Zensar Technologies board approves merger of subsidiary M3BI India

Mergers & acquisitions
Computers - Software

Blacklitt Research28 October 20262 min read

Zensar Technologies (NSE: ZENSARTECH) has approved a scheme to merge its wholly owned subsidiary M3BI India Private Limited into itself, it said in a filing on 28 Oct 2026. The scheme is subject to sanction by the National Company Law Tribunal and other approvals. On a standalone basis, M3BI India had net worth of ₹113.0 crore as on 30 Sep 2026.

Key highlights

Board approval date: 28 Oct 2026
Net worth of M3BI India (standalone, 30 Sep 2026): ₹113.0 crore
Turnover of M3BI India (standalone, six months to 30 Sep 2026): ₹123.5 crore
New shares to be issued on the scheme becoming effective: none

The scheme in numbers

Item	Detail
Scheme	Amalgamation of M3BI India Private Limited with Zensar Technologies Limited under Sections 230 to 232 of the Companies Act, 2013
Approved by	Board of Directors, 28 Oct 2026 (meeting from 06:30 PM to 10:02 PM IST)
Net worth, Zensar Technologies (standalone, 30 Sep 2026)	₹3,531.5 crore
Net worth, M3BI India (standalone, 30 Sep 2026)	₹113.0 crore
Turnover, Zensar Technologies (standalone, six months to 30 Sep 2026)	₹1,572.9 crore
Turnover, M3BI India (standalone, six months to 30 Sep 2026)	₹123.5 crore
Shares and consideration	No shares issued; Zensar Technologies' shares in M3BI India to be cancelled, with no consideration
Pending	Sanction by the National Company Law Tribunal and other approvals as may be required

What the scheme provides for

The scheme provides for M3BI India Private Limited to be amalgamated with Zensar Technologies Limited, and for M3BI India to be dissolved without winding up, the filing says. It is made under Sections 230 to 232 of the Companies Act, 2013.

The company says it is not required to obtain observation or no-objection letters from the stock exchanges before filing the scheme with the National Company Law Tribunal, as M3BI India is a wholly owned subsidiary.

No new shares and no related-party approval

The company says no shares will be issued on the scheme becoming effective, as M3BI India is wholly owned. The shares held by Zensar Technologies in M3BI India will stand cancelled, and no consideration will be issued.

The company says related party transaction provisions do not apply to the scheme, since it is between a holding company and its wholly owned subsidiary.

The rationale the company gives

The company says the scheme aims at greater business synergies and higher operational efficiencies. It also cites effective management, unified control of operations, efficient utilization of resources and customer relationships.

What the scheme means for Zensar Technologies shareholders

No new shares will be issued and the filing says the equity shareholding pattern of Zensar Technologies will not change. The scheme takes effect only after NCLT sanction and other approvals.

The filing does not say when NCLT sanction is expected or what effect the merger will have on the company's results.

Reference: Original filing (PDF)

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