JSW Cement Announces Merger with Shiva Cement

Bengaluru, September 30, 2026: The Boards of Directors of JSW Cement Limited and its listed subsidiary Shiva Cement Limited have approved a scheme of arrangement involving the amalgamation of Shiva Cement into JSW Cement. This consolidation creates a single unified cement platform, unlocking operational, financial, and management synergies.

Strategic Rationale

• Business Synergies: Pooling financial, managerial, technical, distribution, and marketing resources to drive efficiency.
• Raw Material Optimization: Backward integration through Shiva Cement’s clinker facility, reducing external dependence.
• Financial Synergies: Enhanced funding flexibility, lower financing costs, elimination of inter-company guarantees.
• Shareholder Value: Public shareholders of Shiva Cement will receive direct shareholding in a larger, more liquid entity with diversified institutional investors.
• Simplified Structure: Reduction in administrative duplications, compliance requirements, and consolidation efforts.

The scheme will also result in right-sizing of financial statements of the companies involved.

Share Exchange Ratio
JSW Cement will issue 5 equity shares of face value ₹10 for every 41 equity shares of face value ₹2 held in Shiva Cement (other than JSW Cement).

Approvals & Timeline
The scheme is subject to approvals from:

• Stock Exchanges
• SEBI
• National Company Law Tribunal (NCLT)
• Odisha Industrial Infrastructure Development Corporation
• Other statutory/regulatory authorities, shareholders, and creditors

The transaction is expected to be completed within 12–14 months, subject to timely receipt of approvals.

Mr. Nilesh Narwekar, CEO, JSW Cement, said: “The proposed merger is a strategic step towards creating a more integrated and efficient business. It will unlock operational and financial synergies, strengthen backward integration, and simplify our corporate structure. Importantly, it will enable Shiva Cement’s public shareholders to participate directly in the growth of a larger and more liquid listed entity.”

Independent Advisors

• JM Financial Limited – Exclusive financial advisor
• Price Waterhouse & Co LLP – Tax & regulatory advisor
• PwC Business Consulting Services LLP & BDO Valuation Advisory LLP – Independent registered valuers for share exchange ratio
• SBI Capital Markets Limited & DAM Capital Advisors Limited – Fairness opinions on share exchange ratio

About JSW Cement
Part of the JSW Group, JSW Cement has a cement grinding capacity of 24.10 MTPA and clinkerisation capacity of 9.74 MTPA. It is India’s largest manufacturer of GGBS (Ground Granulated Blast Furnace Slag) with ~84% market share.

Product portfolio: PSC, PCC, PPC, GGBS, OPC, clinker, ready-mix concrete, construction chemicals, waterproofing compounds. Operations: Nine plants across India (Andhra Pradesh, Karnataka, Tamil Nadu, Maharashtra, West Bengal, Odisha, Rajasthan) and a clinker unit in the UAE. JSW Cement has the lowest CO₂ emission intensity among peer cement manufacturers in India and globally.

About Shiva Cement
A subsidiary of JSW Cement, Shiva Cement operates a clinker facility strategically located at the border of Odisha, Chhattisgarh, and Jharkhand. In FY26, it commissioned a 1.0 MTPA cement grinding unit at Sambalpur, Odisha, via a commercial arrangement with Bhushan Power and Steel Limited, to meet growing regional demand.