Sterlite Electric Limited

Key points (69, showing 60)

• The company was incorporated as a public limited company under the Companies Act, 2013, based on a certificate of incorporation dated May 5, 2015. p.1
• The company shifted its registered office from Gujarat to Maharashtra, and a certificate of registration dated October 3, 2015, was issued by the Registrar of Companies, Maharashtra at Pune. p.1
• The company's name was changed from ‘Sterlite Power Transmission Limited’ to ‘Sterlite Electric Limited’, and a fresh certificate of incorporation dated April 15, 2025, was issued by the Registrar of Companies. p.1
• No allotment of equity shares or CCPS has been made to Additional Promoters – II since the date of incorporation until the date of this Second Addendum. p.6
• As of the date of this Second Addendum, Additional Promoters - II do not hold any Equity Shares or CCPS in the Company. p.6
• Members of the Additional Promoter Group – II hold an aggregate of 19,05,718 Equity Shares of face value of ₹2 each, which constitutes 1.35% of the issued, subscribed and paid-up Equity Share capital. p.6
• Vedanta Limited holds 19,05,718 Equity Shares of face value ₹2 each, representing 1.35% of the pre-Offer equity share capital. p.6
• None of the New Directors, New Group Chief Executive Officer, or New Chief Financial Officer hold any Equity Shares in the Company as of the date of this Second Addendum, except as stated below. p.8
• The weighted average cost of acquisition of Equity Shares transacted by Promoters over the last three years ranged from ₹473.75 to ₹612.42. p.9
• The weighted average cost of acquisition of all CCPS transacted by Promoters over the last three years ranged from ₹473.32 to ₹475.00. p.9
• Additional Promoters – II, Additional Promoter Group – II, New Directors, New Group Chief Executive Officer or New Chief Financial Officer do not have any interest in the proposed acquisition of the equipment or in the entity from whom quotations were obtained. p.11
• No proposal exists whereby the Additional Promoters – II, Additional Promoter Group – II, New Directors, New Group Chief Executive Officer or New Chief Financial Officer will receive any portion of the Offer proceeds. p.11
• There are no material existing or anticipated transactions in relation to the utilisation of Net Proceeds with the Additional Promoters - II, Additional Promoter Group – II, New Directors, New Group Chief Executive Officer or New Chief Financial Officer. p.11
• As of the date of this Second Addendum, there are no other arrangements or agreements, deeds of assignment, inter-se agreements, or agreements of like nature and clauses/covenants which are material to the Company and require disclosure. p.12
• There are no agreements with Additional Promoters – II, members of the Additional Promoter Group – II, New Directors, New Group Chief Executive Officer or New Chief Financial Officer, entered into amongst themselves or with the Company or a third party that would impact management or control. p.12
• None of the Additional Promoters – II have entered into an agreement with any Shareholder or other third party concerning compensation or profit sharing related to securities dealings. p.12
• The New Directors include Amarendranath Reddy Tatimakula, Whole-time Director (Additional), who holds a bachelor’s degree in technology (mechanical engineering) from Sri Venkateswara University. p.13
• The New Directors include Andrew Wilson Shaw, Non-Executive Independent Director (Additional), who holds a bachelor’s degree in engineering in mechanical engineering and a master’s degree in business administration from the University of London. p.13
• Amarendranath Reddy Tatimakula was appointed as Whole-time Director (Additional) for a period of 3 years with effect from April 1, 2026, up to March 31, 2029. p.13
• The Board approved the appointment of Amarendranath Reddy Tatimakula as Whole-time Director (Additional) and his regularisation remains subject to the approval of Shareholders. p.13
• The Board approved the appointment of Andrew Wilson Shaw as Non-Executive Independent Director (Additional) and his regularisation remains subject to the approval of Shareholders. p.13
• Amarendranath Reddy Tatimakula was associated with Sterlite Industries India Limited (now merged with Vedanta Limited), Ranka Cables Limited, and Midas Alloys. p.14
• Andrew Wilson Shaw was associated with BICC General UK Cables Limited, Dubai Cable Company (Private) Limited, Prysmian Cables & Systems Limited, and Pirelli Cables Limited. p.14
• None of the New Directors are related to each other or to any of the Directors, Key Managerial Personnel or Senior Management. p.15
• None of the New Directors have been presently appointed on the Board or selected as Senior Management pursuant to any arrangement or understanding with major shareholders, customers, suppliers or others. p.15
• None of the New Directors hold any Equity Shares or CCPS in the Company, except as disclosed in the Capital Structure section. p.15
• None of the New Directors have any interest in any property acquired or proposed to be acquired by the Company. p.15
• No amount or benefit has been paid or given to any of the New Directors within the two years preceding the date of this Second Addendum or is intended to be paid. p.15
• None of the New Directors have any interest in the promotion or formation of the Company. p.15
• None of the New Directors have availed loans from the Company or given loans to the Company. p.15
• Frederic Andre M Trefois is the Group Chief Executive Officer and has 5 years of experience in overseeing and handling management of companies. p.16
• Vani Sundaram is the Chief Financial Officer, holds a bachelor’s degree in commerce (specialist course) from Delhi University, and is a member of the Institute of Chartered Accountants of India. p.16
• The New Group Chief Executive Officer and New Chief Financial Officer are permanent employees of the Company. p.16
• Neither the New Group Chief Executive Officer nor the New Chief Financial Officer are entitled to any bonus or profit-sharing plans of the Company. p.16
• The New Group Chief Executive Officer and New Chief Financial Officer do not have any interests in the Company other than remuneration or benefits entitled under their appointment or reimbursement of business expenses. p.16
• There is no contingent or deferred compensation accrued to the New Group Chief Executive Officer or New Chief Financial Officer for Fiscal 2026 which does not form part of their remuneration. p.16
• None of the New Group Chief Executive Officer or New Chief Financial Officer have entered into a service contract with the Company entitling them to benefits upon termination of employment. p.17
• Vani Sundaram was appointed as Chief Financial Officer on July 6, 2026, and Monica Madan resigned as Chief Financial Officer on June 1, 2026. p.17
• Vedanta Incorporated (erstwhile Volcan Investments Limited) was incorporated on November 25, 1992, as an international business company under the laws of Bahamas. p.18
• The original promoters of the Company include Anil Agarwal and Twin Star Overseas Limited. p.19
• The Additional Promoter Group -II includes Amica Guesthouse (Proprietary) Limited as an entity. p.20
• There are no criminal litigations against the Additional Promoters as on the date of this Second Addendum. p.24
• There are no actions taken by regulatory and statutory authorities against the Additional Promoters as on the date of this Second Addendum. p.24
• There have been no disciplinary actions including penalty imposed by the SEBI or Stock Exchanges in the last five financial years from the date of this Second Addendum against the Additional Promoters. p.24
• There are no other material litigations by the Additional Promoters as on the date of this Second Addendum. p.24
• There are no criminal litigations against the New Directors as on the date of this Second Addendum. p.24
• There are no other material litigations by the New Directors as on the date of this Second Addendum. p.24
• There are no criminal litigations by the New Group Chief Executive Officer as on the date of this Second Addendum. p.24
• There are no outstanding litigations involving claims related to direct and indirect taxes involving the Additional Promoters – II, New Directors, New Group Chief Executive Officer or New Chief Financial Officer. p.24
• Additional Promoters – II and New Directors confirm they are not prohibited from accessing the capital markets or debarred from buying, selling or dealing in securities under any order or direction passed by SEBI or any securities market regulator in any other jurisdiction or any other authority/court. p.26
• Additional Promoters – II and New Directors are not directors or promoters of any other company which has been debarred from accessing the capital markets by SEBI. p.26
• Additional Promoters – II and New Directors have not been declared as Wilful Defaulters or Fraudulent Borrowers by any bank or financial institution or consortium thereof in accordance with the guidelines on Wilful Defaulters or Fraudulent Borrowers issued by the RBI. p.26
• Additional Promoters – II and New Directors have not been declared as Fugitive Economic Offenders. p.26
• None of the New Directors are associated with the securities market, and there have been no outstanding actions initiated by SEBI against any of the Directors associated with entities in the securities market in the five years preceding the date of this Second Addendum. p.26
• Additional Promoters – II confirm that they are in compliance with the Companies (Significant Beneficial Owners) Rules, 2018, as amended to the extent applicable, as on the date of this Second Addendum. p.26
• The status of compliance of the Company with the conditions specified under Regulations 5 and 7(1) of the SEBI ICDR Regulations includes that Additional Promoters -II and members of the Additional Promoter Group – II are not debarred from accessing the capital markets by SEBI. p.26
• The status of compliance of the Company with the conditions specified under Regulations 5 and 7(1) of the SEBI ICDR Regulations includes that Additional Promoters – II are not a Wilful Defaulter or Fraudulent Borrower. p.26
• The status of compliance of the Company with the conditions specified under Regulations 5 and 7(1) of the SEBI ICDR Regulations includes that Additional Promoters – II have not been declared as a Fugitive Economic Offender. p.26
• An application dated March 19, 2026, was submitted to the SEBI under Regulation 300(1)(c) of the SEBI ICDR Regulations seeking exemption for disclosing information and confirmations from Vaidehi Kanoria (“Non-Cooperating Individual”) and entities/ and bodies corporates/ firms/ HUFs (“Non-Cooperating Entities”, along with Non-Cooperating Individual, “Non-Cooperating Group”) in which the Non-Cooperating Individual have/may have interest (individually or in aggregate with Pratik Pravin Agarwal, one of our Individual Promoters), as part of the promoter group of Pratik Pravin Agarwal, one of our Individual Promoters, in terms of the SEBI ICDR Regulations based on the information as available in the public domain. p.26
• SEBI has pursuant to its letter bearing reference number SEBI/CFD/I/13374/2026 dated June 9, 2026 not acceded to the request for exemption and has directed the Company to classify and disclose Non-Cooperating Group as part of the Promoter Group and to obtain and disclose all the necessary information from the Non-Cooperating Group in accordance with Regulation 2(1)(pp) of the SEBI ICDR Regulations. p.26