Valor Estate subsidiary announces merger to streamline structure

Valor Estate Limited (formerly D B Realty Limited) has informed stock exchanges about a scheme of merger between Sahyadri Agro and Dairy Private Limited (SADPL) and Horizontal Ventures Private Limited (HVPL). SADPL, the "transferor company," is a wholly-owned subsidiary of HVPL, the "transferee company," which in turn is a step-down subsidiary of Valor Estate. The scheme, filed with the National Company Law Tribunal (NCLT) in Mumbai on October 7, 2025, aims to eliminate a multi-layered holding structure and achieve operational and administrative synergies.

As of July 31, 2025, SADPL reported a paid-up capital of INR 708.17 lakhs, net worth of INR 6,570.60 lakhs, and turnover of INR 5,671.89 lakhs. HVPL, the transferee company, had a paid-up capital of INR 1400.56 lakhs and a negative net worth of INR (22,924.05) lakhs. Both companies are primarily engaged in the real estate business.

The merger is not considered a related party transaction under SEBI (LODR) Regulations, 2015, given that it involves step-down subsidiaries and is subject to NCLT approval. No cash consideration is payable, and the shares held by HVPL in SADPL will be automatically cancelled upon the scheme's effectiveness. The appointed date for the scheme is April 1, 2025.