Key Resolution Details
Item No. 1: Approval of Material Related Party Transaction with Roura Non-Conventional Energy Private Limited
- The company seeks shareholder approval through ordinary resolution for material related party transactions with Roura Non-Conventional Energy Private Limited (RNCEPL)
- RNCEPL is a related party by virtue of Mr. Gaurav Agrawal being a Director on the Board of both companies
- Proposed transactions include sale of engineering goods, raw materials, semi-finished goods and/or rendering of services
- Maximum aggregate value not to exceed ₹50 Crores (Rupees Fifty Crore only) during financial year 2026-2027
- Transactions to be conducted at arm's length basis and in ordinary course of business
Financial Impact and Materiality
- Based on latest audited Financial Statements as of March 31, 2026, the materiality threshold for RPTs is 10% of annual consolidated turnover
- Since company turnover is within ₹20,000 Crore threshold, the materiality limit is ₹10 crores
- The proposed ₹50 crores transaction exceeds the 10% materiality threshold, requiring shareholder approval
Regulatory Framework
- Compliance with Regulation 23(4) of SEBI Listing Regulations
- Section 188 of Companies Act, 2013
- Companies (Management and Administration) Rules, 2014
- RPT Industry Standards for minimum information disclosure
- Company's Policy on Related Party Transactions
Approval Process and Timeline
- Audit Committee approved the proposed RPTs on 05th November, 2026
- Board of Directors approved and recommended the proposal on 05th November, 2026
- Remote e-voting period: Friday, 13th November, 2026 (9:00 AM) to Saturday, 12th December, 2026 (5:00 PM)
- Cut-off date for determining voting eligibility: Friday, 06th November, 2026
- Results announcement on or before Monday, 14th December, 2026
Voting Arrangements
- CDSL appointed as agency for providing e-voting facility
- Mr. Ankur Chouksey (ACS 55330, CP No. 25486) appointed as Scrutinizer
- Detailed voting instructions provided for both demat and physical shareholders
- Results to be displayed on company website (www.gtv.co.in) and CDSL website
- Simultaneous communication to BSE Limited
Transaction Details
- Nature: Sale of engineering goods, raw materials, semi-finished goods and rendering services
- Tenure: Financial Year 2026-2027
- Pricing: Arm's length basis with market benchmarks
- Purpose: Ensure uninterrupted availability of essential materials, facilitate operational efficiency, strengthen supply chain
- No valuation report required as transactions are ordinary course at arm's length
Restrictions
- Related parties cannot vote on this resolution as per Regulation 23(4) of Listing Regulations
- Except Mr. Gaurav Agrawal and other interested parties, no other Directors/KMPs are concerned or interested in the resolution