The boards of Indosolar Ltd, a Waaree group company, has approved a Scheme of Amalgamation with Waaree Energies Ltd aimed at consolidating their solar photovoltaic manufacturing operations.
Both companies are engaged in the manufacture of solar photovoltaic modules. Indosolar, the transferor company, does not have cell manufacturing capacity and depends on Waaree Energies or other external suppliers for its principal raw materials.
Merger to integrate cell and module manufacturing
The dependence on external supply arrangements has limited Indosolar’s ability to operate as an independent profitable business, with production volumes, cost structures and margins substantially influenced by the terms of such arrangements.
The amalgamation will bring cell and module manufacturing under a single entity, creating a backward-integrated operation with integrated production planning, optimised inventory management and improved traceability of domestic content.
Related party transactions to end
The merger will also eliminate continuing related-party transactions arising from cell supplies between the companies and address the allocation of cell output between their two shareholder groups.
The scheme will simplify the group structure and eliminate the separate listed-entity obligations associated with Indosolar.
Indosolar shareholders to receive Waaree shares
As consideration for the amalgamation, Waaree Energies will issue and allot one equity share of ₹10 each to shareholders of Indosolar for every 11 equity shares of ₹10 each held in Indosolar.
The amalgamation remains subject to applicable regulatory and other approvals under the Companies Act and the terms of the scheme, including approvals from the BSE, NSE and NCLT.
Financial scale differs significantly
As of June 2026, Indosolar had total assets of ₹405 crore, compared with ₹23,798 crore for Waaree Energies. Indosolar’s net worth stood at ₹324 crore against ₹13,870 crore for Waaree Energies.
Indosolar reported turnover of ₹68 crore, while Waaree Energies reported turnover of ₹6,222 crore.
Market prices reflect scale difference
Indosolar shares were quoted at ₹254.80 on the BSE, while Waaree Energies shares were quoted at ₹2,510 a share.
The proposed amalgamation will consolidate the group’s cell and module manufacturing capabilities and bring the operations of the two companies into a single structure.
Scheme to consolidate manufacturing operations
The transaction will also provide Indosolar shareholders with shares in Waaree Energies based on the approved share-exchange ratio.
The merger is intended to streamline manufacturing operations, simplify the group structure and create an integrated solar manufacturing platform.