JSW Cement has announced a scheme of arrangement to merge its listed subsidiary Shiva Cement with itself, creating a single unified cement platform. The boards of both companies have approved the proposal, which will require clearances from stock exchanges, the Securities and Exchange Board of India, the National Company Law Tribunal, Odisha Industrial Infrastructure Development Corporation and other applicable authorities.

The transaction is expected to be completed within 12 to 14 months, subject to the necessary approvals from regulators, shareholders and creditors. Under the scheme, JSW Cement will issue 5 equity shares with a face value of Rs. 10 each for every 41 equity shares with a face value of Rs. 2 each held by Shiva Cement shareholders other than JSW Cement.

The company said the merger would consolidate financial, managerial, technical, distribution and marketing resources while reducing administrative duplication and compliance requirements. It would also provide greater funding flexibility, potentially lower financing costs and eliminate inter-company guarantees.

The consolidation is expected to strengthen backward integration by enabling JSW Cement to use Shiva Cement’s clinker manufacturing facility. This would reduce dependence on external clinker procurement and improve supply-chain efficiency. Public shareholders of Shiva Cement would receive direct ownership in JSW Cement, which has a broader institutional investor base and a more liquid listed presence.

JSW Cement acquired a controlling stake in Shiva Cement through transactions that began in January 2017. Shiva Cement operates a clinker facility in Odisha, near the borders of Odisha, Chhattisgarh and Jharkhand, and commissioned a 1 mtpa cement grinding unit at Sambalpur in FY26 through a commercial arrangement with Bhushan Power and Steel.

JSW Cement has 24.10 mtpa of cement grinding capacity and 9.74 mtpa of clinkerisation capacity. Its Indian operations comprise nine plants, including two integrated units, one clinker unit and six grinding units. The proposed merger is intended to simplify the corporate structure and align the financial statements of the two companies.