Amber expands IL JIN control across four group businesses

Amber Enterprises India Limited expanded its controlled-business structure through IL JIN Electronics (India) Limited, which held 50.43% of Unitronics (1989) (R"G) Ltd. at 30 September 2026 and completed full ownership of Ascent Circuits Private Limited on 2 November 2026. Amber also converted Resojet and Stelltek from joint ventures into subsidiaries during 2026.

Why has Amber expanded control across these businesses?

Amber expanded control through share purchases, share swaps and board-appointment rights rather than a single transaction. IL JIN Electronics (India) Limited, referred to as IL JIN, increased its Ascent Circuits Private Limited, referred to as Ascent, holding from 60.00% in February 2024 to 98.50% by 3 July 2026, before acquiring the final 1.50% in November 2026.

The changes broaden the entities included in Amber's consolidated accounts under Indian Accounting Standards (Ind AS). Unitronics (1989) (R"G) Ltd., referred to as Unitronics, was consolidated from 9 October 2025, while Amber Resojet Private Limited, referred to as Resojet, and Stelltek Technologies Private Limited, referred to as Stelltek, were accounted for from 10 April 2026 and 15 February 2026, respectively.

How did Amber increase its control of Unitronics?

Amber obtained majority control of Unitronics through IL JIN's acquisition, via ILJIN Holding Ltd, of about 40.20% of its issued and outstanding shares excluding dormant shares. IL JIN signed definitive agreements on 27 July 2025 and completed the acquisition on 9 October 2025 for NIS 1,561.03 lakh, equivalent to Rs 419.0978 crore; Unitronics is based in Israel and listed on the Tel Aviv Stock Exchange.

IL JIN subsequently acquired another 10.24% of Unitronics, equal to 14,32,456 ordinary shares excluding dormant shares. That included 0.78%, or 1,08,868 shares, acquired during the quarter ended 30 September 2026, taking ILJIN Holding's ownership to 50.43% while retaining majority control.

Amber's completed purchase-price allocation recorded total consideration of Rs 941.829 crore, including Rs 509.8442 crore of non-controlling interest for the remaining 59.80% holding. The allocation recorded Rs 341.5946 crore of fair value of net assets acquired and Rs 600.2344 crore of goodwill, after recognising call-and-put-option adjustments of Rs 6.175 crore and a minority-interest put liability of Rs 6.712 crore.

How did Amber make Ascent wholly owned?

Amber made Ascent wholly owned through cash purchases followed by a share swap. IL JIN had acquired 9,36,000 Ascent shares, representing 60.00%, on 2 February 2024 for Rs 311.0013 crore, and had written a put option and bought a call option for the remaining 40.00%, exercisable after 1 February 2029.

IL JIN entered agreements on 18 June 2026 to cancel the option arrangements for a 38.50% stake. It completed the purchase of 37.50% on 19 June 2026 for Rs 328 crore, increasing ownership to 97.50%, then acquired a further 1.00% on 3 July 2026 for Rs 8 crore, taking the stake to 98.50%.

The difference between the carrying value of the minority put liability and consideration paid for the 37.50% acquisition was Rs 122.6306 crore, recognised as an exceptional item in the quarter ended 30 June 2026. The corresponding difference on the 1.00% acquisition was Rs 3.2701 crore, recognised as an exceptional item in the quarter ended 30 September 2026.

IL JIN completed the remaining 1.50% acquisition on 2 November 2026 under share-swap agreements dated 18 October 2026. It acquired 23,401 Ascent shares and issued 13,120 compulsorily convertible preference shares (CCPS A2) at Rs 10,000 each, including a premium of Rs 9,990 per share; Ascent consequently became a wholly owned IL JIN subsidiary and an indirect wholly owned Amber subsidiary.

What changed at Resojet and Stelltek?

Amber made Resojet wholly owned by acquiring its joint-venture partner's 50.00% stake for Rs 1.7445 crore. Amber signed the share purchase agreement with LCGC Resolute Appliances LLP on 3 April 2026 for 10,000 shares and completed it on 10 April 2026, when Resojet ceased to be a joint venture.

Amber remeasured its previously held 50.00% Resojet interest at an acquisition-date fair value of Rs 25.5632 crore, generating a Rs 1.2308 crore fair-value gain in consolidated results. The provisional purchase-price allocation placed total consideration at Rs 27.3077 crore, including the earlier holding, and says the final allocation may change after detailed valuations.

Stelltek became an IL JIN subsidiary without a disclosed additional share purchase. An amendment agreement executed on 15 February 2026 gave IL JIN the right to nominate and appoint a majority of Stelltek's directors, and IL JIN appointed a non-executive additional director, giving it control over management and policy decisions.

Amber remeasured its formerly held 50.00% Stelltek stake and recognised a Rs 3.86 crore gain on disposal of the joint venture. Its provisional allocation recorded total consideration of Rs 7.72 crore, net identifiable liabilities of Rs 2.1609 crore and goodwill of negative Rs 9.8809 crore; the filing says detailed valuation work could change the final allocation.

How is IL JIN funding its strategic initiatives?

IL JIN raised Rs 328.1229 crore through a rights issue to support strategic initiatives, of which Amber subscribed Rs 296.0271 crore. The rights shares carried a face value of Rs 10 and an issue price of Rs 2,375, including a Rs 2,365 premium, and allotment was completed on 21 April 2026.

Amber's IL JIN ownership remained 89.71% after a share subdivision and bonus issue because shareholders received shares proportionately. IL JIN approved a split from Rs 10 to Rs 5 per share on 11 July 2026 and allotted bonus shares in a 25:1 ratio on 17 August 2026, raising Amber's absolute holding from 60,98,240 shares to 31,71,08,480 shares.

IL JIN also acquired a 16.60% first tranche in MoMagic Wireless Private Limited, referred to as MoMagic, on 3 April 2026 for Rs 20 crore, against an agreement for a 19.92% stake at Rs 25 crore. The remaining tranche was expected by 30 November 2026 or another date mutually agreed by the parties, after IL JIN extended the timeline on 30 June 2026.

Conclusion

Amber's 2026 disclosures show IL JIN becoming the main vehicle for a wider controlled-business structure. Unitronics rose from a 40.20% initial controlling holding to 50.43%, Ascent moved from 60.00% to full ownership, and Resojet and Stelltek shifted from joint-venture status to subsidiary status through a share acquisition and board-control rights, respectively.

The next disclosed matters to watch are the final purchase-price allocations for Resojet and Stelltek, which may differ from the provisional values after detailed valuations, and the remaining MoMagic tranche targeted by 30 November 2026 or a mutually agreed date. IL JIN also filed its draft red herring prospectus for a proposed initial public offering on 7 November 2026.