTIONS PRIVATE LIMITED …First Applicant Company/ Amalgamating Company/Transferor Company ARISINFRA SOLUTIONS LIMITED … Second Applicant Company/ Amalgamated Company/ Transferee Company [collectively referred to as the “Applicant Companies”] ORDER PRONOUNCED ON 07.10.2026 Coram: Sh. Prabhat Kumar Sh. Sushil Mahadeorao Kochey Hon’ble Member (Technical) Hon’ble Member (Judicial) IN THE NATIONAL COMPANY LAW TRIBUNAL MUMBAI BENCH-I C.A. (CAA) NO. 163/MB/2026 Appearances FOR The Applicant Companies : Adv. Hemant Sethi For the First RD-1 West : Altap Shaikh ICLS ORDER 1. Heard the learned Counsel for the Applicant Companies. 2. The present Scheme is a Scheme of Amalgamation of ARISUNITERN RE SOLUTIONS PRIVATE LIMITED (‘The First Applicant Company/ Amalgamating Company / Transferor Company’) and ARISINFRA SOLUTIONS LIMITED (‘The Second Applicant Company/ The Transferee Company/Amalgamated Company') [The First Applicant Company/Transferor Company/ Amalgamating Company and The Second Applicant Company/ Transferee Company/ Amalgamated Company' are collectively referred to as ‘The Applicant Companies] and their respective shareholders and creditors under sections 230 to 232 of the Companies Act, 2013, for seeking following reliefs: a) That this Hon'ble Tribunal be pleased to direct the dispensation from convening and holding of the meeting of the equity shareholders of the First Applicant Company, to consider, and if thought fit, approve, with or without modification(s), the proposed Scheme of Amalgamation of Arisunitern Re Solutions Private Limited ("AUSPL or "Transferor Company") with Arisinfra Solutions Limited ("ASL" or "Transferee Company") and their respective shareholders under Sections 230 to 232 and other applicable provisions of the Companies Act, 2013 ("Scheme"); Page 2 of 19 IN THE NATIONAL COMPANY LAW TRIBUNAL MUMBAI BENCH-I C.A. (CAA) NO. 163/MB/2026 b) That this Hon'ble Tribunal be pleased to direct the convening and holding of the meeting of the equity shareholders of the Second Applicant Company, through video conferencing or other audio visual means, to consider, and if thought fit, approve, with or without modification(s), the proposed Scheme of Amalgamation of Arisunitern Re Solutions Private Limited ("AUSPL" or "Transferor Company") with Arisinfra Solutions Limited ("ASL" or "Transferee Company") and their respective shareholders ("Scheme") under Sections 230 to 232 and other applicable provisions of the Companies Act, 2013 and issue directions regarding appointment of the chairperson and scrutinizer, voting mechanism and matters connected thereto; c) That the Hon'ble Tribunal be pleased to dispense with the requirement of convening and holding of the meeting of the Secured Creditors of the First Applicant Company as there are no Secured Creditors in the First Applicant Соmрany; d) That this Hon'ble Tribunal be pleased to dispense with the requirement of convening and holding of the meeting of the Secured Creditors of the Second Applicant Company on the basis of that the Second Applicant Company shall procure consent affidavits from all the secured creditors of the Second Applicant Company before the date fixed for the final bearing of the petition. e) That the Hon'ble Tribunal be pleased to dispense with the meeting of the Unsecured Creditors of the First Applicant Company as there is no arrangement or compromise with the Unsecured Creditors of the First Applicant Company Page 3 of 19 IN THE NATIONAL COMPANY LAW TRIBUNAL MUMBAI BENCH-I C.A. (CAA) NO. 163/MB/2026 and necessary directions to be given to serve the notice of Scheme upon the said Unsecured Creditors, f) That the Hon'ble Tribunal be pleased to dispense with the meeting of the Unsecured Creditors of the Second Applicant Company as there is no arrangement or compromise with the Unsecured Creditors of the Second Applicant Company and necessary directions to be given to serve the notice of Scheme upon the said Unsecured Creditors, g) That this Hon'ble Tribunal be pleased to direct the Applicant Companies to serve notices upon (i) the Central Government through the Regional Director, Western Region Directorate I, Ministry of Corporate Affairs; (ii) the Registrar of Companies Mumbai 1; (iii) Official Liquidator (iv) the Income Tax Authority; (v) the Goods & Services Tax (GST) Authority; and any sectoral regulator, as applicable, pursuant to Section 230(5) of the Companies Act, 2013 read with Rule 8 of the Companies (Compromises, Arrangements and Amalgamations) Rules, 2016; h) Any other reliefs that this Hon'ble Tribunal may consider fit and proper. 3. The First Applicant Company/ Amalgamating Company/ Transferor Company, ARISUNITERN RE SOLUTI [Showing first 8,000 characters — download PDF for full document]