Asian Energy Services merger remains pending MoPNG clearance

Asian Energy Services Limited said its merger by absorption of Oilmax Energy Private Limited remains ineffective despite National Company Law Tribunal sanction on September 29, 2026. Ministry of Petroleum and Natural Gas approval is still pending, preventing Registrar of Companies filing and leaving the quarter and half-year ended September 30, 2026 accounts without any scheme-related accounting effect.

What did the NCLT approve for Asian Energy Services?

The National Company Law Tribunal, Mumbai Bench, sanctioned Asian Energy Services' Scheme of Merger by Absorption of Oilmax Energy Private Limited on September 29, 2026. The scheme is under Sections 230 to 232, read with Section 66 and other applicable provisions of the Companies Act, 2013.

Asian Energy Services received the certified true copy of the order on October 15, 2026, and its board recorded it at its October 30, 2026 meeting. The financial-results notes describe Oilmax Energy as Asian Energy Services' holding company and as the transferor company in the scheme.

The NCLT sanction is conditional on requisite statutory and contractual approvals or consents. Asian Energy Services' board authorised a director, chief financial officer, company secretary and compliance officer, or authorised representative to execute and file Form INC-28 with the Registrar of Companies, or ROC, when the conditions are met.

Why has the Asian Energy Services merger not taken effect?

The Asian Energy Services merger has not taken effect because Ministry of Petroleum and Natural Gas, or MoPNG, approval remains awaited. The company stated in its September 30, 2026 financial-results notes that it has therefore not filed the certified NCLT order with the ROC.

The disclosed sequence is NCLT sanction on September 29, receipt of the certified order on October 15, and the October 30 board disclosure that the ministry approval was still outstanding. Asian Energy Services said the scheme has not become effective at that point.

Asian Energy Services did not provide a date for a MoPNG decision, nor did it report a rejection, additional condition or alteration to the scheme. The pending ministry approval and the subsequent INC-28 filing are the remaining disclosed steps before the scheme can become effective.

What accounting impact has the pending merger had?

The pending merger had no accounting impact on Asian Energy Services' reported quarter and half year ended September 30, 2026. The company explicitly said no accounting effect of the scheme was included because the merger had not become effective.

The consolidated statements were prepared under Indian Accounting Standards, or Ind AS, and underwent limited review. The reviewer reported no matter suggesting that the results failed to make the disclosures required by Regulation 33 of the Securities and Exchange Board of India listing regulations.

The reviewer also noted that 21 subsidiaries and step-down subsidiaries had unreviewed interim information, with combined assets of Rs 31.48 crore at September 30, 2026. One separately reviewed subsidiary reported assets of Rs 16.94 crore, but these review-scope disclosures do not alter Asian Energy Services' statement that no Oilmax Energy scheme effect was recorded.

How did Asian Energy Services perform before merger accounting?

Asian Energy Services reported consolidated revenue from operations of Rs 266.67 crore for the quarter ended September 30, 2026, compared with Rs 102.00 crore a year earlier. Net profit after tax was Rs 17.07 crore, compared with a loss of Rs 3.97 crore in the quarter ended September 30, 2025.

For the six months ended September 30, 2026, revenue from operations increased to Rs 537.86 crore from Rs 217.36 crore in the comparable 2025 period. Profit before tax rose to Rs 41.07 crore from Rs 5.17 crore, while net profit after tax increased to Rs 29.83 crore from Rs 1.66 crore.

Oil and gas was the larger segment, contributing Rs 239.75 crore of September-quarter revenue, against Rs 26.92 crore from mineral and other energy services. A year earlier, the respective figures were Rs 74.93 crore and Rs 27.07 crore, meaning the reported revenue increase was concentrated in oil and gas services.

Oil and gas segment result rose to Rs 42.81 crore from Rs 9.19 crore in the year-earlier quarter, while mineral and other energy services increased to Rs 4.31 crore from Rs 3.81 crore. Asian Energy Services defines the first segment as services to oil and gas customers, and the second as services to coal, power and other energy-sector customers.

What changed in the Asian Energy Services balance sheet?

Asian Energy Services reported total consolidated assets of Rs 983.25 crore at September 30, 2026, compared with Rs 918.41 crore at March 31, 2026. Trade receivables increased to Rs 404.37 crore from Rs 347.73 crore, while cash and cash equivalents declined to Rs 67.12 crore from Rs 108.75 crore.

Equity attributable to owners rose to Rs 620.23 crore at September 30 from Rs 494.15 crore at March 31. Non-current borrowings declined to Rs 64.85 crore from Rs 72.24 crore, while current borrowings rose to Rs 91.90 crore from Rs 85.88 crore.

Cash used in operating activities was Rs 94.24 crore in the six months ended September 30, 2026, compared with Rs 72.70 crore in the comparable 2025 period. The cash-flow statement recorded a Rs 59.76 crore increase in trade receivables and a Rs 61.64 crore decrease in trade and other payables within working-capital movements.

Conclusion

Asian Energy Services has obtained NCLT sanction for the absorption of Oilmax Energy, but the transaction remains incomplete in its October 30, 2026 disclosure. The distinction is clear: the September 29 tribunal order exists, while MoPNG approval is pending, the ROC filing has not occurred and the September financial statements contain no merger accounting.

The next disclosed milestone is MoPNG approval, after which Asian Energy Services can file the certified NCLT order with the ROC through Form INC-28. Until then, the company’s reported operations, including September-quarter revenue of Rs 266.67 crore and net profit after tax of Rs 17.07 crore, remain separate from the proposed absorption.