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What the board approved
The board-approved scheme provides for Shiva Cement’s amalgamation into JSW Cement, a reorganization of reserves and related matters. JSW Cement’s filing describes the transaction as a related-party transaction. It says independent registered valuers determined the consideration and an independent Category 1 merchant banker issued a fairness opinion; the underlying valuation analysis is not included in the reviewed disclosures. JSW Cement’s 29 September 2026 board disclosure
JSW Cement already held 66.23% of Shiva Cement’s paid-up equity share capital, according to that filing. The proposal therefore concerns the amalgamation of an existing subsidiary, while also setting out consideration for Shiva shareholders other than JSW Cement.
What Shiva Cement shareholders would receive
The reported proposed exchange ratio is five JSW Cement equity shares for every 41 Shiva Cement equity shares held by shareholders other than JSW Cement. JSW Cement shares have a face value of ₹10 each and Shiva Cement shares have a face value of ₹2 each. Business Standard’s 30 September 2026 report
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This is a share-exchange ratio, not a promise of a particular rupee value, gain or return. The market prices of both companies’ shares can change, and the proposed terms remain subject to approvals and the scheme becoming effective.
What approvals remain, and when could it close?
The scheme is conditional on necessary statutory and regulatory approvals, including approval from the NCLT Mumbai Bench. Business Standard also reported that approvals may be required from stock exchanges, SEBI, the Odisha Industrial Infrastructure Development Corporation, shareholders, creditors and other applicable authorities. The precise approvals depend on the applicable process and authorities.
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Business Standard reported an expected completion period of 12–14 months, subject to the necessary approvals. That is an estimate, not a fixed deadline or confirmation that the scheme will become effective within that period.
Appointed date is not the completion date
The scheme gives 1 April 2026 as its appointed date. That date is distinct from the dates on which approvals are obtained and the scheme becomes effective; it does not mean the merger was completed on 1 April.
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Why JSW Cement says it is proposing the merger
The filing describes the rationale as pooling resources and streamlining operations. JSW Cement says Shiva Cement’s clinker facility could strengthen backward integration, reduce reliance on external procurement, improve supply-chain efficiency and create cost savings. These are expected benefits, not outcomes established by the board approval.
CEO Nilesh Narwekar called the proposal “a strategic step towards creating a more integrated and efficient business” and said it would simplify the corporate structure and let Shiva’s public shareholders participate directly in a larger listed entity. Those are the company’s forward-looking claims; the announcement does not establish that synergies or improved liquidity will result.
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Financial figures disclosed by the companies
The filing reports the following standalone figures for FY 2025–26 and as at 31 March 2026. They provide context for the two entities but, on their own, do not determine the scheme’s valuation or future performance. JSW Cement’s board disclosure
| Company and measure | Reported figure | Basis |
|---|---|---|
| JSW Cement turnover | ₹5,995.28 crore | Standalone, FY 2025–26 |
| Shiva Cement turnover | ₹435.17 crore | Standalone, FY 2025–26 |
| JSW Cement net worth | ₹7,029.47 crore | Standalone, as at 31 March 2026 |
| Shiva Cement net worth | Negative ₹30.08 crore | Standalone, as at 31 March 2026 |
Proposed reserve reorganization
As part of the scheme, the filing estimates a ₹133.92 crore debit balance in Shiva Cement’s retained earnings after the proposed reserve reorganization takes effect. It estimates the securities premium balance at nil and says the adjustment is subject to available securities premium. This is a proposed accounting treatment, not a report of a completed adjustment.
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Where to follow the scheme
JSW Cement’s board-meeting outcome and scheme disclosure are available through its 29 September 2026 filing. Shiva Cement’s issuer disclosure index also lists the scheme announcement dated 29 September 2026: Shiva Cement disclosures.
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