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Epigral Limited — Capital/Financing Update 2025
Jun 4, 2025
59342_rns_2025-06-04_2808f279-8599-4c82-843f-eeebbb1240bc.pdf
Capital/Financing Update
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04.06.2025
To,
National Stock Exchange of India Limited
“Exchange Plaza”, Bandra-Kurla Complex, Bandra (East) Mumbai 400 051
SYMBOL:- EPIGRAL
BSE Limited
Floor- 25, P J Tower, Dalal Street, Mumbai 400 001
Scrip Code: 543332
Dear Sirs,
Sub: Intimation under Regulation 30 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 (‘SEBI Listing Regulations’) with respect to Execution of Energy Supply Agreement and Share Subscription and Shareholders’ Agreement
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Pursuant to Regulation 30 read with Schedule III of the SEBI (LODR) Regulations, 2015, we wish to inform that Epigral Limited (User Shareholder / Consumer) [‘the Company’] as on today i.e. 4[th] June, 2025 has executed (I) “Share Subscription and Shareholder’s Agreement” with ‘Prozeal Green Power Private Limited’ (Promoter) and ‘Pro-Zeal Green Power Ten Private Limited’ (Power Producer) and (II) Energy Supply Agreement with ‘Pro-Zeal Green Power Ten Private Limited’ to source a contracted capacity of 19.80 MW ‘Wind Solar Hybrid (WSH) Power’ (“Project”) as a Captive Consumer from WSH power plant located in the State of Gujarat. This transaction entails subscription of minimum 26% of Securities (Equity and Optionally Convertible Debentures, in one or more tranches) of Power Producer, a Special Purpose Vehicle (SPV) formed for developing, constructing, operating and maintaining the said Project. Sourcing power from renewable resources is in line with the Company’s commitment towards sustainability goals.
The disclosure as required under Schedule III of the SEBI Listing Regulations read with SEBI Circular No. SEBI/HO/CFD/PoD2/CIR/P/0155 dated 11[th] November, 2024, is attached as Annexure I to this letter.
You are requested to kindly take the same on record.
Thanking you,
Yours faithfully,
For Epigral Limited
(formerly known as ‘Meghmani Finechem Limited’)
Digitally signed by GAURANG GAURANG GHANSHYAM TRIVEDI GHANSHYAM TRIVEDI Date: 2025.06.04 10:58:47 +05'30' Gaurang Trivedi Company Secretary & Compliance Officer M. No. – A22307
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Annexure – I
| S.No. | Particulars | |
|---|---|---|
| 1 | Name of the target entity, details in brief such as size, turnover etc.; |
Pro-Zeal Green Power Ten Private Limited (Power Producer). The Power Producer is yet to commence its commercial operations. |
| 2 | Whether the acquisition would fall within related party transaction(s) and whether the promoter/ promoter group/ 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 current transaction is not a related party transaction. However, subsequent to subscription of Securities, Power Producer will be an Associate of the Company. The subscription of Securities of the Power Producer is at arm’s length. |
| 3 | Industry to which the entity being acquired belongs; |
Generation and Transmission of Renewable Energy. |
| 4 | Objects and impact 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 with an objective of meeting its rising energy demands for upcoming expansion projects and to meet its commitment towards sustainability goals, decided to subscribe to Securities of the Power Producer, to comply with Captive Consumer rules of Electricity Act. |
| 5 | Brief details of any governmental or regulatory approvals required for the acquisition; |
No approval required for subscription of Securities of Power Producer. |
| 6 | Indicative time period for completion of the acquisition; |
The subscription of Securities will be completed with the time frame specified in the Share Subscription and Shareholder’s Agreement. |
| 7 | Consideration - whether cash consideration or share swap or any other form and details of the same; |
Subscription of Securities will be through cash consideration. |
| 8 | Cost of acquisition and/or the price at which the shares are acquired; |
The Company proposes to invest an amount of Rs. 21.38 Crores, in one or more tranches, for subscription of minimum 26% Securities of the Power Producer i.e. Equity Share Capital and OptionallyConvertible Debentures. |
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| 9 | Percentage of shareholding / control acquired and / or number of shares acquired; |
The Company and the Promoter (Prozeal Green Power Private Limited) will hold Securities issued by the Power Producer in the ratio of 26:74. |
|---|---|---|
| 10 | 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); |
Pro-Zeal Green Power Ten Private Limited (CIN - U35105GJ2025PTC157627) [Power Producer] is engaged in the business of generation, transmission and maintenance of Renewable Energy. The Power Producer is incorporated on 2ndJanuary, 2025 and is yet to commence its commercial operation. Hence the turnover of the last three years is not available. The paid-up equity capital of the Power Producer as on date of this declaration is Rs. 1 Lakh. The Power Producer haspresence onlyin India. |
For Epigral Limited
(formerly known as ‘Meghmani Finechem Limited’)
GAURANG Digitally signed by GAURANG GHANSHYAM TRIVEDI GHANSHYAM TRIVEDI Date: 2025.06.04 10:59:06 +05'30'
Gaurang Trivedi Company Secretary & Compliance Officer M. No. – A22307
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