Samvardhana Motherson International Limited (SAMIL) disclosed that its wholly owned subsidiary, Samvardhana Motherson Innovative Solutions Limited (SMISL), has agreed to sell its entire shareholding in AES (India) Engineering Limited (AES India), a joint venture with T-Net Japan Co., Ltd. (T-Net).

Transaction Details

SMISL along with its nominees holds 26% equity shares in AES India. Since SAMIL holds 100% equity shares of SMISL, the effective capital of SAMIL in AES India is 26%. The joint venture was established in 2005 and is engaged in automotive-related operations covering engineering, consulting, civil, architectural, electrical services, equipment procurement and sales, and digital engineering activities.

Rationale

After multiple years of close cooperation, both joint venture partners (SMISL and T-Net) agreed to pursue independent business strategies to focus on their core capabilities. The disclosure notes that given the limited scale of the business relative to Motherson's overall portfolio, the proposed transaction is non-material for the Company.

Financial Impact Assessment

Revenue Details (as of March 31, 2026):

  • Consolidated Revenue of SAMIL: INR 12,61,036.7 million
  • Revenue of AES India: INR 178.6 million
  • Percentage of AES India revenue to SAMIL (consolidated): Negligible

Net Worth Details (as of March 31, 2026):

  • Net Worth of SAMIL: INR 3,47,228.8 million
  • Net Worth of AES India: INR 4.7 million
  • Percentage of AES India Net Worth to SAMIL: Negligible

Transaction Terms

The purchase consideration is agreed as INR 68,64,000 (INR 68.64 lakh) for the equity shares held by SMISL in AES India. The agreement will be executed in due course. Subject to satisfactory completion of condition(s) precedent, the transaction is expected to be closed within Q3 of FY 2026-27.

Counterparty and Regulatory Aspects

The buyer, T-Net Japan Co., Ltd., does not belong to the promoter/promoter group. The transaction does not qualify as a related party transaction. The sale of shares is outside the scheme of arrangement, and provisions of Regulation 37A read with Section 180 of the Companies Act are not applicable to this transaction.