Pavna Industries Acquires 52.38% in Electric Systems

Nature of Filing / Announcement: Outcome of Board Meeting pursuant to SEBI LODR Regulations

Date of Board Meeting / Approval: Monday, August 24, 2026 (03:00 PM to 04:00 PM)

Audit Opinion: Not Specified

Auditor’s Comment: Not Specified

Standalone Results: Not Specified

Consolidated Results: Not Specified

The Board of Directors approved the following items:

1. Notice of 32nd Annual General Meeting: Scheduled for Monday, September 21, 2026, at 9:00 AM.

2. 32nd Annual Report: Approved the annual report for the financial year ended March 31, 2026.

3. E-Voting Appointment: Appointed NSDL to provide e-voting facilities for the 32nd AGM.

4. Scrutinizer Appointment: Appointed Mr. Shantanu Jain (S.B. Jain and Associates) as scrutinizer for the 32nd AGM.

5. Acquisition of 52.38% Stake in Pavna Electric Systems Private Limited:

Acquisition of 11,000 equity shares (52.38% stake) in Pavna Electric Systems Private Limited (CIN: U35990UP2021PTC142171).
Pavna Electric Systems will become a subsidiary post-acquisition.
This is a related party transaction as the promoter is interested.
Transaction will be on an arm's length basis as per valuation report.
Fair value price is ₹154.50 per share including premium.
Target company financials (as of March 31, 2025):
Authorized Share Capital: ₹5,00,000
Paid-up Share Capital: ₹1,00,000
Turnover: ₹25.78 Crores
Net Worth: ₹0.23 Crores
PAT: ₹0.14 Crores
Historical turnover: FY 2022-23: ₹18.37 Cr, FY 2023-24: ₹21.30 Cr, FY 2024-25: ₹25.78 Cr.
Industry: Automobile Components, Auto Parts, Locks, Electrical & Electronic Components.
Expected completion: Within 120 days.
Consideration: Cash.
Purpose: To leverage synergies in manufacturing capabilities, technology, and market presence in the automobile industry.

6. Disinvestment of 50.74% Stake in Pavna Auto Engineering Private Limited (PAEPL):

Sale of 30,901 equity shares (entire 50.74% stake).
PAEPL will cease to be a subsidiary.
Buyer: Mrs. Priya Jain (belongs to the Promoter Group).
Consideration: Up to ₹8.80 Crores (approximately), subject to adjustments.
Financial contribution of PAEPL to Pavna Industries (Standalone basis) for last financial year:
Turnover/Revenue: ₹1533.95 lakhs (5.40%)
Total Income: ₹1553.67 lakhs (5.42%)
Net Worth: ₹1778.90 lakhs (9.07%)
This is a related party transaction.
Expected completion: Within 120 days from shareholder approval.
Purpose: To unlock shareholder value, optimize investment portfolio, improve capital efficiency, and strengthen the balance sheet. Proceeds will be used to strengthen core business and reinvest in higher-growth opportunities in the two-wheeler/three-wheeler auto industry.

7. Disinvestment of 50.74% Stake in Swapnil Switches Private Limited (SSPL):

Sale of 309,001 equity shares (entire 50.74% stake).
SSPL will cease to be a subsidiary.
Buyers:
Mrs. Asha Jain (103,001 shares) - Promoter of Pavna Industries
Mrs. Priya Jain (103,000 shares) - Promoter Group
PJ Wealth Management and Consultant Private Limited (103,000 shares) - Promoter Group
Consideration: Up to ₹2.55 Crores (approximately), subject to adjustments as per valuation report.
Financial contribution of SSPL to Pavna Industries (Standalone basis) for last financial year:
Turnover/Revenue: ₹247.69 lakhs (0.87%)
Total Income: ₹275.98 lakhs (0.96%)
Net Worth: ₹487.13 lakhs (2.48%)
This is a related party transaction done on an arm's length basis.
Expected completion: Within 120 days from shareholder approval.
Purpose: To unlock shareholder value, optimize investment portfolio, improve capital efficiency, and strengthen the balance sheet. Proceeds will be used to strengthen core business and reinvest in higher-growth opportunities in the two-wheeler/three-wheeler auto industry.

No governmental or regulatory approvals are required for the acquisition of Pavna Electric Systems.
The agreements for the disinvestment sales are to be executed after shareholders' approval.