NSEGeneral Updates2d ago · 13 Oct 2026, 05:22 pm

General Updates

Aequs Limited · AEQUS

✦ AI Summary▼ NegativeRegulatory

Aequs Limited has informed the Exchange about the rejection of the Scheme of Amalgamation between Aequs Limited and its wholly-owned subsidiaries by the Office of the Regional Director, South Western Region, Ministry of Corporate Affairs, Government of India. The rejection is due to the Transferee Company's violation of the provisions of Section 233(1)(b) of the Companies Act, 2013, as the scheme was not approved by members or class of members at the general meeting holding at least 90% of the total value of shares.

Analysis Scores

Earnings Impact5/10
Growth Catalyst2/10
Governance Concern8/10
Regulatory Risk9/10
Balance Sheet Risk4/10
Liquidity Impact6/10
Market Sentiment3/10

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Full Announcement

Aequs Limited has informed the Exchange about the receipt of order from Office of the Regional Director, South Western Region in respect of rejection of the Scheme of Amalgamation between Aequs Limited (Transferee Company) and AeroStructures Manufacturing India Private Limited, Aequs Engineered Plastics Private Limited and Aequs Force Consumer Products Private Limited ( Transferor Companies ) and their respective members and creditors under Section 233 of the Companies Act, 2013

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AEQUSLIMITED_13102026171711_SE_Intimation_RD_Order.pdf

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AEQUS ecosystems of efficiency Date: October 13, 2026 National Stock Exchange of India Limited, BSE Limited, Exchange Plaza, C-1, Block G, 20th Floor, P.J. Towers, Bandra Kurla Complex, Bandra (E), Dalal Street, Mumbai – 400 051 Mumbai - 400001. NSE Scrip Symbol: AEQUS BSE Scrip Code: 544634 Subject: Intimation under Regulation 30 of Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 Reference: Intimation regarding Scheme of Amalgamation between Aequs Limited (“the Company”/”Transferee Company”) and AeroStructures Manufacturing India Private Limited, Aequs Engineered Plastics Private Limited and Aequs Force Consumer Products Private Limited (“Transferor Companies”/”Wholly Owned Subsidiaries of the Company”) and their respective members and creditors under Section 233 of the Companies Act, 2013 Dear Sir/ Ma’am, Pursuant to Regulation 30 of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015, as amended from time to time and further to our intimation dated April 23, 2026 and Postal Ballot Notice dated July 01, 2026, we wish to inform you that the Office of the Regional Director, South Western Region, Ministry of Corporate Affairs, Government of India, vide its order dated October 12, 2026 has rejected the Scheme of Amalgamation between Aequs Limited (“the Company”/”Transferee Company”) and AeroStructures Manufacturing India Private Limited, Aequs Engineered Plastics Private Limited and Aequs Force Consumer Products Private Limited (“Transferor Companies”/”Wholly Owned Subsidiaries of the Company”) and their respective members and creditors under Section 233 of the Companies Act, 2013 for the reasons as mentioned in the enclosed order. In view of the observations and the grounds set out by the Regional Director, the Company is evaluating the further available next course of actions in this regard. A copy of the said order is attached herewith for your record. Further, the Scheme of Amalgamation being an internal restructuring process, this order does not have any material impact on the business operations of the Company. The above announcement will also be made available on the website of the Company and can be accessed using the link i.e. https://www.aequs.com/investor/. This is for your information and records. Thanking You, For Aequs Limited Ravi Mallikarjun Hugar Company Secretary and Compliance Officer Membership Number: A20823 Aequs Limited (formerly known as Aequs Private Limited) Corporate Identity Number: L30305KA2000PLC026760 Registered Office: Aequs Tower, No. 55, Whitefield Main Road, Mahadevapura Post, Bengaluru - 560048, Karnataka, India T: + 91 080 61348000 Corporate Office: Aequs SEZ, No. 437/A, Hattargi Village, Hukkeri Taluk, Belagavi – 591243, Karnataka, India T: +91 0831 4222500 Website: www.aequs.com Email: investor.relations@aequs.com 3l'ITTr ~ / GOVERNMENT OF INDIA cfiFlcfl~e ffl ~ /MINISTRY OF CORPORAT E AFFAIRS ~ ~Tcfi' Cf;T cfil<l~<'i<I / OFFICE OF THE REGIONAL DIRECTOR ~ ~ I SOUTH WESTERN REGION Functioning from: O/o Registrar of Companies, Karnataka ~ ~. 2 ~. •t ~ / Kendriya Sadan, 2nd Floor, 'E' Wing, ifihJ.1•1<'11, ~ -560 034 / Koramangala, Bengaluru -560034 ~ : 080-25537449/25633105/ E-mail ID : rd.swr@mca.gov.in i : RD(SWR)/Kar/Sec. 233/Aequs/AC5306332/2026/ l.§2-6 ~: 12.10.2026 Aequs Limited Aequs Tower, No. 55, Whitefield Main Road, Mahadevapura Post, Mahadevapura, Bangalore North, Bangalore, 560048 E-mail: company.secretary@aequs.com Aerostructures Manufacturing India Private Limited (By Mail) Aequs Engineered Plastics Private Limited (By Mail) Aequs Force Consumer Products Private Limited (By Mail) E-mail: company.secretary@aequs.com Sub.: In the matter of Scheme of Amalgamation filed under Section 233 of the Companies Act, 2013 and the Rules made therein Between Aerostructures Manufacturing India Private Limited, Aequs Engineered Plastics Private Limited, Aequs Force Consumer Products Private Limited and Aequs Limited and their respective shareholders & creditors-Reg. Ref.: RD-1 filed vide SRN AC5306332 dated 13.08.2026 Sir/ Madam, The above-referenced application filed under Section 233 of the Companies Act, 2013 ("the Act") read with Rule 25 of the Companies (Compromises, Arrangements and Amalgamations) Rules -2016 ("the Rules") proposing the scheme of arrangement between the captioned companies has been examined by this office. 2. As per provisions of Section 233(1)(b) r/w Rule 25 of Companies (Compromises, Arrangements and Amalgamations) Rules, 2016, there is no mention regarding the excluding of Trust from attending the shareholders meeting. After taken into consideration the total no. of share value of the Transferee Company (including Aequs ESOP Trust) i.e. Rs.6,70,66,56,350/- and total value of voted polled is Rs.5,96,76,36,440/-, which is representing to 88.9%, thereby as per the provisions of Companies Act, the Transferee Company has violated the provisions of Section 233(1 )(b) of the Companies Act, 2013. Contd .. 2. II 02 II 3. As per Section 233(1 )(b) of the Companies Act, 2013 mandates that the scheme be approved by members or class of members at the general meeting holding at least 90% of total value of shares. In the present instance the Transferee Company has not complied with, thereby the Transferee Company has violated the provisions of Section 233(1 )(b) of the Companies Act, 2013. 4. With respect to para 6 of the e-mail dated 05.10.2026 the Company in its reply has stated that notice of postal ballot along with the scheme of amalgamation and other necessary documents as mentioned in Section 233 were duly circulated to all its shareholders vide electronic mode (e-mail). However, the company has not stated whether the said mails sent to all the shareholders or not, whether they were delivered or noUnot bounced back. 5. As per Annexure-9 to the reply submitted, there are 7 cases are pending before the Labour Court against the Transferor Company No.1 and stated that with respect to 5 matters hearing was fixed on 07.10.2026 and with respect to 2 matters hearing was fixed on 28.10.2026. 6. Since the transferee company is a listed company, NOC from BSE, NSE not furnished. In view of the above and non-compliance of provisions of Section 233 of the companies Act, 2013 as explained in the above noting, the application filed be returned herewith, keeping the public interest, with liberty to the applicant companies to refile the application under Section 233 of the companies act, 2013 after duly complying with all the provisions of Section 233 of the Companies Act, 2013 including but not limited to the above or as an alternative, they are at liberty to avail the provisions of Section 232 of the Companies Act, 2013 for the approval of the proposed scheme of merger as expressly provided under Section 233(14) of the Companies Act, 2013. The applicant companies are requested to take note of the above and act accordingly. Regional Director, ~ ern Region Ministry of Corporate Affairs, Government of India Copy for information & necessary action to: 1. Registrar of Companies, Karnataka - By Mail 2. Official Liquidator, Karnataka - By Mail