Equinox India, Embassy Group Merger Gets NCLAT Approval

The National Company Law Appellate Tribunal on Tuesday approved the merger between Equinox India Developments, formerly known as Indiabulls Real Estate Ltd., and Embassy Group.

The merger had been in the offing for nearly 5 years.

"The valuation of shares and determination of fair equity share exchange ratio has been done by experts, and the method of valuation used, namely, discounted cash flow method is universally accepted as a valid recognised method for valuation of shares," the NCLAT said.

The appellate tribunal, however, noted that both the companies involved in the scheme of merger are directed to ensure that all compliances consequent to the merger are adhered to.

In 2020, Indiabulls announced its proposal of the merger of certain ongoing, completed and planned residential and commercial projects of Embassy Property Developments Pvt. Ltd. with itself.

The Competition Commission of India had approved the merger in 2021. It was also approved by 99.99% of the Equinox’s shareholders.

With this proposed merger deal, Embassy Group sought to enter into Mumbai and Delhi-NCR markets, the two biggest property markets in the country.

Thereafter, the Bangalore bench of the National Company Law Tribunal approved the merger in 2022, but it was stalled in 2023 by the Chandigarh bench, citing apprehensions by the income tax department.

This prompted Equinox to approach the NCLAT.

Bengaluru-based realty firm Embassy Group had proposed to merge around 11 real estate projects comprising nearly 62 million square feet of area with Equinox and take control of the merged entity.

Once the scheme of amalgamation is effected, Jitendra Virwani along with his other promoter entities will be the new promoters of the merged company. Virwani is the chairman and managing director of the Embassy Group.

Embassy Group is one of India’s leading property developers and providers of commercial office space for the IT/ITES sector, with operations across Indian and international markets. Embassy sponsored India's first publicly traded real estate investment trust, or REIT, and Asia's largest REIT by area.