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JSW Cement and Shiva Cement boards approved a proposed merger on 29 September 2026, but the deal is not complete. If the scheme takes effect, eligible Shiva Cement shareholders other than JSW Cement will receive 5 JSW Cement shares for every 41 Shiva Cement shares they hold, with no cash consideration. The proposal still requires shareholder and other statutory and regulatory approvals, including approval from the NCLT Mumbai Bench.
What the boards approved
The boards approved a scheme of arrangement under which Shiva Cement Limited would be amalgamated into JSW Cement Limited. The proposal also covers reorganization of both companies’ reserves and related consequential matters. Each company’s board approval is subject to shareholder approval, and the scheme remains conditional on the required statutory and regulatory approvals. The filings identify the NCLT Mumbai Bench as one of the bodies whose approval is required. Shiva Cement’s board outcome and JSW Cement’s filing describe the proposal and conditions.
What Shiva Cement shareholders would receive
Under the scheme, on its effectiveness, eligible Shiva Cement equity shareholders other than JSW Cement would receive 5 fully paid JSW Cement equity shares of ₹10 face value for every 41 fully paid Shiva Cement equity shares of ₹2 face value held on the record date. There is no cash consideration. The new JSW Cement shares would rank equally with existing shares for dividends, bonus issues, voting and other corporate benefits.
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1Fix the driver behind crashes, sound loss and screen glitches2Clear out junk files and repair common Windows errors3Scan for outdated or missing drivers - takes under a minuteJSW Cement’s existing shares in its subsidiary would be cancelled; JSW Cement would not receive new shares in exchange for those parent-held shares. The board outcome does not specify the record date, so shareholders should not assume one from the proposed appointed date.
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Illustrative ownership impact
JSW Cement’s filing provides an illustrative shareholding projection, subject to the final record-date fractional entitlement calculation. It is not a final post-merger share count.
| Measure | Before arrangement | Illustrative after arrangement |
|---|---|---|
| Promoter and promoter group | 72.02% | 71.39% |
| Public shareholders | 27.03% | 27.67% |
| Non-promoter, non-public | 0.95% | 0.95% |
| Total JSW Cement shares | 1,36,33,64,936 | 1,37,55,13,537 |
These figures are the illustrative values in JSW Cement’s 29 September 2026 filing; the eventual allotment depends on the scheme’s record-date calculations.
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When could the merger take effect?
The filed scheme names 1 April 2026 as its appointed date. That date does not mean the merger was legally completed then. Shiva Cement is to cease to exist without winding up only when the scheme becomes effective after the necessary approvals. The filed scheme distinguishes the appointed date from effectiveness.
A 30 September 2026 Press Trust of India report carried by Business Standard says approvals are also required from stock exchanges, SEBI, Odisha Industrial Infrastructure Development Corporation, shareholders, creditors and other statutory and regulatory authorities. It reports a company expectation of completion within 12–14 months, subject to timely approvals. That is an expectation, not a fixed deadline or guarantee; the filings make effectiveness dependent on the approval process.
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Why the companies propose combining the businesses
JSW Cement held 66.23% of Shiva Cement’s paid-up equity capital, according to both companies’ disclosures. The companies’ stated industrial case centers on Shiva Cement’s clinker manufacturing facility at Sundargarh, Odisha, which JSW Cement’s 29 September 2026 filing gives as having capacity of 1.32 million tonnes per annum. They say bringing the operation together with JSW Cement’s cement business could strengthen backward integration and reduce reliance on external clinker procurement. The filing’s rationale describes this as an expected benefit, not an outcome already achieved.
The companies also cite pooling financial, managerial, technical, distribution and marketing resources; better operational coordination; cost reduction; access to funding through one entity; fewer inter-company guarantees; a simpler corporate structure; and less duplicated administration and compliance. These are the companies’ projected efficiency, savings and shareholder-value benefits. The filings do not establish independently measured synergy results.
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- High Load Capacity - Supports heavy floor loads in and building construction.
Financial context disclosed in the filing
JSW Cement’s filing reports the following standalone figures for FY2025–26 and as at 31 March 2026:
| Company | Turnover, FY2025–26 | Net worth as at 31 March 2026 |
|---|---|---|
| JSW Cement | ₹5,995.28 crore | ₹7,029.47 crore |
| Shiva Cement | ₹435.17 crore | negative ₹30.08 crore |
These are standalone figures reported by JSW Cement in its filing, not projected post-merger results.
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Related-party status and valuation process
Because Shiva Cement is a subsidiary of JSW Cement, the filings characterize the arrangement as a related-party transaction. The companies state that independent registered valuers determined the consideration and that an independent Category 1 merchant banker issued a fairness opinion. That is the process described in the companies’ filings; it does not mean the proposal has received all approvals.
What shareholders should watch
- Approval progress: whether the required shareholder, creditor, exchange, regulatory and NCLT approvals are obtained.
- Record date and entitlement: the final record date and resulting allocation, including any fractional entitlements.
- Shareholding outcome: the final JSW Cement share count and ownership mix, which may differ from the filing’s illustration.
- Evidence of operational effects: whether procurement, coordination, financing or administrative benefits become measurable after effectiveness.
JSW Cement CEO Nilesh Narwekar described the proposal as a step toward a more integrated and efficient business and said it would strengthen backward integration and give Shiva Cement’s public shareholders a direct stake in a larger listed entity. Business Standard carried the statement from a PTI report. It represents the company’s rationale, not independent evidence that projected benefits have already materialized. Business Standard’s report.
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