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Lloyds Enterprises Limited announced that its Board of Directors, in a meeting held on December 29, 2025, has approved a Scheme of Merger by Absorption. The merger involves three transferor companies: Lloyds Infrastructure & Construction Limited (LICL), Metalfab Hightech Private Limited (MHPL), and Techno Industries Private Limited (TIPL), with Lloyds Engineering Works Limited (LEWL) as the transferee company.

LICL, incorporated on April 12, 2023, is engaged in construction activities. MHPL, incorporated on April 17, 1996, specializes in heavy fabrication for steel, railways, and infrastructure. TIPL, incorporated on May 1, 2000, manufactures elevators, escalators, motors, and pumps. LEWL, incorporated on September 19, 1994, is involved in process plant equipment manufacturing and engineering and infrastructure solutions.

For the year ended September 30, 2025, LICL reported a net worth of ₹227.96 crore, turnover of ₹911.23 crore, and total assets of ₹663.24 crore. MHPL had a net worth of ₹27.34 crore, turnover of ₹84.55 crore, and total assets of ₹275.16 crore. TIPL recorded a net worth of ₹72.56 crore, turnover of ₹70.12 crore, and total assets of ₹208.33 crore. LEWL's standalone audited financials showed a net worth of ₹1154.34 crore, turnover of ₹434.54 crore, and total assets of ₹1571.03 crore.

The merger is expected to create a unified engineering and infrastructure company, leveraging LICL's order book of over ₹4,500 crore. The proposed amalgamation aims to enhance operational scale, competitiveness, and financial strength, leading to improved growth potential, operational efficiency, cost synergies, and simplified shareholding structure.

As consideration for the merger, for every 1,500 equity shares of Re. 1 each held in LICL, shareholders will receive 1,798 equity shares of Re. 1 each in LEWL. For every 5 equity shares of Rs. 10 each held in MHPL, shareholders will receive 94 equity shares of Re. 1 each in LEWL. No new equity shares will be issued for TIPL as LEWL is already its shareholder.

Post-merger, the promoter and promoter group's shareholding in the transferee company is expected to decrease from 49.26% to 39.14%, while public shareholding will increase from 50.73% to 60.85%. The transaction is considered a related party transaction but is being conducted on an arm's length basis, with valuations provided by Bansi S. Mehta Valuers LLP and a fairness opinion from Mark Corporate Advisors Private Limited.