S.J.S. Enterprises Limited — Capital/Financing Update 2022

Feb 11, 2022

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February 11, 2022

To,

National Stock Exchange of India Limited Exchange Plaza, 5thFloor, Plot No. C/1, G Block, Bandra – Kurla Complex, Bandra (E), Mumbai -400 051 Symbol: SJS	BSE Limited Corporate Relationship Department, 2ndFloor, New Trading Wing, Rotunda Building, P.J. Towers, Dalal Street, Mumbai – 400 001 Scrip Code: 543387

ISIN: INE284S01014

Dear Sir/Madam,

Subject: Intimation of acquisition and signing of subscription and shareholders agreement [Regulation 30 read with Schedule III of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015]

With reference to the captioned subject, we would like to inform you that the Company has today signed a Power Supply and Offtake Agreement (“PSOA”) with Suryaurja Two Private Limited (''STPL"), whereunder, STPL as a solar power generator, shall be supplying solar power to the Company as a captive user.

The Company has also signed a Share Subscription and Shareholders’ Agreement (“SSSHA”) with STPL and Sunsource Energy Private Limited for subscribing 6,00,000 Equity Shares of STPL, in one or more tranches, which would result in the Company holding 48% of the Equity Share Capital of STPL on non-diluted basis (but in any case not less than 26% of the aggregate Equity Shares of STPL).

Pursuant to the above acquisition of shares, STPL will become an Associate of the Company.

The details as required under SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 read with SEBI Circular No. CIR/CFD/CMD/ 4/2015 dated 9[th] September 2015 are given in Annexure A to this letter.

You are requested to kindly take the same on record.

Thanking you. Yours faithfully,

For S.J.S. Enterprises Limited

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Thabraz Hushain W.

Company Secretary and Compliance Officer Membership No.: A51119

Encl: As above

Annexure A

1. Details of Acquisition (including agreement to acquire):

Sl. No	Particulars	Details
a.	name of the target entity, details in brief such as size, turnover etc.;	Suryaurja Two Private Limited (''STPL") is a private company incorporated under the Companies Act, 2013 on 10th September, 2021 and intends to setup Solar Generation Power Plant. Authorised Capital(Rs) - 100000 Paid up Capital(Rs) - 100000 Turnover - Nil
b.	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 “arms length”;	Post execution of: 1. Share Subscription and Shareholders' Agreement and 2. Power Supply and Offtake Agreement and upon Acquisition of 48% of the Equity Share Capital of STPL on non-diluted basis (but in any case not less than 26% of the aggregate Equity Shares of STPL), STPL would be an associate company of SJS. Further, STPL is managed and controlled by its majority shareholder company, Sunsource Energy Private Limited and The promoter / promoter group / group companies of the Company do not have any interest in the entity (''STPL'') directly or indirectly, whose Equityshares are beingacquired.
c.	industry to which the entity being acquired belongs;	Solar Power Generation
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);	Suryaurja Two Private Limited is engaged in the business of power generation from renewable sources. Post acquisition of Equity Shares of STPL, company will become captive consumer for the solar power generated by STPL. STPL will build a solar (photovoltaic) power generation for the captive use of the Company which is proposed to be set up probably at Korwar – Indhanakal, taluk Chitapura, District Kalaburgi, Karnataka having an installed capacity of 2 MWDC which is equivalent to 1.35MWAC(“Project”). The

		Project will be set up as a captive power project in accordance with the Electricity Laws (“Project”).
e.	brief details of any governmental or regulatory approvals required for the acquisition;	Not Applicable
f.	indicative time period for completion of the acquisition;	Tentatively on or before 15th March, 2022
g.	nature of consideration - whether cash consideration or share swap and details of the same;	The consideration would be paid in cash (in one or more tranches).
h.	cost of acquisition or the price at which the shares are acquired;	Total cost of acquisition of equity shares of STPL is Rs. 60 Lacs. 600,000 Equity Shares having face value of Rs. 10/- each issued at par aggregating Rs 60 Lacs
i.	percentage of shareholding / control acquired and / or number of shares acquired;	Subscription of 600,000 Equity Shares in STPL would result in the Company holding48% of the Equity Share Capital of STPL on non-diluted basis (but in any casenot less than 26% of the aggregate Equity Shares of STPL).
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);	STPL is an Indian company, incorporated on 10th September, 2021 which intends to setup Solar Generation Power Plant. - STPL is a subsidiary of Sunsource Energy Private Limited - Market Presence: PAN India - Turnover for the last 3years: Nil