Key insights on the Board's approval of SFL's demerger strategy and its implications.
On December 31, 2025, the Board of Directors of Sammaan Finserve Limited (SFL) approved a significant Scheme of Arrangement with Sammaan Capital Limited (SCL). This decision marks a strategic move to separate SFL's non-banking financial company (NBFC) operations into SCL. The demerger aims to optimize operational efficiencies and enhance stakeholder value. The approval is contingent upon necessary regulatory consents and shareholder approvals. This announcement is a pivotal moment for both companies as they navigate the complexities of corporate restructuring.
The Scheme of Arrangement involves the demerger of SFL's NBFC operations into SCL, allowing for focused management of the respective businesses. The Board's decision followed a thorough review of recommendations from the Audit Committee. The demerger is expected to help streamline SFL's operations while providing SCL with a robust foundation for growth in the financial services sector. The Scheme is compliant with Sections 230 to 232 of the Companies Act, 2013, ensuring all legal frameworks are adhered to. The Board meeting, which lasted from 11:15 a.m. to 11:59 a.m. IST, underscored the urgency of this corporate action.
This announcement is made in accordance with Regulation 51 of the SEBI (LODR) Regulations, which mandates timely disclosures of price-sensitive information. The regulatory framework ensures transparency and protects the interests of shareholders and creditors during such significant corporate actions. The Scheme also requires the approval of the National Company Law Tribunal (NCLT) and other regulatory bodies, highlighting the importance of compliance in corporate restructurings.
The approved Scheme has several implications for stakeholders, including shareholders, creditors, and employees. Shareholders of SFL can expect enhanced focus on the remaining business, potentially leading to increased shareholder value. Creditors will benefit from a clearer structure, as the demerger allows for more precise financial management. Employees involved in the NBFC sector may find new opportunities within SCL, promoting career growth and development. Overall, this strategic demerger is set to foster a more dynamic and responsive corporate environment.
Following this Board approval, the next steps involve seeking necessary regulatory approvals and consents from shareholders and creditors. The companies will prepare for submissions to the NCLT, which will review the Scheme for final approval. It is crucial for both SFL and SCL to communicate effectively with their stakeholders throughout this process to ensure transparency and trust. Updates will be made available on the company’s website as they progress.
The Board's approval of the demerger between SFL and SCL presents an opportunity for both entities to focus on their core competencies. This strategic move is anticipated to enhance operational efficiencies and unlock value for shareholders and stakeholders alike. As both companies navigate this transition, their commitment to compliance and transparency will be paramount. Stakeholders should stay informed as further developments unfold regarding this significant corporate restructuring.