GB Global dissolved after merger, delisting remains pending

GB Global Limited has ceased to exist as a legal entity after its amalgamation with Dev Land & Housing Limited under a 12 August 2026 National Company Law Tribunal order, yet GB Global shares remain listed and cannot trade while delisting is unfinished. DLH held approximately 99.93% of GB Global’s paid-up equity capital before the scheme.

Why was GB Global dissolved?

GB Global was dissolved without winding up after the National Company Law Tribunal, Mumbai Bench, sanctioned its amalgamation with DLH on 12 August 2026. GB Global was the transferor company and DLH the transferee company in the scheme, which was pursued under Sections 230 to 232 of the Companies Act, 2013.

The companies received the certified copy of the tribunal order on 1 September 2026 and filed it with the Registrar of Companies, Mumbai, through e-Form INC-28 on 11 September 2026. Under Clause 7.2 of the scheme, GB Global’s undertaking, assets, liabilities, rights and obligations transferred to and vested in DLH on the effective date.

Paragraph 43 of the order states that GB Global was dissolved without winding up. The filing says GB Global has consequently ceased to exist in law, and that Ministry of Corporate Affairs master data records its corporate status as “Amalgamated” rather than as an independent operating company.

DLH was GB Global’s holding company before the amalgamation and held approximately 99.93% of its paid-up equity share capital. The filing says DLH acquired that holding through the Corporate Insolvency Resolution Process, or CIRP, under a tribunal order before approval of the scheme.

What is the status of GB Global shares?

GB Global shares remain listed on BSE Limited and the National Stock Exchange of India Limited, or NSE, but are not allowed to trade pending procedural compliance and completion of delisting. This status remained in place in DLH’s merger note dated 13 November 2026, submitted with the 14 November 2026 exchange filing.

Clause 3.3 of the scheme requires GB Global equity shares to be delisted under the Securities and Exchange Board of India Delisting of Equity Shares Regulations, 2021. The filing does not say that delisting had been completed by 13 November 2026, nor does it set a target date for completion.

GB Global cannot itself take the steps required of an issuer under the delisting rules because it has been dissolved, according to DLH. DLH says it will act as GB Global’s successor under the scheme and furnish the applications, documents and undertakings that BSE and NSE require.

The filing does not disclose a shareholder exit price, payment amount, share-exchange ratio or other consideration for the pending delisting. It instead identifies exchange procedures and required documentation as the immediate outstanding matters for GB Global’s listed, non-tradable shares.

Who is making GB Global’s outstanding filings?

DLH is making GB Global’s outstanding exchange filings because the scheme vested obligations accrued up to the delisting in DLH. The filing says GB Global cannot make disclosures under the Securities and Exchange Board of India Listing Obligations and Disclosure Requirements Regulations, 2015, or LODR Regulations, in its own name after its dissolution.

DLH bases this authority on the 12 August 2026 tribunal order, Section 232 of the Companies Act, and Clauses 14.2 and 17 of the scheme. Those scheme clauses authorise DLH to execute and file documents and make compliances in GB Global’s name or in respect of GB Global to implement the amalgamation.

A GB Global board resolution dated 3 September 2026 also authorised DLH to sign and submit the merger note accompanying the filings. The filing says the board further authorised DLH to undertake applications, forms, documents and acts necessary or expedient to give effect to the scheme.

DLH says these filings concern GB Global operations only and not the whole of DLH. For periods after GB Global is delisted, DLH says there will be no listed entity to which the LODR Regulations apply, while its current submissions are intended to keep exchange records complete pending delisting.

What did GB Global report for September 2026?

GB Global reported standalone total income of Rs 65.35 crore for the quarter ended 30 September 2026, compared with Rs 43.57 crore for the quarter ended 30 June 2026 and Rs 33.40 crore for the quarter ended 30 September 2025. The September-quarter standalone income was therefore higher than both the immediately preceding and corresponding prior-year quarters.

Standalone net profit after tax was Rs 11.41 crore for the quarter ended 30 September 2026, against Rs 1.80 crore in the June 2026 quarter and Rs 26.65 lakh in the September 2025 quarter. The results publication says prior-quarter figures were restated, making the reported June comparison the current disclosed basis.

GB Global reported consolidated total income of Rs 145.19 crore for the September 2026 quarter, compared with Rs 119.22 crore in the June 2026 quarter and Rs 33.20 crore a year earlier. Consolidated net profit after tax was Rs 30.34 crore, compared with Rs 20.82 crore in June 2026 and a loss of Rs 43,000 in September 2025.

The September 2026 consolidated figures exceeded the standalone figures, with income of Rs 145.19 crore versus Rs 65.35 crore and net profit after tax of Rs 30.34 crore versus Rs 11.41 crore. DLH’s board reviewed the results on behalf of GB Global on 13 November 2026, and the filing says the statements were prepared under Indian Accounting Standards, or Ind AS.

Why has GB Global’s delisting not been completed?

GB Global’s delisting remains incomplete because DLH says it had received no specific guidance or definitive resolution from the stock exchanges on pending listing compliance, process and documentation as of 13 November 2026. DLH says it sought clarification through emails, telephone discussions and follow-ups.

The unresolved issue follows the 12 August 2026 merger order: GB Global no longer exists, but its equity shares have not yet been delisted. DLH’s stated approach is to act as successor-in-interest and provide the material that BSE and NSE may require to conclude the process.

DLH has undertaken to furnish further information or documents requested by the exchanges, address shareholder grievances of erstwhile GB Global shareholders, including matters received through the Securities and Exchange Board of India Complaints Redress System, or SCORES, and take all required steps for delisting. These undertakings do not include a deadline or a guaranteed exchange outcome.

DLH also reserves the right to seek directions from the tribunal under Section 231 of the Companies Act if needed to implement the scheme. The filing says this reservation is without prejudice to DLH’s rights, contentions and any LODR obligations, leaving the final compliance route dependent on exchange requirements or possible tribunal directions.

Conclusion

The 12 August 2026 tribunal order and subsequent 11 September 2026 Registrar of Companies filing establish that GB Global no longer exists separately, with its assets, liabilities, rights and obligations vested in DLH. However, its listed equity shares remain non-tradable because the required delisting has not been completed.

The next development to watch is whether BSE and NSE provide the procedural direction DLH says was still unavailable on 13 November 2026. DLH has committed to submit requested documents, handle shareholder grievances including SCORES matters, and complete required delisting actions, while retaining the option to seek tribunal directions under Section 231.