Inox Wind Limited — M&A Activity 2023

Jun 12, 2023

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	Annexure IBrief details of merger
Particulars	Details
Name of the	eInox Wind Energy Limited(Transferor Company)
entity(ies)
forming part of	Ason March 31,2023
the	ParticularsRs.in Crore
amalgamation/	Paid up share capital11.22
merger, details	Net worth974.85
in brief such as,	Turnover12.45
size, turnover
etc.	eInox Wind Limited(Transferee Company)
	Ason March 31,2023
	ParticularsRs.in Crore
	Paid up share capital*925.95
	Net worth2321.50
	Turnover583.32
	"includes preference share(NCRPS)capital of Rs.600Crore.
Whetherthe	The proposed Scheme does not fall within the purview of the related party transactions under
transaction	Section 188 of the Companies Act, 2013 in view of the clarification provided by the Ministry
wouldfall	of Corporate Affairs vide General Circular No. 30/2014 dated July 17,2014, since the same is
within related	subject to the sanction of the National Company Law Tribunal.
partytransactions?	However, there are common promoters in IWEL and IWL. IWEL also holds 54.70% shares of
If yes, whether	IWL (which shall be cancelled pursuant to the Scheme). Further, pursuant to the Scheme,
thesameis	equity shares of IWL are proposed to be issued and allotted to the shareholders of IWEL. In
done at "arms	light of the same, the transaction under the proposed Scheme may be deemed to be a related
length	party transaction under the applicable provisions of Listing Regulations.
	The consideration as set forth in the Scheme will be discharged on "arm's length basis". The
	share exchange ratio for the shares to be allotted to the shareholders of IWEL is based on
	Valuation Report provided by Finvox Analytics, Registered Valuers.

		The consideration as set forth in the Scheme will be discharged on "arm's length basis". Theshare exchange ratio for the shares to be allotted to the shareholders of IWEL is based onValuation Report provided by Finvox Analytics, Registered Valuers.
		Fedex Securities Private Limited, SEBI Registered Category-I Merchant Banlter, has also
		provided a fairness opinion on the share exchange ratio and the share entitlement ratio.
		The aforementioned Valuation Report and Fairness Opinion have duly been considered by
		the Audit Committee, Committee of Independent Directors and Board of IWL.
Area	of	Inox Wind Energy Limited
business of	the
entities		IWEL is engaged in the business of generation and sale of wind energy, providing services for
		Erection, Procurement and Commissioning ("EPC") of wind farms and holding a strategic
		business interest in renewable energy.

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