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Bharat Forge Ltd Capital/Financing Update 2021

May 6, 2021

61415_rns_2021-05-06_92f5997a-ddef-4065-8860-29edb7be982e.pdf

Capital/Financing Update

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May 06, 2021

BHARAT FORGE

To,

BSE Limited,

1st Floor, New Trading Ring, Rotunda Building, P.J. Towers, Dalal Street, Fort, Mumbai - 400 001 BSE SCRIP CODE - 500493

National Stock Exchange of India Limited

'Exchange Plaza', Bandra-Kurla Complex, Sandra (East) Mumbai- 400 051 Symbol: BHARATFORG Series: EQ

Dear Sir,

Sub.: Acquisition of 100% stake of Nouveau Power & Infrastructure Private Limited

Ref: Regulation 30 of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015

This is in reference to our earlier communication in relation to Resolution Plan approved by National Company Law Tribunal, Ahmedabad Bench (NCL T) for acquisition of Sanghvi Forging & Engineering Limited ("SFEL") in terms of the provision of Insolvency and Bankruptcy Code, 2016 ("IBC").

In accordance with the NCL T order and in terms of the approved Resolution Plan, the acquisition of SEFL shall be carried out through a Special Purpose Vehicle (SPV) incorporated or acquired by the Company. SPV shall be funded adequately by subscribing to or providing, as the case may be, equity shares, debt, convertible debt and I or preference shares of the SPV for the implementation of the approved Resolution Plan.

In this regard, we wish to inform you that, for a better strategic alignment, it was considered to acquire a Company within the Group named Nouveau Power & Infrastructure Private Limited (NPIPL) as a SPV to undertake the acquisition of SFEL.

The details as required under SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 read with SEBI Circular No. CIR/CFD/CMD4/2015 dated 9th September, 2015 is given as under:

a) Nameofthetarget entity,
details in brief such as size,
turnover etc.

NouveauPower &InfrastructurePrivate
Limited ("NPIPL")
Authorized Capital:Rs. 5,00,000 divided
into 50,000 equity shares of Rs. 10 each

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KALYANI
GROUP COMPANY
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BHARAT FORGE LIMITED, MUNDHWA, PUNE 411 036, MAHARASHTRA, INDIA. PHONE : +91 20 6704 2777 FAX: +91 20 2682 0699 (Export), 2682 2387 (Sales/Mktg) 2682 2163 (Materials) Website : www.bharatforge.com CIN No. L25209PN 1961 PLC0l2046

BHARAT FORGE

Issued, Subscribed & Paid-up Capital: Rs. 1,00,000 divided into 10,000 equity shares of Rs. 10 each

Turnover: The turnover for the preceding 3 financial years is NIL. b) Whether the acquisition would The transaction of purchase of shares is a fall within related party Related Party Transaction. transaction(s) and whether the promoter/ promoter group/ group companies have any The Promoter/Promoter Group hold indirectly interest in the entity being 100% of the paid-up share capital of NPIPL. acquired? If yes, nature of interest and The transaction is at arm's length basis. details thereof and whether the same is done at "arm's length"; c) Industry to which the entity The current objective of the NPIPL: being acquired belongs; 1. To carry on the business of manufacturing, machining, fabricating, assembles, forgings, castings, supplier of engines, crankshafts, gears, machinery, vehicles, trucks, railways coaches, railway carriages, ships, aircrafts, tools, spares, parts and other engineering products for various industries; 2. To engage in and conduct the business of scientific, technical and other research and development in any field and particularly in the field of forging, castings and related products and other strategic area and other technologies. 3. To set up, create, promote in India or overseas companies and joint ventures/collaborations in the areas of business mentioned in 1 & 2 above. d) Objects and effects of In view of the operational benefits and for a acquisition (including but not better strategic alignment, it was considered limited to, disclosure of reasons to acquire NPIPL to undertake its new for acquisition of target entity, if acquisition initiatives through a Special its business is outside the main Purpose Vehicle (SPV) which would be a line of business of the listed wholly owned subsidiary of the Company. entity); e) Brief details of any Not Applicable governmental or regulatory

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KALYANI GROUP COMPANY

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BHARAT FORGE LIMITED, MUNDHWA, PUNE 411 036, MAHARASHTRA, INDIA. PHONE: +91 20 6704 2777 FAX: +91 20 2682 0699 (Export), 2682 2387 (Sales/Mktg) 2682 2163 (Materials) Website : www.bharatlorge.com CIN No. L25209PN 1961 PLC0l 2046

BHARAT FORGE

approvals
required
for
the
acquisition;
f)
Indicative
time
period
for
completion of the acquisition;
The acquisition has been completed on May
05, 2021.
g)
Nature
of
consideration
-
whether cash consideration or
share swap and details of the
same;
Cash
h)
Cost of acquisition or the price 10,000 equity shares of face value of Rs.10/­
at
which
the
shares
are each has been acquired at a consideration of
i)
j)
acquired;
Rs.1,00,000/- (Rupees One Lakh only).
Percentage of shareholding /
control
acquired
and / or
number of shares acquired;
Brief background about the
entity acquired in terms of
products/line
of
business
acquired, date of incorporation,
history of last 3 years turnover,
country in which the acquired
entity has presence and any
other significant information (in
brief);
100% of the paid-up share capital of NPIPL.
Nouveau Power & Infrastructure Private
Limited is an Indian private limited company
incorporated on February 21, 2011, with its
registered office at Pune, Maharashtra.
It has been initially incorporated to engage in
the business of generating power by
conventional and non-conventional methods.
However, the Company did not commence
any operation in power business. Currently
its object has been amended to initiate the
forging and other engineering products
business.
Turnover for last three vears is NIL

Kindly take the same on record.

Thanking you, Yours faithfully, For Bharatfnt1rge Limited Tejas�dhari Company Secretary & Compliance Officer

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KALYANI
GROUP COMPANY
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BHARAT FORGE LIMITED, MUNDHWA, PUNE 411 036, MAHARASHTRA, INDIA. PHONE : +91 20 6704 2777 FAX: +91 20 2682 0699 !Export), 2682 2387 ISales/Mktg) 2682 2163 !Materials) Website : www.bharatforge.com CIN No. L25209PN 1961 PLC012046