The National Company Law Tribunal at Chennai has sanctioned the Scheme of Amalgamation between Augmento Labs Private Limited and Saksoft Limited, whose shares are listed on the National Stock Exchange and the Bombay Stock Exchange.

The order was passed by Judicial Member Sanjiv Jain and Technical Member Venkataraman Subramaniam.

Augmento Labs is a wholly owned subsidiary of Saksoft. The companies had filed the first motion petition and the Tribunal vide order dated November 27, 2025 dispensed with the meetings of equity shareholders and unsecured creditors of the companies.

The companies then moved the Tribunal in the second motion proceedings seeking sanction of the Scheme.

The companies stated that the Scheme aims to simplify the group structure, improve operational efficiency, reduce administrative and other overheads, optimise resources, and maximise shareholder value.

The Tribunal had directed the companies to issue notice to the concerned statutory/ regulatory authorities. The Regional Director, Registrar of Companies, Income Tax Department and Official Liquidator had raised observations concerning, among other things, the appointed date, employee protection and accounting treatment under the Indian Accounting Standard 103.

The companies filed responses to the observations raised by the statutory authorities. 

The Official Liquidator's additional report found no instance of misfeasance or diversion of funds and stated that the affairs of Augmento Labs had not been conducted prejudicially to its members, creditors or the public.

The Tribunal analyzed the Scheme and observed:

“.this Tribunal is of the view that the Scheme as contemplated amongst the Petitioner Companies seems beneficial to the Companies and will not be in any way detrimental to the interest of the shareholders of the Companies”

Accordingly, the Tribunal sanctioned the Scheme of Amalgamation with April 1, 2026 as the Appointed Date.

Under the Scheme, the entire business, assets, liabilities and obligations of Augmento Labs will vest in Saksoft.

The Bench, however, clarified:

“if there is any deficiency found or, the violation committed qua any enactment, statutory rule or regulation, the sanction granted by this Tribunal will not come in the way of action being taken, albeit, in accordance with the law, against the concerned persons, directors and officials of the petitioners.” 

For Petitioner: Advocates K.K Vijay Vigneshwar and Sailesh R

For Income Tax Department: Advocate Raj Jhabakh

For Official Liquidator: B Palani

For Regional Director: Advocate Avinash Krishnan Ravi

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Case Title :  Augmento Labs Private Limited v. Saksoft LimitedCase Number :  CP(CAA)/93(CHE)/2025CITATION :  2026 LLBiz NCLT(CHE) 927
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