NDL VENTURES : NCLT APPROVES MERGER OF HINDUJA LEYLAND FINANCE INTO COMPANY

• NCLT Mumbai Bench-I approved the scheme of merger by absorption of Hinduja Leyland Finance Ltd into NDL Ventures Ltd, order dated November 03, 2026 • Appointed date for the scheme is April 01, 2026; transferor company to be dissolved without winding up • Share exchange ratio: 25 equity shares of face value ₹10 each of NDL Ventures for every 10 equity shares of ₹10 each held in Hinduja Leyland Finance • Rationale: transferee has amended its MoA to engage in NBFC business; merger expected to increase net worth and financial strength of the merged entity • Scheme approved by equity shareholders of transferor (100% in value) and transferee (99.99% in value); Official Liquidator noted ECL provisions as at March 31, 2026 are adequate • Certified copy of the NCLT order is awaited; all liabilities of the transferor company stand transferred to the transferee

NDL Ventures Ltd

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