National Standard (India) NCLT Meeting: Merger Vote 2026

What the notice is about

National Standard (India) Limited (NSIL) has published a notice for an NCLT-convened meeting of its equity shareholders to consider a Scheme of Merger by Absorption. The proposal involves the merger of Roselabs Finance Limited (RFL) and NSIL into Lodha Developers Limited (LDL), along with their respective shareholders and creditors. The meeting is scheduled for October 9, 2026, and will be conducted through Video Conferencing (VC) or Other Audio-Visual Means (OAVM). The notice has been issued as a regulatory disclosure under Regulation 30 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015.

The development is part of a broader corporate restructuring within the Lodha Group, where NSIL is a subsidiary of Lodha Developers Limited (formerly Macrotech Developers Limited). NSIL has positioned the merger as a step to streamline the group’s holding structure, reduce overheads, and rationalise regulatory compliance. The scheme remains subject to statutory and stakeholder approvals, including the NCLT process.

NCLT direction and legal framework

NSIL stated it received directions from the National Company Law Tribunal (NCLT) to convene the shareholder meeting. The direction was issued through an NCLT order dated August 6, 2026. The notice and explanatory statement are being circulated under Section 230(3) read with Section 102 of the Companies Act, 2013.

The merger application has been filed with the NCLT, Mumbai Bench on June 11, 2026, and is pending approval. In parallel, the company indicated that documents are being circulated electronically to equity shareholders, and that the notice and annexures are also available on the company’s website.

Meeting schedule and participation mode

The meeting is set for Friday, October 9, 2026 at 11:00 am (IST). It will be held via VC/OAVM, in line with the process outlined in the notice for shareholders to participate remotely. This is consistent with the NCLT’s direction and the company’s communication that all documents are being shared electronically.

For equity shareholders, the central decision point will be approval of the Scheme of Merger by Absorption. The scheme contemplates the transferor companies (RFL and NSIL) merging into Lodha Developers Limited, which would be the transferee company under the structure described in the notice.

Remote e-voting window and cut-off date

NSIL has outlined the procedural steps for remote e-voting. The remote e-voting window opens on October 6, 2026 at 9:00 am (IST) and closes on October 8, 2026 at 5:00 pm (IST). The cut-off date for determining eligibility to vote is October 2, 2026.

This timetable is relevant for shareholders who may not attend the VC/OAVM meeting but still want their vote counted. The notice positions e-voting as the mechanism for shareholder participation in line with the NCLT-convened process.

What the scheme proposes

Under the proposed arrangement, Lodha Developers Limited will absorb Roselabs Finance Limited and National Standard (India) Limited. NSIL’s notice describes the scheme as intended to simplify the group holding structure and reduce duplicated overheads and compliance costs associated with maintaining separate entities.

NSIL also described that it has pivoted to building material trading, and the merger filing with its holding company remains under consideration by the NCLT. Separately, the company is also described as presently engaged in real estate development and operating in a single reportable segment confined to India.

Share entitlement ratios for shareholders

The notice specifies the share entitlement ratios to be applied when the scheme becomes effective. Lodha Developers Limited will issue and allot fully paid-up equity shares to shareholders of the transferor companies as per the scheme parts described:

• Part II (RFL): 7 fully paid-up equity shares of LDL for every 1,000 fully paid-up equity shares held in RFL.
• Part III (NSIL): 92 fully paid-up equity shares of LDL for every 1,000 fully paid-up equity shares held in NSIL.

The company also highlighted, in a separate update on a revised scheme, that the share exchange ratio remains unchanged even after revisions that excluded another group entity from the plan.

Approvals and milestones already recorded

NSIL has disclosed multiple milestones connected to the scheme over time. The board first approved the merger scheme on July 30, 2024, and a modification was approved on August 11, 2025. BSE Limited granted its approval for the scheme on December 30, 2025. The merger application was filed with the NCLT, Mumbai Bench on June 11, 2026 and remains pending.

In addition, NSIL disclosed that shareholders approved all seven resolutions at the company’s 63rd annual general meeting held on August 28, 2026. The NCLT-convened meeting on October 9, 2026 is specifically for considering and approving the merger scheme.

Ownership and listing details disclosed

NSIL is described as a subsidiary of Lodha Developers Limited, and the ultimate holding company is stated to be Sambhavnath Infrabuild and Farms Private Limited. Another disclosure states Lodha Developers Limited owns 73.94% of NSIL’s shares.

The company’s shares are referenced with BSE: 504882 and NSE: NATIONSTD in the provided material. NSIL also states it does not have any subsidiaries, joint ventures, or associate companies.

Market impact: what changes for shareholders

The immediate market-facing implication is procedural: eligible shareholders must decide whether to approve the scheme through the VC/OAVM meeting and remote e-voting. If the scheme becomes effective, NSIL shareholders would receive Lodha Developers Limited equity shares based on the stated entitlement ratio (92 LDL shares for every 1,000 NSIL shares). The same issuance framework applies to RFL shareholders under its ratio.

From a corporate structure standpoint, NSIL has framed the merger as a consolidation to reduce overheads and rationalise compliance. However, the scheme is still pending NCLT approval and remains contingent on the full set of required approvals, including stakeholder and regulatory clearances.

Key details at a glance

What to watch next

The next milestone is the outcome of the October 9, 2026 shareholder meeting and voting process. Following shareholder consideration, the scheme continues to be subject to the NCLT’s process and final approval. NSIL has stated that the merger application filed with the NCLT Mumbai Bench on June 11, 2026 is pending.

Separately, NSIL has also disclosed proposed related party transactions totaling INR 75 crore with Cowtown Infotech Services Limited, comprising INR 25 crore for sale of building materials and INR 50 crore for loans and advances, as part of its broader corporate governance disclosures.

Conclusion

National Standard (India) Limited’s NCLT-convened shareholder meeting on October 9, 2026 is a key step in the proposed absorption of NSIL and Roselabs Finance Limited into Lodha Developers Limited. Shareholders have a defined VC meeting schedule and an e-voting window from October 6 to October 8, with October 2 as the cut-off date. The scheme outlines specific share entitlement ratios and is positioned as a move to simplify structure and compliance. The merger remains subject to completion of the required approval process, including NCLT clearance.