How Onix Renewable is getting listed without an IPO

Here's a corporate riddle. A company listed on the BSE since 1994. A company that began life spinning yarn. A company that later moved into agricultural trading. A company whose profits have almost disappeared.

And yet, this same company may soon wake up with a new name, a new business, and a new set of owners. The company is Eureka Industries. The new name could be Onix Renewable Limited. And the trick behind this transformation is one of the more interesting structures in Indian corporate finance — a reverse merger. Let's unpack it.

First, meet Onix Renewable Limited. This is the actual operating business in the story.

Onix was incorporated in Rajkot, Gujarat, in 2014 as Eletro Trans Products Private Limited. Over time, it changed names a few times — first to Onix Structure Private Limited, then to Onix Renewable Private Limited. In August 2023, it converted into a public limited company.

But here's the important bit. A public limited company is not necessarily a listed company. Onix is still an unlisted public company. Its shares do not trade on the BSE or NSE. So public market investors cannot simply go and buy Onix shares on an exchange.

And what does Onix do? It operates in the renewable energy space — green hydrogen generation, solar power, natural gas distribution, and related infrastructure. Its promoters are Divyesh Savaliya and Piyush Savaliya.

On paper, it is a sizeable company too. It has paid-up equity capital of roughly ₹130 crore, spread across about 12.96 crore shares. So you have an ambitious renewable energy company sitting in Gujarat with plans around hydrogen, solar, gas distribution, and infrastructure. But it is not listed.

And that creates the obvious question. How does Onix get access to the public market? The standard route would be an IPO. But Onix seems to be choosing a different path.

Now meet Eureka Industries. Eureka is the older company in this story. It was incorporated in 1992 as Eureka Spinners Limited, a textile business. It has been listed on the BSE since 1994.

But the company has been under stress. Its FY26 numbers show the problem. Revenue grew to about ₹126 crore, but net profit fell by roughly 91% to just about ₹0.20 crore. The company has also been writing off old inventory, stale liabilities, and dead assets. In simple terms, it has been cleaning up its balance sheet.

And then Eureka took a specific legal route. It initiated a Pre-Packaged Insolvency Resolution Process, or PPIRP, under India's Insolvency and Bankruptcy Code. Think of PPIRP as a faster and more controlled restructuring mechanism available to smaller MSME-type companies. It allows a stressed company to restructure its debts with creditor support, without going through the full-blown insolvency process.

And this is where Eureka and Onix come together.

As part of Eureka's resolution plan, Onix Renewable will merge into Eureka. Once the merger is completed, Eureka — the listed company with the stressed legacy business — will be renamed Onix Renewable Limited. It will continue trading on the BSE under the same scrip code 521137 and the same ISIN.

That is the key point. The unlisted renewable energy business gets housed inside the listed company. The listed company gets a new operating business. And Onix effectively reaches the stock market without going through a conventional IPO.

Same listed entity. Same BSE scrip code. Completely different business inside. That is why this is called a reverse merger.

A reverse merger is when an unlisted or private company becomes listed by merging into an already listed company.

Usually, if Onix wanted to list, it would have to go through an IPO. That would mean merchant bankers, SEBI filings, draft offer documents, roadshows, pricing discussions, market risk, and a long approval process. But Eureka already has something valuable — a stock exchange listing. Its operating business may be weak. But the listed platform itself still has value.

So instead of Onix creating a listed company from scratch, it merges into Eureka. After the merger, Eureka changes its name and business profile. The old listed shell becomes the new listed renewable energy company. In plain English, Onix gets a listed platform. Eureka gets a business revival. That is the basic logic.

This is where the transaction becomes more interesting.

Onix shareholders get a clean swap. For every 1 Onix share, they receive 1 new Eureka share.

Existing Eureka shareholders, however, take a steep haircut. For every 15 Eureka shares they hold, they retain only 1 equity share. The remaining 14 shares are cancelled and replaced with 0.01% preference shares, redeemable only after 10 years.

So Eureka's existing shareholders will own a much smaller part of the equity after the transaction. And that is not unusual in a rescue situation. Eureka is the stressed listed company. Onix is the incoming operating business. So the economics shift in favour of the shareholders of the stronger business being merged in.

Here is the timeline so far. Eureka's board first considered the insolvency route around April 2026. By 18 May 2026, Eureka's shareholders had approved both the PPIRP and the amalgamation with Onix at an extraordinary general meeting. All resolutions were passed.

The appointed date for the merger is 1 April 2026, the first day of FY27. This is the date from which the businesses are treated as combined for scheme purposes.

Now, Onix shareholders also need to approve the scheme. Their meeting is scheduled for Tuesday, 7 July 2026, through video conferencing. Remote e-voting will remain open from 4 July to 6 July 2026.

But this does not mean the merger is complete. The most important approval still has to come from the National Company Law Tribunal, Ahmedabad Bench. The NCLT has to sanction the Base Resolution Plan under the Insolvency and Bankruptcy Code. The scheme becomes effective only after the certified copy of the NCLT order is filed with the Registrar of Companies. And because Eureka is a listed company, the transaction also needs SEBI and BSE approvals and clearances.

So the honest answer is this: shareholder approvals are progressing through mid-2026, but the merger becomes final only after NCLT approval and the required regulatory filings. Until then, the transaction remains conditional.

Because a reverse merger can solve several problems at once.

A traditional IPO is long, expensive, and dependent on market sentiment. If the market turns weak, the IPO can be delayed or pulled. In a reverse merger, the listed platform already exists. The business inside that listed company changes.

Ordinarily, a transaction like this may require separate approvals for a scheme of arrangement, capital reduction, fresh share issuance, name change, and amendments to the company's memorandum. But when these steps are bundled into a Base Resolution Plan approved by the NCLT under the insolvency framework, one tribunal order can cover multiple corporate actions. That includes approvals under Sections 230 to 232 of the Companies Act, Section 66 capital reduction, share issuance, and related changes.

A stressed listed company may have accumulated losses and unabsorbed depreciation. Normally, a major ownership change can restrict the ability to carry forward those losses. But the Income-tax Act provides a carve-out for shareholding changes that happen through an insolvency-approved resolution plan. So the combined entity may potentially preserve those tax losses and use them against future profits. There may also be exemptions from open-offer obligations under SEBI's takeover regulations and relief from certain stamp duty or transfer-tax implications, depending on the final structure and approvals.

A stressed listed company may not have much of an operating business left. But it still has a listing. An ambitious unlisted company may have the business. But it does not have the listing. A reverse merger combines the two. The listed company gets a new business. Creditors may get a better outcome than liquidation. Existing shareholders retain some participation, though heavily diluted. And the incoming business gets a public-market platform.

The Onix-Eureka deal is a textbook reverse merger story. Onix Renewable wants access to the public markets. Eureka Industries has a listed platform but a stressed business. The insolvency process provides the legal plumbing to combine both in one integrated transaction.

If the NCLT, SEBI, BSE, and other regulatory approvals come through, the BSE will eventually have a very different company trading under Eureka's old listing. A textile-turned-trading company could become a renewable energy play.

Same ticker. New name. New business. New owners. And that is how a sleepy listed company can quietly transform into a green hydrogen and solar story.

This article is for general information only and is based on company filings and public disclosures available as of mid-2026. It is not investment advice. The merger remains subject to NCLT, SEBI, BSE, and other regulatory approvals, and the final terms may change.