Bharat Forge Ltd — Capital/Financing Update 2021

Mar 16, 2021

B H A R A T F O R G E

March 16, 2021

To,

BSE Limited, National Stock Exchange of India Limited 1st Floor, New Trading Ring, ‘Exchange Plaza’, Rotunda Building, P.J. Towers, Bandra-Kurla Complex, Bandra (East) Dalal Street, Fort, Mumbai- 400 051 Mumbai - 400 001 Symbol: BHARATFORG BSE SCRIP CODE – 500493 Series: EQ

Dear Sir,

Sub.: Acquisition of 100% stake of Kalyani Powertrain Private Limited

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

We wish to inform you that the Company intends to undertake Electric Vehicle (EV) business initiatives including further opportunities (organic as well as inorganic) through a Special Purpose Vehicle (SPV) which would be a wholly owned subsidiary of the Company. As an initial step, to form a wholly owned subsidiary, the Company decided to acquire a newly formed Company within Kalyani Group named Kalyani Powertrain Private Limited (KPPL). In this regard, on March 16, 2021, the ‘Investment Committee – Strategic Business’ of the Company has approved to acquire 100% stake in KPPL which shall act as the SPV to carry on the EV business.

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)	Name of the target entity, details in brief such as size, turnover etc.	Kalyani Powertrain Private Limited (“KPPL”) Authorized Capital:Rs. 10,000 divided into 1,000 equity shares of Rs. 10 each Issued, Subscribed & Paid-up Capital: Rs. 10,000 divided into 1,000 equity shares of Rs. 10 each Turnover: Nil. KPPL has not commenced its business yet.
b)	Whether the acquisition would fall within related party transaction(s) and whether the promoter/ promoter group/	The transaction of purchase of shares is Related Party Transaction.

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BHARAT FORGE LIMITED, MUNDHWA, PUNE 411 036, MAHARASHTRA, INDIA. PHONE: + 91 20 6704 2476 6704 2777 (Secretarial) Fax 020 2682 2163 CIN L25209PN1961PLC012046 Email: secretarial@bharatforge.com WEBSITE: www.bharatforge.com

B H A R A T F O R G E

	group companies have any interest in the entity being acquired? If yes, nature of interest and details thereof and whether the same is done at “arm’s length”;	The Promoter/Promoter Group hold directly or indirectly 100% of the paid share capital of KPPL. Since there are no assets and liabilities in the Company, the said shareholding shall be acquired at a face value of Rs. 10/- which is at par, aggregating to Rs. 10,000 and hence such transaction is at arms-length basis.
c)	Industry to which the entity being acquired belongs;	Currently, KPPL has been formed with an object of development of electric powertrain transmission systems for automotive sector. Further, the main object of KPPL shall be changed from its current objective (i.e. Development of Electric Powertrain Transmission Systems for automotive sector) to include the following: To engage in and conduct the business of scientific, technical and other research and development in any field, particularly in the field of Electric Mobility including Electric Powertrain Transmissions Systems and other strategic areas and other technologies; To manufacture, design, implement, test and experiment all kinds of equipment to originate, develop and improve any discoveries, inventions, technology, processes and formulate, turn to account, particularly to integrate, manufacture, purchase or otherwise acquire, own, hold, etc.
d)	Objects and effects of acquisition (including but not limited to, disclosure of reasons for acquisition of target entity, if its business is outside the main line of business of the listed entity);	The Company intends to consolidate its EV initiatives under one single wholly owned subsidiary.
e)	Brief details of any governmental or regulatory	Not Applicable

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BHARAT FORGE LIMITED, MUNDHWA, PUNE 411 036, MAHARASHTRA, INDIA. PHONE: + 91 20 6704 2476 6704 2777 (Secretarial) Fax 020 2682 2163 CIN L25209PN1961PLC012046 Email: secretarial@bharatforge.com WEBSITE: www.bharatforge.com

B H A R A T F O R G E

	approvals required for the acquisition;
f)	Indicative time period for completion of the acquisition;	The acquisition has been completed on March 16, 2021.
g)	Nature of consideration - whether cash consideration or share swap and details of the same;	Cash
h)	Cost of acquisition or the price at which the shares are acquired;	1,000 equity shares of face value of Rs.10/- each has been acquired at a consideration of Rs.10,000/- (Rupees ten thousand only).
i)	Percentage of shareholding / control acquired and / or numberofshares acquired;	100%.
j)	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);	Kalyani Powertrain Private Limited is an Indian private limited company incorporated on September 26, 2020, with its registered office in Pune, India. It has been incorporated to engage in the business of development, manufacturing and assembly of Electric Powertrain Transmission Systems for automotive sector. KPPL is newly incorporated company and it has not commenced its business yet.

Kindly take the same on record.

Thanking you,

Yours faithfully, For Bharat Forge Limited

Digitally signed by CHAUDHARI Tejaswini RAMKRISHNA CHAUDHARI DN: c=IN, o=Personal, title=7548, pseudonym=58edb1c2ceccce40da63b8e090df286a8d9f1f48 , 2.5.4.20=e36ca4d3be0bc95d87ad6ce62b390c67f97e213b27 48b12d19b9368643216550, postalCode=411021, Tejaswini st=MAHARASHTRA, serialNumber=7074c4e1d54fe0641496f867f42eda3439aa92 4604315f8aa638c1158613541f, cn=CHAUDHARI Tejaswini RAMKRISHNA RAMKRISHNA Date: 2021.03.16 16:43:38 +05'30' Tejaswini Chaudhari Company Secretary & Compliance Officer

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BHARAT FORGE LIMITED, MUNDHWA, PUNE 411 036, MAHARASHTRA, INDIA. PHONE: + 91 20 6704 2476 6704 2777 (Secretarial) Fax 020 2682 2163 CIN L25209PN1961PLC012046 Email: secretarial@bharatforge.com WEBSITE: www.bharatforge.com