Jindal Poly Films demerges its Nonwoven Fabric Business into its subsidiary

The proposed transaction is a Scheme of Arrangement ("Scheme"), which involves the demerger of the Nonwoven Fabrics Business division of Jindal Poly Films Limited into Global Nonwovens Limited.

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Jindal Poly Films Limited (“JPFL” or “Demerged Company”) is engaged in following businesses:

JPFL, through its subsidiary company namely, JPFL Films Private Limited, is engaged in the business of manufacturing of comprehensive range of products including BOPP, BOPET (Thick and Thin), CPP, lamination, metallized films, coated films, thermal' lamination films, and capacitor films and has also made overseas investments in entities engaged in flexible packaging solutions (“Packaging Films Business”).

JPFL manufactures with annual production capacity of 64,000 metric tonne (MT) and caters globally to sectors like hygiene, medical, and industrial, serving numerous multinational entities in the personal care domain with its manufacturing plants located in Nashik (Maharashtra), India (“Nonwoven Fabrics Business”).

JPFL, through its wholly owned subsidiary company namely, Jindal SMI Coated Products Ltd, is engaged in the labelling solution business (“Labelling Solutions Business).

The equity shares of JPFL are listed on nationwide bourses.

Global Nonwovens Limited (“GNL” or “Resulting Company”) was incorporated to carry on the business of manufacturing of PP (Polypropylene) based 'Spunmelt' & 'Spunbond' Nonwoven fabrics. Currently, GNL is a wholly-owned subsidiary of JPFL. Currently, the company is not carrying on any operations.

Proposed Transaction and Rationale

The board of directors of JPFL & GNL have considered and approved a Scheme of Arrangement between Jindal Poly Films Limited (Demerged Company) and Global Nonwovens Limited (Resulting Company) and their respective shareholders and creditors, in terms of the provisions of sections 230 to 232 read with section 66 and other applicable provisions, if any, of the Companies Act, 2013.