Waaree Energies Ltd on Wednesday said its board has approved a draft scheme to merge group company Indosolar Ltd with the listed solar module and cell manufacturer, in a move aimed at simplifying the group structure, integrating manufacturing operations and eliminating duplicated compliance and administrative costs.
Once the scheme becomes effective, Indosolar will be dissolved without being wound up, with its assets and liabilities consolidated into Waaree Energies, the company stated in a regulatory filing. Under the proposed scheme, shareholders of Indosolar, other than Waaree Energies, will receive one fully paid-up equity share of Waaree Energies for every 11 equity shares of Indosolar held by them as of the record date, it added.
Waaree Energies said both companies are engaged in manufacturing solar photovoltaic modules, but Indosolar does not have cell manufacturing capacity and depends on Waaree Energies or external suppliers for its principal raw materials. According to the company, merging the two businesses would bring cell and module manufacturing under a single entity, creating a more integrated manufacturing structure. The company expects this to support integrated production planning, optimise inventory and improve domestic-content traceability.
The merger would also eliminate continuing related-party transactions arising from the supply of cells between the entities and address the issue of allocating cell output between the two shareholder groups, the company said. Waaree said the transaction would simplify the group’s corporate structure and eliminate the separate listed-entity obligations associated with Indosolar. The proposed consolidation is also expected to eliminate duplicate compliance requirements, including separate audits, board meetings, statutory filings and related-party disclosures. Waaree Energies said unified governance, consolidated procurement and borrowing at the transferee company’s cost of funds could provide operational synergies and greater flexibility in capital deployment.
The company also expects the merger to reduce administrative responsibilities, duplicate records, legal and regulatory compliance and other duplicate expenses, while enabling more efficient utilisation of capital.
The scheme will result in the issuance of additional Waaree Energies shares to eligible Indosolar shareholders. As of June 30, 2026, Waaree Energies had 28.765 crore equity shares outstanding. Of these, promoters held 18.444 crore shares, or 64.12 per cent, while public shareholders held 10.321 crore shares, or 35.88 per cent. Following the proposed scheme, the company’s total equity share capital is expected to rise to 28.860 crore shares. The promoter holding is projected to decline marginally to 63.91 per cent, while public shareholding is expected to increase to 36.09 per cent.
As of June 30, 2026, Indosolar had total assets of ₹404.92 crore, net worth of ₹323.63 crore and turnover of ₹68.36 crore. Waaree Energies, by comparison, had total assets of ₹23,798.16 crore, net worth of ₹13,869.90 crore and turnover of ₹6,221.67 crore as of the same date. The proposed amalgamation remains subject to statutory and regulatory approvals, including those from the BSE, NSE, the jurisdictional National Company Law Tribunal (NCLT) and the shareholders and creditors of the companies, the company added.
Published on September 23, 2026
