The JV company, AHML, is engaged in mining and related activities in Oman and has been allocated Block 22B pursuant to a Concession Agreement signed with the Ministry of Energy and Minerals, Sultanate of Oman.
Significant Terms of the Agreement
The Shareholders' Agreement provides for:
- The constitution and governance framework of AHML through a Board comprising nominee directors of each shareholder.
- Rights and obligations relating to capital contribution and loans.
- Provisions relating to business plan approval, management, and operational matters of AHML.
Related Party Nature and Arm's Length Confirmation
The transaction is classified as a related party transaction. This is because one of the partners, "Alara," is a subsidiary of Alara Resources Ltd (AUQ), an Australian listed company. SWPE and its promoters hold a stake in AUQ, and Mr. Vikas Jain, CMD of SWPE, holds a directorship in AUQ. Furthermore, another JV, Alara Resources LLC, Oman, is already in operation, in which SWPE holds 35%, Alara holds 35%, and Al Tasnim Infrastructure LLC (Oman) holds 30%. Despite this relationship, the company has confirmed that the transaction has been done on an arm's length basis.
Governance and Nominee Director
The agreement pertains to the governance of AHML and does not impact the management or control of SWPE. The company has nominated Mr. Vikas Jain, its Chairman and Managing Director, as its nominee Board Member on the Board of AHML.
Financial Impact
No details regarding issue price, share issuance, or specific financial impact of the agreement were disclosed in the filing.