Digjam Scheme of Arrangement Vote: Key Dates for 2026

What happened on August 16, 2026

Digjam Limited convened a National Company Law Tribunal (NCLT)-directed meeting of equity shareholders on August 16, 2026 to consider a proposed Scheme of Arrangement with Reid & Taylor International Private Limited. The meeting was held through video conferencing, with the company’s registered office treated as the deemed venue. It began at 11:00 am and was called to order after the required quorum was confirmed. The proceedings were chaired by an NCLT-appointed advocate, in line with the Tribunal’s directions. The company said the purpose of the meeting was to secure shareholder approval for the scheme involving Reid & Taylor International Private Limited.

NCLT order and legal framework

The process was initiated after the NCLT, Chennai Bench, pronounced an order admitting a joint application linked to the Scheme of Arrangement. The NCLT permitted the companies to move ahead with stakeholder meetings and related statutory steps, including issuing notices to regulators. The legal framework cited for the application was Sections 230-232 of the Companies Act, 2013. Digjam disclosed that the NCLT order was issued on June 19, 2026 and received by the company on June 26, 2026. Following this, meetings of relevant stakeholder classes were scheduled for August 16, 2026.

Who chaired the meeting and how it was run

Mr. Ritesh Krishna Kumar Mishra, Company Secretary and Compliance Officer, welcomed participants and explained the procedural arrangements. The NCLT appointed Mr. Sriram Ananth V., an advocate, as Chairperson for the meeting. Mr. P. Ajith Kumar, an advocate, acted as Scrutinizer for the voting process. Digjam said the Chairperson called the meeting to order only after confirming the presence of the requisite quorum. The meeting proceeded with shareholders raising queries and management presenting the key features of the proposed arrangement.

NSDL’s role and the voting process

National Securities Depository Limited (NSDL) provided both remote e-voting and the video conferencing facility for the meeting. Shareholders who had not used remote e-voting were instructed to vote through the NSDL platform. Digjam said the e-voting window remained open for an additional 30 minutes after the formal closure of the meeting at 11:20 am. The company also stated that voting results, along with the Scrutinizer Report, are expected to be announced on or before August 18, 2026. It added that the outcome will be communicated to stock exchanges and uploaded to the company’s website.

What the Scheme of Arrangement covers

The core agenda item was the approval of the Scheme of Arrangement between Reid & Taylor International Private Limited, described as the demerged company, and Digjam Limited, described as the resulting company. The scheme involves the demerger of Reid & Taylor International Private Limited’s textile business into Digjam. Digjam also disclosed an appointed date of July 1, 2025 for the scheme. As part of the transaction structure described in the provided information, the share exchange ratio is 46,481 equity shares of Digjam for every 100 shares of Reid & Taylor International Private Limited.

Stakeholder meetings directed by the Tribunal

Alongside the Digjam equity shareholder meeting, the NCLT directed that a meeting be convened for the unsecured creditors of Reid & Taylor International Private Limited. The schedule provided indicated that the unsecured creditors’ meeting was set for 10:00 am on August 16, 2026, followed by the equity shareholders’ meeting of Digjam at 11:00 am. The quorum requirement listed for unsecured creditors was 140, while the quorum requirement listed for Digjam equity shareholders was 6. These meetings form part of the procedural steps typically required before a scheme is placed back before the Tribunal for further consideration.

Notices and disclosures referenced in the process

The directions referenced included requirements to send notices via registered post, speed post, courier, or email at least 30 days in advance. The information also stated that advertisements were to be published in the English daily Business Standard and the Tamil daily Makkal Kural at least 30 clear days before the meetings. The publications were to include details of the scheme, an explanatory statement, and a proxy form. It was also stated that the Chairperson is responsible for reporting the meeting results within three days of the conclusion of the meetings.

Key numbers and dates at a glance

Market impact and what investors typically track

The immediate market-relevant development is procedural: Digjam’s scheme-related process moved through an NCLT-admitted application stage and into stakeholder voting. For shareholders, the key near-term datapoint is the e-voting outcome and the Scrutinizer Report expected on or before August 18, 2026. Digjam has also disclosed the share issuance framework embedded in the scheme, including the exchange ratio and the face value of shares cited as ₹10. In the material provided, the company also indicated a post-scheme shareholding split of 74.97% for promoters and 25.03% for public shareholders.

Why the development matters

Schemes of arrangement under Sections 230-232 are structured processes that require court-supervised stakeholder approvals and clear documentation. The August 16 meeting establishes whether equity shareholders of Digjam approve the proposed arrangement in the format presented. Operationally, the meeting confirms that the company followed the NCLT-led mechanics, including appointment of a chairperson and scrutinizer and use of NSDL for e-voting. The next confirmed step is disclosure of the voting outcome by August 18, 2026 through stock exchange intimation and an upload on the company’s website.

Conclusion

Digjam’s NCLT-directed equity shareholder meeting on August 16, 2026 advanced the procedural timetable for its proposed Scheme of Arrangement with Reid & Taylor International Private Limited. The formal vote was conducted through NSDL, with a short post-meeting voting window available for those who had not voted earlier. The company has said the e-voting results and Scrutinizer Report will be announced on or before August 18, 2026, and will be shared with stock exchanges and published on its website.