Setco Automotive to Fully Own Lava Cast for Simpler Group Structure

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AuthorKavya Nair|Published at:
Setco Automotive to Fully Own Lava Cast for Simpler Group Structure
Overview

Setco Automotive Limited's Board has approved a move to acquire full ownership of its subsidiary, Lava Cast Private Limited (LCPL). The transaction involves buying shares from existing shareholders and acquiring non-convertible debentures, alongside assigning an unsecured loan of ₹97.56 crore. This aims to simplify the group's corporate structure and enhance financial transparency.

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Setco Automotive Limited's Board of Directors has approved a strategic move to make Lava Cast Private Limited (LCPL) a wholly-owned subsidiary. This consolidation aims to simplify the group's corporate structure and enhance financial transparency. LCPL reported a turnover of ₹87.38 crore for the fiscal year 2024-2025.

The acquisition involves Setco Automotive acquiring all outstanding equity shares from its subsidiary SASPL and individual shareholders, as well as non-convertible debentures (NCDs) of LCPL. Additionally, Setco Automotive will assume an unsecured loan of ₹97.56 crore currently held by SASPL. This transaction, conducted at arm's length on March 20, 2026, does not require governmental or regulatory approvals.

By bringing LCPL under complete ownership, Setco anticipates improved financial transparency and streamlined operational integration. This consolidation is a key step in optimizing the group's overall corporate and ownership framework.

Setco Automotive, a manufacturer of clutches and driveline components, has a history with Lava Cast. The company previously acquired a 100% stake in LCPL in April 2019. Merger plans between the two entities were also explored around 2019-2020 to boost operational efficiencies and financial strength. Lava Cast has faced challenges, including becoming a Non-Performing Asset (NPA) due to ramp-up issues, but has since undergone restructuring and achieved EBITDA positive status. Setco Automotive also secured significant capital from India Resurgence Fund (IRF) in 2021 to support its operations.

However, Setco Automotive has faced considerable scrutiny regarding its governance and operations. Its promoters and directors were penalized by SEBI with market bans and fines for alleged fund diversion and governance failures between FY19-20 and FY21-22. Furthermore, a subsidiary unit in Gujarat was ordered to shut down by the Pollution Control Board over environmental violations. The company also carries high contingent liabilities and significant promoter shareholding pledges, which remain persistent concerns for investors.

Setco Automotive operates in the auto components sector alongside major players such as Samvardhana Motherson International Ltd, Endurance Technologies Ltd, Bosch Ltd, and Uno Minda Ltd, which are involved in manufacturing a wide range of automotive parts.

Key financial figures for LCPL include a paid-up share capital of ₹130.56 crore. For the fiscal year 2023-2024, LCPL's turnover was ₹67.69 crore, and for FY2022-2023, it stood at ₹35.55 crore. The unsecured loan assigned to Setco Automotive is valued at ₹97.56 crore.

Investors will be monitoring the successful integration of LCPL under Setco's full ownership and its contribution to the group's performance. Key watchpoints include any further strategic restructuring, operational synergies, management's progress in resolving past regulatory and environmental issues, and Setco Automotive's overall financial health, debt management, and performance trends in the Medium and Heavy Commercial Vehicle (M&HCV) clutch market.

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