Zensar Technologies Limited (BSE: 504067 | NSE: ZENSARTECH) – Board Approval for Merger of US Subsidiaries

Introduction

On July 29, 2026, Zensar Technologies Limited filed a disclosure pursuant to Regulation 30(1) of the SEBI Listing Regulations, informing the stock exchanges (BSE and NSE) that its Board of Directors has given in‑principle approval for the merger of two U.S.–based step‑down subsidiaries into its wholly‑owned U.S. subsidiary, Zensar Technologies Inc., USA.

Key Details of the Merger

Entities Involved

Entity	Net Worth (USD Million)	Turnover (USD Million)	Business Focus
Bridgeview Life Sciences LLC	0.4	4.74	Digital solutions & technology services
M3BI LLC	9.32	46.8	Digital solutions & technology services
Zensar Technologies Inc., USA (receiving entity)	74.66	326.96	Digital solutions & technology services

Merger Structure

• The two step‑down subsidiaries (Bridgeview Life Sciences LLC and M3BI LLC) will be merged directly or indirectly into Zensar Technologies Inc., USA (a material wholly‑owned subsidiary of Zensar Technologies Limited).
• The merger will be effected either by a direct merger or by setting up a new entity to facilitate the merger.
• Post‑merger, the two subsidiaries will cease to exist as separate step‑down entities.

Shareholding & Related‑Party Considerations

• No change in the shareholding pattern of Zensar Technologies Limited is expected.
• The transaction does not qualify as a related‑party transaction under SEBI regulations and is therefore not subject to arm‑length requirements.

Rationale

• Business synergies and higher operational efficiencies.
• Unified control and effective management of the U.S. operations.

Financial Considerations

• No cash consideration or share‑exchange ratio is involved; the merger is purely a restructuring of step‑down subsidiaries.

Board Meeting Details

• Date: July 29, 2026
• Time: Commenced at 05:00 PM (IST) and concluded at 08:05 PM (IST)
• Chairperson: Not specified (Company Secretary Anand Daga signed the filing)

Regulatory Disclosure

• The announcement complies with Regulation 30 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 and the SEBI Master Circular dated 30 January 2026.
• Annexure‑I (included in the filing) provides the detailed disclosures required under the regulation.

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Investor Takeaway: The approved merger is a structural move aimed at consolidating Zensar’s U.S. operations for greater efficiency, without impacting the company’s shareholding structure or involving any related‑party transaction concerns. No immediate financial impact (cash outflow or dilution) is expected.