Key Highlights
- SML Mahindra approved the acquisition of Mahindra & Mahindra’s Truck and Bus Division on a slump sale basis.
- The acquisition will be completed for a cash consideration of ₹525 crore, subject to working capital adjustments.
- The acquired Truck and Bus Division sold 14,832 vehicles and reported a turnover of ₹2,989 crore in FY2025-26.
- The transaction aims to create a unified truck and bus business across light, intermediate and heavy commercial vehicles.
- Mahindra & Mahindra holds a 58.97% stake in SML Mahindra, making the deal a related party transaction conducted at arm’s length.
- The acquisition is subject to shareholder approval and is expected to be completed on or before January 31, 2027.
SML Mahindra Limited has approved the acquisition of Mahindra & Mahindra Limited’s Truck and Bus Division (MTBD) on a slump sale basis for a cash consideration of ₹525 crore. The transaction is aimed at consolidating Mahindra Group’s truck and bus operations under a single listed entity, creating a unified commercial vehicle business spanning light, intermediate, and heavy commercial vehicles.
The approval was granted by the Board of Directors at its meeting held on July 29, 2026, following the recommendation of the Audit Committee. The acquisition will be executed through a Business Transfer Agreement (BTA), subject to shareholder approval and satisfaction of customary conditions.
SML Mahindra to Acquire Mahindra Truck & Bus Division
According to the regulatory filing, SML Mahindra will acquire the Truck and Bus Division of Mahindra & Mahindra as a going concern. The transaction includes employees, manufacturing-related assets, intellectual property, licences, permits, insurance policies, contracts, interests, rights and liabilities associated with the business.
The acquisition consideration has been fixed at ₹525 crore in cash, subject to working capital adjustments specified in the Business Transfer Agreement. The valuation was based on an independent report prepared by BDO Valuation Advisory LLP.
Business to Strengthen Mahindra Group’s Commercial Vehicle Presence
Mahindra & Mahindra’s Truck and Bus Division offers a portfolio of light, intermediate and heavy commercial trucks along with buses for cargo and passenger transportation. During FY2025-26, the division sold 14,832 vehicles and reported a turnover of ₹2,989 crore.
SML Mahindra stated that the acquisition is intended to establish a unified truck and bus business within the Mahindra Group, enabling broader market coverage, an expanded product portfolio and improved operational efficiencies.
The company expects the combined business to benefit from increased scale, stronger product offerings and enhanced competitiveness across multiple commercial vehicle segments.
Related Party Transaction Conducted at Arm’s Length
The transaction qualifies as a related party transaction because Mahindra & Mahindra is SML Mahindra’s promoter and currently holds a 58.97% stake in the company.
However, the company clarified that the acquisition is being carried out on an arm’s length basis through a slump sale mechanism.
Shareholder Approval Required
The acquisition remains subject to approval from SML Mahindra’s shareholders under applicable provisions of the Companies Act, 2013 and SEBI’s Listing Obligations and Disclosure Requirements (LODR) Regulations.
The Business Transfer Agreement is proposed to be executed on or before August 7, 2026, while the overall transaction is expected to be completed on or before January 31, 2027, subject to fulfilment of all conditions precedent and regulatory requirements.
Mahindra & Mahindra will continue manufacturing Mahindra-branded trucks and buses under a contract manufacturing arrangement after the transaction, ensuring continuity of supply and operational stability.
