With reference to the captioned subject and in continuation of the letter dt. 11.03.2024 submitted by Power Grid Corporation of India Limited ("POWERGRID"), informed that POWERGRID has executed a Shareholders' Agreement ("SHA") with Rajasthan Rajya Vidyut Prasaran Nigam Limited ("RVPN") on 30.09.2024. Purpose of entering into the agreement: POWERGRID and RVPN have entered into a SHA to form a Joint Venture Company ("JVC") for development of Intra- State Transmission System in the State of Rajasthan with an equity participation of 74% by POWERGRID and 26% by RVPN.
Significant terms of the agreement (in brief) special rights like right to appoint directors, first right to share subscription in case of issuance of shares, right to restrict any change in capital structure etc.: As per SHA, the proposed JVC shall have 10 Directors of which 7 shall be nominated by POWERGRID and 3 shall be nominated by RVPN. POWERGRID and RVPN will hold 74% and 26% Equity Share Capital, respectively, in the proposed JVC. POWERGRID and RVPN will have right to subscribe to the shares in proportion to their respective shareholding in the proposed JVC.
Any change in capital structure of the proposed JVC will require consent of both POWERGRID and RVPN. In case of issuance of shares to the parties, details of issue price, class of shares issued: As per SHA, POWERGRID and RVPN will hold 74% and 26% Equity Share Capital, respectively, in the proposed JVC. The proposed JVC shall initially issue equity shares to both POWERGRID and RVPN in proportion to their agreed shareholding at par value.
